Silvercorp Metals Inc 6-K, filed Nov 13, 2023
Silvercorp Metals Inc (SVM)
About this 6-K
Silvercorp Metals Inc filed this 6-K on November 13, 2023.
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: November 2023
Commission File No. 001-34184
SILVERCORP
METALS INC.
(Translation of registrant’s name into English)
Suite 1750 – 1066 W. 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 ]
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1) [ ]
Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.
Indicate by check mark if the registrant is "submitting" the Form 6-K in paper as permitted by Regulation S-T "Rule" 101(b)(7) [ ]
Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.
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: November 13, 2023 | SILVERCORP METALS INC. |
| /s/ Derek Liu | |
| Derek Liu | |
| Chief Financial Officer |
2
EXHIBIT INDEX
3
Exhibit 99.1
SILVERCORP METALS INC.
CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
For the three and six months ended September 30, 2023 and 2022
(Tabular amounts are in thousands of US dollars, unless otherwise stated)
(Unaudited)
SILVERCORP METALS INC.
Condensed Consolidated Interim Statements of Income (Loss)
(Unaudited) (Expressed in thousands of U.S. dollars, except per share amount and number of shares)
| Three Months Ended September 30, | Six Months Ended September 30, | |||||||||||||||||
| Notes | 2023 | 2022 | 2023 | 2022 | ||||||||||||||
| Revenue | 3(a)(c) | $ | 53,992 | $ | 51,739 | $ | 113,998 | $ | 115,331 | |||||||||
| Cost of mine operations | ||||||||||||||||||
| Production costs | 21,268 | 25,398 | 45,566 | 51,542 | ||||||||||||||
| Depreciation and amortization | 6,515 | 7,354 | 14,178 | 14,912 | ||||||||||||||
| Mineral resource taxes | 1,597 | 1,308 | 2,963 | 2,848 | ||||||||||||||
| Government fees and other taxes | 4 | 751 | 556 | 1,408 | 1,340 | |||||||||||||
| General and administrative | 5 | 2,918 | 2,762 | 5,639 | 5,426 | |||||||||||||
| 33,049 | 37,378 | 69,754 | 76,068 | |||||||||||||||
| Income from mine operations | 20,943 | 14,361 | 44,244 | 39,263 | ||||||||||||||
| Corporate general and administrative | 5 | 3,810 | 3,476 | 7,460 | 7,033 | |||||||||||||
| Property evaluation and business development | 114 | 71 | 223 | 203 | ||||||||||||||
| Foreign exchange (gain) loss | (1,314 | ) | (4,340 | ) | 913 | (5,996 | ) | |||||||||||
| Loss (gain) on investments | 9 | 603 | 1,596 | (483 | ) | 4,267 | ||||||||||||
| Share of loss in associates | 10 | 705 | 771 | 1,345 | 1,499 | |||||||||||||
| Dilution gain on investment in associate | 10 | (733 | ) | - | (733 | ) | - | |||||||||||
| Loss on disposal of plant and equipment | 12 | 35 | 51 | 30 | 320 | |||||||||||||
| Impairment of mineral rights and properties | 13 | - | 20,211 | - | 20,211 | |||||||||||||
| Other expense (income) | 763 | (61 | ) | 529 | (231 | ) | ||||||||||||
| Income (loss) from operations | 16,960 | (7,414 | ) | 34,960 | 11,957 | |||||||||||||
| Finance income | 6 | 1,742 | 1,096 | 3,236 | 2,418 | |||||||||||||
| Finance costs | 6 | (54 | ) | (73 | ) | (114 | ) | (595 | ) | |||||||||
| 18,648 | (6,391 | ) | 38,082 | 13,780 | ||||||||||||||
| Income tax expense | 7 | 3,878 | 3,811 | 10,099 | 9,898 | |||||||||||||
| Net income (loss) | $ | 14,770 | $ | (10,202 | ) | $ | 27,983 | $ | 3,882 | |||||||||
| Attributable to: | ||||||||||||||||||
| Equity holders of the Company | $ | 11,050 | $ | (1,712 | ) | $ | 20,267 | $ | 8,457 | |||||||||
| Non-controlling interests | 18 | 3,720 | (8,490 | ) | 7,716 | (4,575 | ) | |||||||||||
| $ | 14,770 | $ | (10,202 | ) | $ | 27,983 | $ | 3,882 | ||||||||||
| Earnings per share attributable to the equity holders of the Company | ||||||||||||||||||
| Basic earnings (loss) per share | $ | 0.06 | $ | (0.01 | ) | $ | 0.11 | $ | 0.05 | |||||||||
| Diluted earnings (loss) per share | $ | 0.06 | $ | (0.01 | ) | $ | 0.11 | $ | 0.05 | |||||||||
| Weighted Average Number of Shares Outstanding - Basic | 176,844,107 | 176,693,226 | 176,885,599 | 177,007,901 | ||||||||||||||
| Weighted Average Number of Shares Outstanding - Diluted | 179,750,876 | 179,245,850 | 179,792,368 | 179,375,066 | ||||||||||||||
| Approved on behalf of the Board: | |
| (Signed) Ken Robertson | |
| Director | |
| (Signed) Rui Feng | |
| 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 September 30, | Six Months Ended September 30, | |||||||||||||||||
| Notes | 2023 | 2022 | 2023 | 2022 | ||||||||||||||
| Net income (loss) | $ | 14,770 | $ | (10,202 | ) | $ | 27,983 | $ | 3,882 | |||||||||
| Other comprehensive (loss) income, net of taxes: | ||||||||||||||||||
| Items that may subsequently be reclassified to net income or loss: | ||||||||||||||||||
| Currency translation adjustment, net of tax of $nil | (5,969 | ) | (34,664 | ) | (24,386 | ) | (63,510 | ) | ||||||||||
| Share of other comprehensive loss in associate | 10 | (58 | ) | (606 | ) | (3 | ) | (1,004 | ) | |||||||||
| Reclassification to net income upon ownership dilution of investment in associate | (34 | ) | - | (34 | ) | - | ||||||||||||
| Items that will not subsequently be reclassified to net income or loss: | ||||||||||||||||||
| Change in fair value on equity investments designated as FVTOCI, net of tax of $nil | 9 | 6 | (288 | ) | (108 | ) | (1,239 | ) | ||||||||||
| Other comprehensive loss, net of taxes | $ | (6,055 | ) | $ | (35,558 | ) | $ | (24,531 | ) | $ | (65,753 | ) | ||||||
| Attributable to: | ||||||||||||||||||
| Equity holders of the Company | $ | (5,571 | ) | $ | (30,700 | ) | $ | (20,071 | ) | $ | (56,159 | ) | ||||||
| Non-controlling interests | 18 | (484 | ) | (4,858 | ) | (4,460 | ) | (9,594 | ) | |||||||||
| $ | (6,055 | ) | $ | (35,558 | ) | $ | (24,531 | ) | $ | (65,753 | ) | |||||||
| Total comprehensive income (loss) | $ | 8,715 | $ | (45,760 | ) | $ | 3,452 | $ | (61,871 | ) | ||||||||
| Attributable to: | ||||||||||||||||||
| Equity holders of the Company | $ | 5,479 | $ | (32,412 | ) | $ | 196 | $ | (47,702 | ) | ||||||||
| Non-controlling interests | 3,236 | (13,348 | ) | 3,256 | (14,169 | ) | ||||||||||||
| $ | 8,715 | $ | (45,760 | ) | $ | 3,452 | $ | (61,871 | ) | |||||||||
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 September 30, | As at March 31, | |||||||||
| Notes | 2023 | 2023 | ||||||||
| ASSETS | ||||||||||
| Current Assets | ||||||||||
| Cash and cash equivalents | 21 | $ | 119,098 | $ | 145,692 | |||||
| Short-term investments | 8 | 69,993 | 57,631 | |||||||
| Trade and other receivables | 1,643 | 1,806 | ||||||||
| Inventories | 7,949 | 8,343 | ||||||||
| Due from related parties | 19 | 260 | 88 | |||||||
| Income tax receivable | 40 | 582 | ||||||||
| Prepaids and deposits | 5,275 | 4,906 | ||||||||
| 204,258 | 219,048 | |||||||||
| Non-current Assets | ||||||||||
| Long-term prepaids and deposits | 1,322 | 871 | ||||||||
| Reclamation deposits | 6,373 | 6,981 | ||||||||
| Other investments | 9 | 36,613 | 15,540 | |||||||
| Investment in associates | 10 | 55,088 | 50,695 | |||||||
| Investment properties | 11 | 479 | - | |||||||
| Plant and equipment | 12 | 76,511 | 80,059 | |||||||
| Mineral rights and properties | 13 | 299,416 | 303,426 | |||||||
| Deferred income tax assets | 362 | 179 | ||||||||
| TOTAL ASSETS | $ | 680,422 | $ | 676,799 | ||||||
| LIABILITIES AND EQUITY | ||||||||||
| Current Liabilities | ||||||||||
| Accounts payable and accrued liabilities | $ | 44,877 | $ | 36,737 | ||||||
| Current portion of lease obligation | 14 | 273 | 269 | |||||||
| Deposits received | 3,851 | 4,090 | ||||||||
| Income tax payable | 927 | 144 | ||||||||
| 49,928 | 41,240 | |||||||||
| Non-current Liabilities | ||||||||||
| Long-term portion of lease obligation | 14 | 183 | 314 | |||||||
| Deferred income tax liabilities | 47,818 | 48,096 | ||||||||
| Environmental rehabilitation | 15 | 6,507 | 7,318 | |||||||
| Total Liabilities | 104,436 | 96,968 | ||||||||
| Equity | ||||||||||
| Share capital | 256,113 | 255,684 | ||||||||
| Equity reserves | (14,851 | ) | 3,484 | |||||||
| Retained earnings | 247,938 | 229,885 | ||||||||
| Total equity attributable to the equity holders of the Company | 489,200 | 489,053 | ||||||||
| Non-controlling interests | 18 | 86,786 | 90,778 | |||||||
| Total Equity | 575,986 | 579,831 | ||||||||
| TOTAL LIABILITIES AND EQUITY | $ | 680,422 | $ | 676,799 | ||||||
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 September 30, | Six Months Ended September 30, | |||||||||||||||||
| Notes | 2023 | 2022 | 2023 | 2022 | ||||||||||||||
| Cash provided by Operating activities | ||||||||||||||||||
| Net income (loss) | $ | 14,770 | $ | (10,202 | ) | $ | 27,983 | $ | 3,882 | |||||||||
| Add (deduct) items not affecting cash: | ||||||||||||||||||
| Finance costs | 6 | 54 | 73 | 114 | 595 | |||||||||||||
| Income tax expense | 7 | 3,878 | 3,811 | 10,099 | 9,898 | |||||||||||||
| Depreciation, amortization and depletion | 6,927 | 7,797 | 15,015 | 15,822 | ||||||||||||||
| Loss (gain) on investments | 9 | 603 | 1,596 | (483 | ) | 4,267 | ||||||||||||
| Share of loss in associates | 10 | 705 | 771 | 1,345 | 1,499 | |||||||||||||
| Dilution gain on investment in associate | 10 | (733 | ) | - | (733 | ) | - | |||||||||||
| Impairment of mineral rights and properties | 13 | - | 20,211 | - | 20,211 | |||||||||||||
| Loss on disposal of plant and equipment | 35 | 51 | 30 | 320 | ||||||||||||||
| Share-based compensation | 16(b) | 1,366 | 1,120 | 2,737 | 2,292 | |||||||||||||
| Reclamation expenditures | (214 | ) | (7 | ) | (261 | ) | (15 | ) | ||||||||||
| Income taxes paid | (1,784 | ) | (4,348 | ) | (6,317 | ) | (6,645 | ) | ||||||||||
| Interest paid | 6 | (6 | ) | (12 | ) | (13 | ) | (26 | ) | |||||||||
| Changes in non-cash operating working capital | 21 | 3,243 | (6,797 | ) | 8,209 | 2,140 | ||||||||||||
| Net cash provided by operating activities | 28,844 | 14,064 | 57,725 | 54,240 | ||||||||||||||
| Investing activities | ||||||||||||||||||
| Plant and equipment | ||||||||||||||||||
| Additions | (3,343 | ) | (4,539 | ) | (6,557 | ) | (6,706 | ) | ||||||||||
| Proceeds on disposals | 348 | - | 472 | - | ||||||||||||||
| Mineral rights and properties | ||||||||||||||||||
| Capital expenditures | (12,086 | ) | (6,852 | ) | (23,971 | ) | (22,770 | ) | ||||||||||
| Reclamation deposits | ||||||||||||||||||
| Paid | (14 | ) | (14 | ) | (29 | ) | (30 | ) | ||||||||||
| Refund | 33 | - | 33 | - | ||||||||||||||
| Other investments | ||||||||||||||||||
| Acquisition | 9 | (18,465 | ) | - | (22,059 | ) | (1,770 | ) | ||||||||||
| Proceeds on disposals | 9 | 770 | - | 840 | 504 | |||||||||||||
| Investment in associates | 10 | (4,982 | ) | (187 | ) | (4,982 | ) | (757 | ) | |||||||||
| Short-term investment | ||||||||||||||||||
| Purchase | (20,912 | ) | (18,277 | ) | (29,464 | ) | (80,284 | ) | ||||||||||
| Redemption | 7,587 | 47,067 | 13,537 | 138,011 | ||||||||||||||
| Principal received on lease receivable | 14 | - | 54 | - | 109 | |||||||||||||
| Net cash used in investing activities | (51,064 | ) | 17,252 | (72,180 | ) | 26,307 | ||||||||||||
| Financing activities | ||||||||||||||||||
| Principal payments on lease obligation | 14 | (65 | ) | (169 | ) | (129 | ) | (337 | ) | |||||||||
| Cash dividends distributed | 16(e) | - | - | (2,214 | ) | (2,216 | ) | |||||||||||
| Non-controlling interests | ||||||||||||||||||
| Distribution | 18 | - | (3,629 | ) | (7,248 | ) | (7,256 | ) | ||||||||||
| Common shares repurchased as part of normal course issuer bid | (572 | ) | (1,197 | ) | (572 | ) | (2,078 | ) | ||||||||||
| Net cash used in financing activities | (637 | ) | (4,995 | ) | (10,163 | ) | (11,887 | ) | ||||||||||
| Effect of exchange rate changes on cash and cash equivalents | (1,323 | ) | (10,212 | ) | (1,976 | ) | (15,592 | ) | ||||||||||
| Increase (decrease) in cash and cash equivalents | (24,180 | ) | 16,109 | (26,594 | ) | 53,068 | ||||||||||||
| Cash and cash equivalents, beginning of the period | 143,278 | 150,261 | 145,692 | 113,302 | ||||||||||||||
| Cash and cash equivalents, end of the period | $ | 119,098 | $ | 166,370 | $ | 119,098 | $ | 166,370 | ||||||||||
| Supplementary cash flow information | 21 | |||||||||||||||||
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 of the Company | Non-controlling interests | Total equity | |||||||||||||||||||||||||||||
| Balance, April 1, 2022 | 177,105,799 | $ | 255,444 | $ | 19,369 | $ | 25,834 | $ | (1,953 | ) | $ | 213,702 | $ | 512,396 | $ | 107,718 | $ | 620,114 | ||||||||||||||||||||
| Restricted share units vested | 214,375 | 1,094 | (1,094 | ) | - | - | - | - | - | - | ||||||||||||||||||||||||||||
| Share-based compensation | - | - | 2,292 | - | - | - | 2,292 | - | 2,292 | |||||||||||||||||||||||||||||
| Dividends declared | - | - | - | - | - | (2,216 | ) | (2,216 | ) | - | (2,216 | ) | ||||||||||||||||||||||||||
| Common shares repurchased as part of normal course issuer bid | (838,237 | ) | (2,078 | ) | - | - | - | (2,078 | ) | (2,078 | ) | |||||||||||||||||||||||||||
| Distribution to non-controlling interests | - | - | - | - | - | - | - | (7,256 | ) | (7,256 | ) | |||||||||||||||||||||||||||
| Comprehensive income | - | - | - | - | (56,159 | ) | 8,457 | (47,702 | ) | (14,169 | ) | (61,871 | ) | |||||||||||||||||||||||||
| Balance, September 30, 2022 | 176,481,937 | $ | 254,460 | $ | 20,567 | $ | 25,834 | $ | (58,112 | ) | $ | 219,943 | $ | 462,692 | $ | 86,293 | $ | 548,985 | ||||||||||||||||||||
| Restricted share units vested | 289,328 | 1,224 | (1,224 | ) | - | - | - | - | - | - | ||||||||||||||||||||||||||||
| Share-based compensation | - | - | 1,550 | - | - | - | 1,550 | - | 1,550 | |||||||||||||||||||||||||||||
| Dividends declared | - | - | - | - | - | (2,209 | ) | (2,209 | ) | - | (2,209 | ) | ||||||||||||||||||||||||||
| Distribution to non-controlling interests | - | - | - | - | - | - | (3,624 | ) | (3,624 | ) | ||||||||||||||||||||||||||||
| Comprehensive income | - | - | - | - | 14,869 | 12,151 | 27,020 | 8,109 | 35,129 | |||||||||||||||||||||||||||||
| Balance, March 31, 2023 | 176,771,265 | $ | 255,684 | $ | 20,893 | $ | 25,834 | $ | (43,243 | ) | $ | 229,885 | $ | 489,053 | $ | 90,778 | $ | 579,831 | ||||||||||||||||||||
| Restricted share units vested | 245,278 | 1,001 | (1,001 | ) | - | - | - | - | - | - | ||||||||||||||||||||||||||||
| Share-based compensation | 16(b) | - | - | 2,737 | - | - | - | 2,737 | - | 2,737 | ||||||||||||||||||||||||||||
| Dividends declared | 16(e) | - | - | - | - | - | (2,214 | ) | (2,214 | ) | - | (2,214 | ) | |||||||||||||||||||||||||
| Common shares repurchased as part of normal course issuer bid | 16(f) | (196,554 | ) | (572 | ) | - | - | - | - | (572 | ) | - | (572 | ) | ||||||||||||||||||||||||
| Distribution to non-controlling interests | 18 | - | - | - | - | - | - | - | (7,248 | ) | (7,248 | ) | ||||||||||||||||||||||||||
| Comprehensive income (loss) | - | - | - | - | (20,071 | ) | 20,267 | 196 | 3,256 | 3,452 | ||||||||||||||||||||||||||||
| Balance, September 30, 2023 | 176,819,989 | $ | 256,113 | $ | 22,629 | $ | 25,834 | $ | (63,314 | ) | $ | 247,938 | $ | 489,200 | $ | 86,786 | $ | 575,986 | ||||||||||||||||||||
See accompanying notes to the condensed consolidated interim financial statements
5
SILVERCORP METALS INC.
Notes to Condensed
Consolidated Interim Financial Statements as at September 30, 2023 and
for the three and six months ended September 30, 2023 and 2022
(Unaudited) (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.
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 POLICY INFORMATION |
| (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 International Financial Reporting Standards (“IFRS”) 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, 2023. 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, 2023. 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, 2023 with the exception of the mandatory adoption of certain amendments noted below.
Amendment to IAS 12 - Deferred Tax related to Assets and Liabilities arising from a Single Transaction
The amendments to IAS 12 clarify that the initial recognition exemption does not apply to transactions in which equal amounts of deductible and taxable temporary differences arise on initial recognition.
The adoption of this amendment did not have a material impact on the Company’s condensed interim consolidated financial statements.
Amendments to IAS 1 and IFRS Practice Statement 2 – Disclosure of Accounting Policies
The amendments require that an entity discloses its material accounting policies, instead of its significant accounting policies. Further amendments explain how an entity can identify a material accounting policy. Examples of when an accounting policy is likely to be material are added. To support the amendment, the IASB has also developed guidance and examples to explain and demonstrate the application of the ‘four-step materiality process’ described in IFRS Practice Statement 2. This amendment did not have a material impact on the Company’s condensed interim consolidated financial statements.
6
SILVERCORP METALS INC.
Notes to Condensed
Consolidated Interim Financial Statements as at September 30, 2023 and
for the three and six months ended September 30, 2023 and 2022
(Unaudited) (Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
Amendments to IAS 8 – Definition of Accounting Estimates
The amendments replace the definition of a change in accounting estimates with a definition of accounting estimates. Under the new definition, accounting estimates are “monetary amounts in financial statements that are subject to measurement uncertainty.”
The definition of a change in accounting estimates was deleted. However, IASB retained the concept of changes in accounting estimates in IFRS with the following clarification:
| ● | A change in accounting estimate that results from new information or new developments is not the correction of an error. |
| ● | The effects of a change in an input or a measurement technique used to develop an accounting estimate are changes in accounting estimates if they do not result from the correction of prior period errors. |
The adoption of this amendment did not have a material impact on the Company’s condensed interim consolidated financial statements.
These unaudited condensed consolidated interim financial statements were authorized for issue in accordance with a resolution of the Board of Directors of the Company dated November 8, 2023.
| (b) | New Accounting Standards |
Certain new accounting standards and interpretations have been published that are not mandatory for the current period and have not been early adopted. Management is still evaluating and does not expect any such pronouncements to have a material impact on the Company’s consolidated financial statements upon adoption.
| (c) | Basis of Consolidation |
These 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.
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 condensed consolidated interim statements of financial position. 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 interests in the subsidiary and the difference between the adjustment to the carrying amount of non-controlling interest and the Company’s share of
7
SILVERCORP METALS INC.
Notes to Condensed
Consolidated Interim Financial Statements as at September 30, 2023 and
for the three and six months ended September 30, 2023 and 2022
(Unaudited) (Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
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.
Details of the Company’s significant subsidiaries which are consolidated are as follows:
| Proportion of ownership interest held | ||||||||||||||||||||
| Name of subsidiaries | Principal activity | Country of incorporation | September 30, 2023 |
March 31, 2023 |
Mineral properties | |||||||||||||||
| Silvercorp Metals China Inc. | Holding company | Canada | 100% | 100% | ||||||||||||||||
| Silvercorp Metals (China) Inc. | Holding company | China | 100% | 100% | ||||||||||||||||
| 0875786 B.C. LTD. | Holding company | Canada | 100% | 100% | ||||||||||||||||
| Fortune Mining Limited | Holding company | BVI (i) | 100% | 100% | ||||||||||||||||
| Fortune Copper Limited | Holding company | BVI | 100% | 100% | ||||||||||||||||
| Fortune Gold Mining Limited | Holding company | BVI | 100% | 100% | ||||||||||||||||
| Victor Resources Ltd. | Holding company | BVI | 100% | 100% | ||||||||||||||||
| Yangtze Mining Ltd. | Holding company | BVI | 100% | 100% | ||||||||||||||||
| Victor Mining Ltd. | Holding company | BVI | 100% | 100% | ||||||||||||||||
| Yangtze Mining (H.K.) Ltd. | Holding company | Hong Kong | 100% | 100% | ||||||||||||||||
| Fortune Gold Mining (H.K.) Limited | Holding company | Hong Kong | 100% | 100% | ||||||||||||||||
| Wonder Success Limited | Holding company | Hong Kong | 100% | 100% | ||||||||||||||||
| New Infini Silver Inc. (“New Infini”) | Holding company | Canada | 46.1% | 46.1% | ||||||||||||||||
| Infini Metals Inc. | Holding company | BVI | 46.1% | 46.1% | ||||||||||||||||
| Infini Resources (Asia) Co. Ltd. | Holding company | Hong Kong | 46.1% | 46.1% | ||||||||||||||||
| Golden Land (Asia) Ltd. | Holding company | Hong Kong | 46.1% | 46.1% | ||||||||||||||||
| Henan Huawei Mining Co. Ltd. (“Henan Huawei”) | Mining | China | 80% | 80% | Ying Mining District | |||||||||||||||
| Henan Found Mining Co. Ltd. (“Henan Found”) | Mining | China | 77.5% | 77.5% | ||||||||||||||||
| Xinshao Yunxiang Mining Co., Ltd. (“Yunxiang”) | Mining | China | 70% | 70% | BYP | |||||||||||||||
| Guangdong Found Mining Co. Ltd. (“Guangdong Found”) | Mining | China | 99% | 99% | GC | |||||||||||||||
| Infini Resources S.A. de C.V. | Mining | Mexico | 46.1% | 46.1% | La Yesca | |||||||||||||||
| Shanxi Xinbaoyuan Mining Co., Ltd. (“Xinbaoyuan”) | Mining | China | 77.5% | 77.5% | Kuanping | |||||||||||||||
(i) British Virgin Islands (“BVI”)
| (d) | Critical Accounting Judgments and Estimates |
These 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, 2023.
| 3. | SEGMENTED INFORMATION |
The Company’s reportable operating segments are components of the Company where separate financial information is available that is evaluated regularly by the Company’s Chief Executive Officer who is the Chief Operating Decision Maker (“CODM”). The operating segments are determined based on the Company’s management and internal reporting structure. Operating segments are summarized as follows:
| Operating Segments | Subsidiaries Included in the Segment | Properties Included in the Segment | ||
| Mining | ||||
| Henan Luoning | Henan Found and Huawei | Ying Mining District | ||
| Guangdong | Guandong Found | GC | ||
| Other | Yunxiang, Xinbaoyuan, and Infini Resources S.A de C.V | BYP, Kuanping, La Yesca | ||
| Adminstravtive | ||||
| Vancouver | Silvercorp Metals Inc and holding companies | |||
| Bejing | Silvercorp Metals (China) Inc. |
8
SILVERCORP METALS INC.
Notes to Condensed
Consolidated Interim Financial Statements as at September 30, 2023 and
for the three and six months ended September 30, 2023 and 2022
(Unaudited) (Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
| (a) | Segmented information for operating results is as follows: |
| Three months ended September 30, 2023 | ||||||||||||||||||||||||
| Mining | Administrative | |||||||||||||||||||||||
| Statement of operations: | Henan Luoning | Guangdong | Other | Beijing | Vancouver | Total | ||||||||||||||||||
| Revenue | $ | 49,839 | $ | 4,153 | $ | - | $ | - | $ | - | $ | 53,992 | ||||||||||||
| Costs of mine operations | (28,023 | ) | (4,902 | ) | (124 | ) | - | - | (33,049 | ) | ||||||||||||||
| Income (loss) from mine operations | 21,816 | (749 | ) | (124 | ) | - | - | 20,943 | ||||||||||||||||
| Operating (expenses) income | (853 | ) | 38 | 24 | (513 | ) | (2,679 | ) | (3,983 | ) | ||||||||||||||
| Impairment of mineral rights and properties | - | - | - | - | - | - | ||||||||||||||||||
| Finance items | 583 | 126 | (7 | ) | 45 | 941 | 1,688 | |||||||||||||||||
| Income tax expenses | (4,015 | ) | 139 | - | - | (2 | ) | (3,878 | ) | |||||||||||||||
| Net income (loss) | $ | 17,531 | $ | (446 | ) | $ | (107 | ) | $ (468 | ) | $ | (1,740 | ) | $ | 14,770 | |||||||||
| Attributed to: | ||||||||||||||||||||||||
| Equity holders of the Company | 13,760 | (441 | ) | (67 | ) | (468 | ) | (1,734 | ) | 11,050 | ||||||||||||||
| Non-controlling interests | 3,771 | (5 | ) | (40 | ) | - | (6 | ) | 3,720 | |||||||||||||||
| Net income (loss) | $ | 17,531 | $ | (446 | ) | $ | (107 | ) | $ | (468 | ) | $ | (1,740 | ) | $ | 14,770 | ||||||||
| Three months ended September 30, 2023 | ||||||||||||||||||||||||
| Mining | Administrative | |||||||||||||||||||||||
| Statement of operations: | Henan Luoning | Guangdong | Other | Beijing | Vancouver | Total | ||||||||||||||||||
| Revenue | $ | 43,959 | $ | 7,780 | $ | - | $ | - | $ | - | $ | 51,739 | ||||||||||||
| Costs of mine operations | (31,033 | ) | (6,239 | ) | (106 | ) | - | - | (37,378 | ) | ||||||||||||||
| Income (loss) from mine operations | 12,926 | 1,541 | (106 | ) | - | - | 14,361 | |||||||||||||||||
| Operating expenses | (24 | ) | 15 | (108 | ) | (483 | ) | (964 | ) | (1,564 | ) | |||||||||||||
| Impairment of mineral rights and properties | - | - | (20,211 | ) | - | - | (20,211 | ) | ||||||||||||||||
| Finance items | 614 | 140 | (8 | ) | 65 | 212 | 1,023 | |||||||||||||||||
| Income tax expenses | (2,523 | ) | (211 | ) | 171 | - | (1,248 | ) | (3,811 | ) | ||||||||||||||
| Net income (loss) | $ | 10,993 | $ | 1,485 | $ | (20,262 | ) | $ | (418 | ) | $ | (2,000 | ) | $ | (10,202 | ) | ||||||||
| Attributed to: | ||||||||||||||||||||||||
| Equity holders of the Company | 8,613 | 1,471 | (9,685 | ) | (418 | ) | (1,693 | ) | (1,712 | ) | ||||||||||||||
| Non-controlling interests | 2,380 | 14 | (10,577 | ) | - | (307 | ) | (8,490 | ) | |||||||||||||||
| Net income (loss) | $ | 10,993 | $ | 1,485 | $ | (20,262 | ) | $ | (418 | ) | $ | (2,000 | ) | $ | (10,202 | ) | ||||||||
9
SILVERCORP METALS INC.
Notes to Condensed
Consolidated Interim Financial Statements as at September 30, 2023 and
for the three and six months ended September 30, 2023 and 2022
(Unaudited) (Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
Six months ended September 30, 2023
| Mining | Administrative | |||||||||||||||||||||||
Statement of income: | Henan Luoning |
Guangdong |
Other | Beijing |
|
Vancouver | Total | |||||||||||||||||
| Revenue | $ | 100,415 | $ | 13,583 | $ | - | $ | - | $ | - | $ | 113,998 | ||||||||||||
| Costs of mine operations | (56,884 | ) | (12,659 | ) | (211 | ) | - | - | (69,754 | ) | ||||||||||||||
| Income (loss) from mine operations | 43,531 | 924 | (211 | ) | - | - | 44,244 | |||||||||||||||||
| Operating expenses | (707 | ) | 114 | (81 | ) | (1,012 | ) | (7,598 | ) | (9,284 | ) | |||||||||||||
| Finance items, net | 1,164 | 260 | (14 | ) | 85 | 1,627 | 3,122 | |||||||||||||||||
| Income tax expenses | (7,773 | ) | 171 | - | - | (2,497 | ) | (10,099 | ) | |||||||||||||||
| Net income (loss) | $ | 36,215 | $ | 1,469 | $ | (306 | ) | $ | (927 | ) | $ | (8,468 | ) | $ | 27,983 | |||||||||
| Attributable to: | ||||||||||||||||||||||||
| Equity holders of the Company | 28,398 | 1,455 | (197 | ) | (927 | ) | (8,462 | ) | 20,267 | |||||||||||||||
| Non-controlling interests | 7,817 | 14 | (109 | ) | - | (6 | ) | 7,716 | ||||||||||||||||
| Net income (loss) | $ | 36,215 | $ | 1,469 | $ | (306 | ) | $ | (927 | ) | $ | (8,468 | ) | $ | 27,983 | |||||||||
Six months ended September 30, 2022
| Mining | Administrative | |||||||||||||||||||||||
| Statement of income: | Henan Luoning | Guangdong | Other | Beijing | Vancouver | Total | ||||||||||||||||||
| Revenue | $ | 96,921 | $ | 18,410 | $ | - | $ | - | $ | - | $ | 115,331 | ||||||||||||
| Costs of mine operations | (62,581 | ) | (13,251 | ) | (236 | ) | - | - | (76,068 | ) | ||||||||||||||
| Income (loss) from mine operations | 34,340 | 5,159 | (236 | ) | - | - | 39,263 | |||||||||||||||||
| Operating expenses | 16 | (145 | ) | (207 | ) | (904 | ) | (5,855 | ) | (7,095 | ) | |||||||||||||
| Impairment of mineral rights and properties | - | - | (20,211 | ) | - | - | (20,211 | ) | ||||||||||||||||
| Finance items, net | 1,561 | 271 | (15 | ) | 150 | (144 | ) | 1,823 | ||||||||||||||||
| Income tax expenses | (6,741 | ) | (664 | ) | 62 | - | (2,555 | ) | (9,898 | ) | ||||||||||||||
| Net income (loss) | $ | 29,176 | $ | 4,621 | $ | (20,607 | ) | $ | (754 | ) | $ | (8,554 | ) | $ | 3,882 | |||||||||
| Attributable to: | ||||||||||||||||||||||||
| Equity holders of the Company | 22,793 | 4,576 | (9,918 | ) | (754 | ) | (8,240 | ) | 8,457 | |||||||||||||||
| Non-controlling interests | 6,383 | 45 | (10,689 | ) | - | (314 | ) | (4,575 | ) | |||||||||||||||
| Net income (loss) | $ | 29,176 | $ | 4,621 | $ | (20,607 | ) | $ | (754 | ) | $ | (8,554 | ) | $ | 3,882 | |||||||||
10
SILVERCORP METALS INC.
Notes to Condensed Consolidated Interim Financial Statements as at September 30, 2023 and
for the three and six months ended September 30, 2023 and 2022
(Unaudited) (Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
| (b) | Segmented information for assets and liabilities is as follows: |
September 30, 2023
| Mining | Administrative | |||||||||||||||||||||||
Statement of financial position items: | Henan Luoning |
Guangdong |
Other | Beijing | Vancouver | Total | ||||||||||||||||||
| Current assets | $ | 105,204 | $ | 18,588 | $ | 1,041 | $ | 7,128 | $ | 72,297 | $ | 204,258 | ||||||||||||
| Plant and equipment | 58,343 | 13,882 | 2,992 | 543 | 751 | 76,511 | ||||||||||||||||||
| Mineral rights and properties | 248,378 | 31,893 | 19,145 | - | - | 299,416 | ||||||||||||||||||
| Investment in associates | - | - | - | - | 55,088 | 55,088 | ||||||||||||||||||
| Other investments | 62 | - | - | - | 36,551 | 36,613 | ||||||||||||||||||
| Reclamation deposits | 3,221 | 3,145 | - | - | 7 | 6,373 | ||||||||||||||||||
| Long-term prepaids and deposits | 756 | 165 | 90 | - | 311 | 1,322 | ||||||||||||||||||
| Investment properties | 479 | - | - | - | - | 479 | ||||||||||||||||||
| Deferred income tax assets | - | 362 | - | - | - | 362 | ||||||||||||||||||
| Total assets | $ | 416,443 | $ | 68,035 | $ | 23,268 | $ | 7,671 | $ | 165,005 | $ | 680,422 | ||||||||||||
Current liabilities | $ | 37,922 | $ | 4,544 | $ | 373 | $ | 235 | $ | 6,854 | $ | 49,928 | ||||||||||||
| Long-term portion of lease obligation | - | - | $ | - | - | 183 | 183 | |||||||||||||||||
| Deferred income tax liabilities | 46,848 | - | $ | 970 | - | - | 47,818 | |||||||||||||||||
| Environmental rehabilitation | 4,239 | 1,354 | $ | 914 | - | - | 6,507 | |||||||||||||||||
| Total liabilities | $ | 89,009 | $ | 5,898 | $ | 2,257 | $ | 235 | $ | 7,037 | $ | 104,436 | ||||||||||||
March 31, 2023
| Mining | Administrative | |||||||||||||||||||||||
| Statement of financial position items: | Henan Luoning | Guangdong | Other | Beijing | Vancouver | Total | ||||||||||||||||||
| Current assets | $ | 112,936 | $ | 20,605 | $ | 1,149 | $ | 7,608 | $ | 76,750 | $ | 219,048 | ||||||||||||
| Plant and equipment | 59,854 | 15,289 | 3,314 | 644 | 958 | 80,059 | ||||||||||||||||||
| Mineral rights and properties | 251,150 | 32,070 | 20,206 | - | - | 303,426 | ||||||||||||||||||
| Investment in associates | - | - | - | - | 50,695 | 50,695 | ||||||||||||||||||
| Other investments | 65 | - | - | - | 15,475 | 15,540 | ||||||||||||||||||
| Reclamation deposits | 3,626 | 3,348 | - | - | 7 | 6,981 | ||||||||||||||||||
| Long-term prepaids and deposits | 686 | 89 | 96 | - | - | 871 | ||||||||||||||||||
| Deferred income tax assets | - | 179 | - | - | - | 179 | ||||||||||||||||||
| Total assets | $ | 428,317 | $ | 71,580 | $ | 24,765 | $ | 8,252 | $ | 143,885 | $ | 676,799 | ||||||||||||
| Current liabilities | $ | 33,102 | $ | 5,509 | $ | 433 | $ | 226 | $ | 1,970 | $ | 41,240 | ||||||||||||
| Long-term portion of lease obligation | - | - | - | - | 314 | 314 | ||||||||||||||||||
| Deferred income tax liabilities | 47,065 | - | 1,031 | - | - | 48,096 | ||||||||||||||||||
| Environmental rehabilitation | 4,883 | 1,477 | 958 | - | - | 7,318 | ||||||||||||||||||
| Total liabilities | $ | 85,050 | $ | 6,986 | $ | 2,422 | $ | 226 | $ | 2,284 | $ | 96,968 | ||||||||||||
11
SILVERCORP METALS INC.
Notes to Condensed Consolidated Interim Financial Statements as at September 30, 2023 and
for the three and six months ended September 30, 2023 and 2022
(Unaudited) (Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
| (c) | Revenue by metal |
Revenue generated for the three and six months ended September 30, 2023 and 2022 were all earned in China and were comprised of:
| Three months ended September 30, 2023 | ||||||||||||
| Henan Luoning | Guangdong | Total | ||||||||||
| Gold | $ | 4,565 | $ | - | $ | 4,565 | ||||||
| Silver | 29,990 | 1,163 | 31,153 | |||||||||
| Lead | 12,358 | 769 | 13,127 | |||||||||
| Zinc | 1,736 | 1,879 | 3,615 | |||||||||
| Other | 1,190 | 342 | 1,532 | |||||||||
| $ | 49,839 | $ | 4,153 | $ | 53,992 | |||||||
| Three months ended September 30, 2022 | ||||||||||||
| Henan Luoning | Guangdong | Total | ||||||||||
| Gold | $ | 1,579 | $ | - | $ | 1,579 | ||||||
| Silver | 26,064 | 1,651 | 27,715 | |||||||||
| Lead | 13,294 | 1,406 | 14,700 | |||||||||
| Zinc | 2,128 | 4,290 | 6,418 | |||||||||
| Other | 894 | 433 | 1,327 | |||||||||
| $ | 43,959 | $ | 7,780 | $ | 51,739 | |||||||
| Six months ended September 30, 2023 | ||||||||||||
| Henan Luoning | Guangdong | Total | ||||||||||
| Gold | $ | 7,080 | $ | - | $ | 7,080 | ||||||
| Silver | 62,351 | 3,954 | 66,305 | |||||||||
| Lead | 25,004 | 2,718 | 27,722 | |||||||||
| Zinc | 3,527 | 5,747 | 9,274 | |||||||||
| Other | 2,453 | 1,164 | 3,617 | |||||||||
| $ | 100,415 | $ | 13,583 | $ | 113,998 | |||||||
| Six months ended September 30, 2022 | ||||||||||||
| Henan Luoning | Guangdong | Total | ||||||||||
| Gold | $ | 3,332 | $ | - | 3,332 | |||||||
| Silver | 58,390 | 3,774 | 62,164 | |||||||||
| Lead | 28,329 | 3,486 | 31,815 | |||||||||
| Zinc | 4,667 | 10,253 | 14,920 | |||||||||
| Other | 2,203 | 897 | 3,100 | |||||||||
| $ | 96,921 | $ | 18,410 | $ | 115,331 | |||||||
12
SILVERCORP METALS INC.
Notes to Condensed Consolidated Interim Financial Statements as at September 30, 2023 and
for the three and six months ended September 30, 2023 and 2022
(Unaudited) (Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
| (d) | Major customers |
Revenue from major customers is summarized as follows:
| Six months ended September 30, 2023 | ||||||||||||||||
| Customers | Henan Luoning | Guangdong | Total | Percentage of total revenue | ||||||||||||
| Customer A | $ | 25,218 | $ | 2,268 | $ | 27,486 | 24 | % | ||||||||
| Customer B | 24,575 | - | 24,575 | 22 | % | |||||||||||
| Customer C | 14,671 | 1,156 | 15,827 | 14 | % | |||||||||||
| Customer D | 21,533 | - | 21,533 | 19 | % | |||||||||||
| Customer E | 9,056 | 1,807 | 10,863 | 10 | % | |||||||||||
| $ | 95,053 | $ | 5,231 | $ | 100,284 | 89 | % | |||||||||
| Six months ended September 30, 2022 | ||||||||||||||||
| Customers | Henan Luoning | Guangdong | Total | Percentage of total revenue | ||||||||||||
| Customer A | $ | 10,511 | $ | - | $ | 10,511 | 9 | % | ||||||||
| Customer B | 18,185 | - | 18,185 | 16 | % | |||||||||||
| Customer C | 26,079 | 19 | 26,098 | 23 | % | |||||||||||
| Customer D | 23,816 | - | 23,816 | 21 | % | |||||||||||
| Customer E | 9,605 | 1,009 | 10,614 | 9 | % | |||||||||||
| $ | 88,196 | $ | 1,028 | $ | 89,224 | 78 | % | |||||||||
| 4. | GOVERNMENT FEES AND OTHER TAXES |
Government fees and other taxes consist of:
| Three months ended September 30, | Six months ended September 30, | |||||||||||||||
| 2023 | 2022 | 2023 | 2022 | |||||||||||||
| Government fees | $ | 13 | $ | 25 | $ | 29 | $ | 36 | ||||||||
| Other taxes | 738 | 531 | 1,379 | 1,304 | ||||||||||||
| $ | 751 | $ | 556 | $ | 1,408 | $ | 1,340 | |||||||||
Government fees include environmental protection fees paid to the state and local Chinese government. 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.
13
SILVERCORP METALS INC.
Notes to Condensed Consolidated Interim Financial Statements as at September 30, 2023 and
for the three and six months ended September 30, 2023 and 2022
(Unaudited) (Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
| 5. | GENERAL AND ADMINISTRATIVE |
General and administrative expenses consist of:
| Three months ended September 30, 2023 | Three months ended September 30, 2022 | |||||||||||||||||||||||
| Corporate | Mines | Total | Corporate | Mines | Total | |||||||||||||||||||
| Amortization and depreciation | $ | 148 | $ | 264 | $ | 412 | $ | 142 | $ | 301 | $ | 443 | ||||||||||||
| Office and administrative expenses | 516 | 840 | 1,356 | 460 | 767 | 1,227 | ||||||||||||||||||
| Professional fees | 239 | 124 | 363 | 55 | 111 | 166 | ||||||||||||||||||
| Salaries and benefits | 1,541 | 1,690 | 3,231 | 1,699 | 1,583 | 3,282 | ||||||||||||||||||
| Share-based compensation | 1,366 | - | 1,366 | 1,120 | - | 1,120 | ||||||||||||||||||
| $ | 3,810 | $ | 2,918 | $ | 6,728 | $ | 3,476 | $ | 2,762 | $ | 6,238 | |||||||||||||
| Six months ended September 30, 2023 | Six months ended September 30, 2022 | |||||||||||||||||||||||
| Corporate | Mines | Total | Corporate | Mines | Total | |||||||||||||||||||
| Amortization and depreciation | $ | 296 | $ | 541 | $ | 837 | $ | 291 | $ | 618 | $ | 909 | ||||||||||||
| Office and administrative expenses | 1,057 | 1,548 | 2,605 | 815 | 1,386 | 2,201 | ||||||||||||||||||
| Professional fees | 414 | 227 | 641 | 363 | 233 | 596 | ||||||||||||||||||
| Salaries and benefits | 2,956 | 3,323 | 6,279 | 3,272 | 3,189 | 6,461 | ||||||||||||||||||
| Share-based compensation | 2,737 | - | 2,737 | 2,292 | - | 2,292 | ||||||||||||||||||
| $ | 7,460 | $ | 5,639 | $ | 13,099 | $ | 7,033 | $ | 5,426 | $ | 12,459 | |||||||||||||
| 6. | FINANCE ITEMS |
Finance items consist of:
| Three months ended September 30, | Six months ended September 30, | |||||||||||||||
| Finance income | 2023 | 2022 | 2023 | 2022 | ||||||||||||
| Interest income | $ | 1,742 | $ | 1,096 | $ | 3,236 | $ | 2,418 | ||||||||
| Three months ended September 30, | Six months ended September 30, | |||||||||||||||
| Finance costs | 2023 | 2022 | 2023 | 2022 | ||||||||||||
| Interest on lease obligation | $ | 6 | 12 | $ | 13 | $ | 26 | |||||||||
| Impairment charges for expected credit loss against bond investments (Note 8) | - | - | - | 445 | ||||||||||||
| Unwinding of discount of environmental rehabilitation provision (Note 15) | 48 | 61 | 101 | 124 | ||||||||||||
| $ | 54 | $ | 73 | $ | 114 | $ | 595 | |||||||||
14
SILVERCORP METALS INC.
Notes to Condensed Consolidated Interim Financial Statements as at September 30, 2023 and
for the three and six months ended September 30, 2023 and 2022
(Unaudited) (Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
| 7. | INCOME TAX |
The significant components of income tax expense are as follows:
| Three months ended September 30, | Six months ended September 30, | |||||||||||||||
| Income tax expense | 2023 | 2022 | 2023 | 2022 | ||||||||||||
| Current | $ | 2,485 | $ | 2,422 | $ | 7,368 | $ | 6,411 | ||||||||
| Deferred | 1,393 | 1,389 | 2,731 | 3,487 | ||||||||||||
| $ | 3,878 | $ | 3,811 | $ | 10,099 | $ | 9,898 | |||||||||
| 8. | SHORT-TERM INVESTMENTS |
Short-term investments consist of the following:
| Carraying Value | Interest rates | Maturity | ||||||
| As at September 30, 2023 | ||||||||
| Bonds | $ | 2,772 | 5.50% - 13.00% | June 9, 2024 - January 16, 2025 | ||||
| Money market instruments | 67,221 | |||||||
| $ | 69,993 | |||||||
| As at September 30, 2023 | ||||||||
| Bonds | $ | 3,802 | 5.50% - 13.00% | January 25, 2023 - January 16, 2025 | ||||
| Money market instruments | 53,829 | |||||||
| $ | 57,631 | |||||||
| 9. | OTHER INVESTMENTS |
| September 30, 2023 | March
31, 2023 | |||||||
| Equity investments designated as FVTOCI | ||||||||
| Public companies | $ | 804 | $ | 918 | ||||
| Private companies | 61 | 65 | ||||||
| 865 | 983 | |||||||
| Equity investments designated as FVTPL | ||||||||
| Public companies | 32,584 | 11,396 | ||||||
| Private companies | 3,164 | 3,161 | ||||||
| 35,748 | 14,557 | |||||||
| Total | $ | 36,613 | $ | 15,540 | ||||
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 in equity instruments that are held for trading are classified as FVTPL. For other investments in equity instruments, the Company can make an irrevocable election, on an instrument-by-instrument basis, to designate them as FVTOCI.
15
SILVERCORP METALS INC.
Notes to Condensed Consolidated Interim Financial Statements as at September 30, 2023 and
for the three and six months ended September 30, 2023 and 2022
(Unaudited) (Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
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 | ||||||||||
| April 1, 2022 | $ | 17,768 | $ | (24,336 | ) | $ | 3,703 | |||||
| Loss on equity investments designated as FVTOCI | (1,312 | ) | (1,312 | ) | - | |||||||
| Loss on equity investments designated as FVTPL | (2,318 | ) | - | (2,318 | ) | |||||||
| Acquisition | 3,702 | - | - | |||||||||
| Disposal | (1,035 | ) | - | - | ||||||||
| Impact of foreign currency translation | (1,265 | ) | - | - | ||||||||
| March 31, 2023 | $ | 15,540 | $ | (25,648 | ) | $ | 1,385 | |||||
| Loss on equity investments designated as FVTOCI | (108 | ) | (108 | ) | - | |||||||
| Gain on equity investments designated as FVTPL | 483 | - | 483 | |||||||||
| Acquisition | 22,059 | - | - | |||||||||
| Disposal | (840 | ) | - | - | ||||||||
| Impact of foreign currency translation | (521 | ) | - | - | ||||||||
| September 30, 2023 | $ | 36,613 | $ | (25,756 | ) | $ | 1,868 | |||||
On August 6, 2023, the Company and OreCorp Limited(ASX: ORR) (“OreCorp”) announced the signing of a binding scheme implementation deed (the “Agreement”) whereby the Company will acquire all fully-paid ordinary shares of OreCorp not held by the Company or its associates (the “OreCorp Shares”), pursuant to an Australian scheme of arrangement under Part 5.1 of the Corporation Act 2001(Cth) (the “Scheme”), subject to the satisfaction and/or waiver of various conditions, whereby each holder of OreCorp Shares will receive, for each OreCorp Share held, 0.15 Australian dollar (“A$”) in cash and 0.0967 of a Silvercorp common share.
Concurrently with entering into the Agreement, the Company and OreCorp entered into a placement agreement, whereby Silvercorp agreed to purchase 70,411,334 new fully-paid ordinary shares of OreCorp at a price of A$0.40 per OreCorp Share for aggregate proceeds of approximately $18.5 million (A$28.0 million). The placement was completed in August 2023, and as a result, the Company holds approximately 15% of the total outstanding ordinary shares of OreCorp. The investment in OreCorp is designated as FVTPL.
The OreCorp Board has unanimously approved the transaction and has recommended that all OreCorp shareholders vote in favour of the Scheme at the meeting of the shareholders of OreCorp (the “Scheme Meeting”), in the absence of a Superior Proposal and subject to the independent expert appointed by OreCorp (the “Independent Expert”) concluding (and continuing to conclude) that the Scheme is in the best interests of OreCorp shareholders.
The Scheme is subject to customary closing conditions for a transaction of this nature, including but not limited to:
| ● | OreCorp shareholders approving the Scheme at the Scheme Meeting, currently set for early December 2023; |
| ● | Approval of the Federal Court of Australia; |
| ● | The Independent Expert issuing an Independent Expert’s Report which concludes (and continues |
16
SILVERCORP METALS INC.
Notes to Condensed Consolidated Interim Financial Statements as at September 30, 2023 and
for the three and six months ended September 30, 2023 and 2022
(Unaudited) (Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
to conclude) that the Scheme is in the best interests of OreCorp shareholders;
| ● | Tanzanian Fair Competition Commission (“FCC”) and any other applicable approvals; |
| ● | OreCorp performance rights and OreCorp options being dealt with such that none will remain in existence on completion of the Scheme; |
| ● | No material adverse change and no prescribed occurrence in relation to either Silvercorp or OreCorp; |
| ● | Approval for quotation on TSX and NYSE of the Silvercorp common shares to be issued to OreCorp shareholders as the scrip component of the consideration; and |
| ● | Other customary conditions. |
Under the Agreement, Silvercorp has agreed to use reasonable endeavours to apply for admission of Silvercorp to the official list of Australian Securities Exchange (the “ASX”) and the Company has submitted an application to the ASX for preliminary suitability review. If ASX has provided Silvercorp with conditional approval for admission to the official list of ASX by the business day before the date of the second court hearing, OreCorp shareholders (other than ineligible shareholders) may elect to receive the scrip component of the consideration in the form of CHESS Depositary Interests (which may be traded on ASX) instead of in the form of Silvercorp common shares. If conditional approval is not provided by ASX by the business day before the date of the second court hearing, all OreCorp shareholders (other than ineligible shareholders) would receive the scrip component of the consideration in the form of Silvercorp shares, tradable on the TSX and NYSE American.
The Agreement also contains customary deal protection mechanisms, including no talk and no due diligence provisions, (subject to a fiduciary out exception) and no shop, as well as notification and matching rights for Silvercorp in the event of a competing proposal. The transaction may incur a capital gains tax payable under Tanzanian legislation. A break fee of approximately A$2.8 million shall be payable by OreCorp to Silvercorp if the Agreement is terminated as a result of certain specified circumstances.
The first court hearing by the Federal Court of Australia was held on November 2, 2023, and the Federal Court of Australia made orders:
| ● | Directing OreCorp to convene a meeting of OreCorp shareholders (other than Silvercorp and its associates) to consider and vote on the Scheme (Scheme Meeting); and | |
| ● | Approving the despatch of an explanatory statement providing information about the Scheme together with the notice of the Scheme Meeting (together, the Scheme Booklet) to OreCorp shareholders (other than Silvercorp and its associates). |
The Scheme Booklet, including the notice of the Scheme Meeting as well as an Independent Expert’s Report and an Independent Expert’s Report and Independent Limited Assurance Report, was despatched to OreCorp shareholders on November 8, 2023, following the registration of the Scheme Booklet with the Australian Securities and Investments Commission.
On November 6, 2023, OreCorp received a Merger Clearance Certificate (dated November 3, 2023) from FCC with an approval of the proposed acquisition by the Company of all fully-paid ordinary shares of OreCorp not held by Silvercorp.
17
SILVERCORP METALS INC.
Notes to Condensed Consolidated Interim Financial Statements as at September 30, 2023 and
for the three and six months ended September 30, 2023 and 2022
(Unaudited) (Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
| 10. | 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.
In September 2023, the Company participated in a bought deal financing of common shares of NUAG to acquire an additional 2,541,890 common shares of NUAG for a cost of approximately $5.0 million. As a result of the financing, the Company’s ownership in NUAG was diluted to 27.4% and a dilution gain of $0.7 million was recorded on the unaudited condensed consolidated interim statements of income.
As at September 30, 2023, the Company owned 46,893,506 common shares of NUAG (March 31, 2023 – 44,351,616), representing an ownership interest of 27.4% (March 31, 2023 – 28.2%).
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 | ||||||||||
| Balance, April 1, 2022 | 44,042,216 | $ | 49,437 | $ | 140,275 | |||||||
| Purchase from open market | 309,400 | 874 | ||||||||||
| Share of net loss | (2,411 | ) | ||||||||||
| Share of other comprehensive loss | (894 | ) | ||||||||||
| Foreign exchange impact | (3,753 | ) | ||||||||||
| Balance, March 31, 2023 | 44,351,616 | $ | 43,253 | $ | 119,621 | |||||||
| Participation in bought deal | 2,541,890 | 4,982 | ||||||||||
| Dilution Gain | 733 | |||||||||||
| Share of net loss | (1,111 | ) | ||||||||||
| Share of other comprehensive loss | (3 | ) | ||||||||||
| Foreign exchange impact | 15 | |||||||||||
| Balance, September 30, 2023 | 46,893,506 | $ | 47,869 | $ | 81,162 | |||||||
| (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.
On December 15, 2022, the Company participated in a non-brokered private placement of TIN and purchased 4,000,000 units at a cost of $1.2 million. Each unit was comprised of one TIN common share and one-half common share purchase warrant at exercise price of CAD$0.65 per share. The common share purchase warrant expires on December 15, 2024.
As at September 30, 2023, the Company owned 19,514,285 common shares of TIN (March 31, 2023 – 19,514,285), representing an ownership interest of 29.3% (March 31, 2023 – 29.3%).
18
SILVERCORP METALS INC.
Notes to Condensed Consolidated Interim Financial Statements as at September 30, 2023 and
for the three and six months ended September 30, 2023 and 2022
(Unaudited) (Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
The table below summarizes the investment in TIN common shares and its market value as at the respective reporting dates.
| Number of shares | Amount | Value of TIN’s common shares per quoted market price | ||||||||||
| Balance, April 1, 2022 | 15,514,285 | $ | 7,404 | $ | 6,208 | |||||||
| Participation in private placement | 4,000,000 | 1,181 | ||||||||||
| Dilution loss | (107 | ) | ||||||||||
| Share of net loss | (490 | ) | ||||||||||
| Share of other comprehensive income | 8 | |||||||||||
| Foreign exchange impact | (554 | ) | ||||||||||
| Balance, March 31, 2023 | 19,514,285 | $ | 7,442 | $ | 6,777 | |||||||
| Share of net loss | (234 | ) | ||||||||||
| Foreign exchange impact | 11 | |||||||||||
| Balance, September 30, 2023 | 19,514,285 | $ | 7,219 | $ | 6,206 | |||||||
| 11. | INVESTMENT PROPERTIES |
Investment properties consist of:
| Cost | Total | |||
| Balance, March 31, 2023 | $ | - | ||
| Additions | 289 | |||
| Transfer from property, plant, and equipment | 842 | |||
| Impact of foreign currency translation | (27 | ) | ||
| Balance, September 30, 2023 | $ | 1,104 | ||
| Accumulated depreciation and amortization | ||||
| Balance, March 31, 2023 | $ | - | ||
| Depreciation and amortization | (18 | ) | ||
| Transfer from property, plant, and equipment | (622 | ) | ||
| Impact of foreign currency translation | 15 | |||
| Balance, September 30, 2023 | $ | (625 | ) | |
| Carrying amounts | ||||
| Balance, March 31, 2023 | $ | - | ||
| Balance, September 30, 2023 | $ | 479 | ||
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 near neighborhoods was approximately $2.8 million as at September 30,2023.
During the three and six months ended September 30, 2023, the Company recorded rental income of $0.03 million and $0.06 million, which was included in other income on the unaudited condensed consolidated interim statements of income.
19
SILVERCORP METALS INC.
Notes to Condensed Consolidated Interim Financial Statements as at September 30, 2023 and
for the three and six months ended September 30, 2023 and 2022
(Unaudited) (Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
| 12. | PLANT AND EQUIPMENT |
Plant and equipment consist of:
| Cost | Land use rights and building | Office equipment | Machinery | Motor vehicles | Construction in progress | Total | ||||||||||||||||||
| Balance as at April 1, 2022 | $ | 117,247 | $ | 11,009 | $ | 34,379 | $ | 8,313 | $ | 2,603 | $ | 173,551 | ||||||||||||
| Additions | 499 | 1,169 | 3,097 | 879 | 9,925 | 15,569 | ||||||||||||||||||
| Disposals | (985 | ) | (511 | ) | (1,085 | ) | (494 | ) | - | (3,075 | ) | |||||||||||||
| Reclassification of asset groups | 4,400 | 33 | 655 | - | (5,088 | ) | - | |||||||||||||||||
| Impact of foreign currency translation | (9,040 | ) | (821 | ) | (2,672 | ) | (636 | ) | (212 | ) | (13,381 | ) | ||||||||||||
| Balance as at March 31, 2023 | $ | 112,121 | $ | 10,879 | $ | 34,374 | $ | 8,062 | $ | 7,228 | $ | 172,664 | ||||||||||||
| Additions | 48 | 208 | 400 | 210 | 5,046 | 5,912 | ||||||||||||||||||
| Disposals | (1,048 | ) | (119 | ) | (481 | ) | (238 | ) | - | (1,886 | ) | |||||||||||||
| Reclassification of asset groups | 1,466 | 18 | 308 | - | (1,792 | ) | - | |||||||||||||||||
| Impact of foreign currency translation | (6,506 | ) | (580 | ) | (2,045 | ) | (471 | ) | (501 | ) | (10,103 | ) | ||||||||||||
| Ending balance as at September 30, 2023 | $ | 106,081 | $ | 10,406 | $ | 32,556 | $ | 7,563 | $ | 9,981 | $ | 166,587 | ||||||||||||
| Impairment, accumulated depreciation and amortization | ||||||||||||||||||||||||
| Balance as at April 1, 2022 | $ | (57,584 | ) | $ | (7,232 | ) | $ | (23,665 | ) | $ | (5,652 | ) | $ | - | $ | (94,133 | ) | |||||||
| Disposals | 733 | 500 | 767 | 407 | - | 2,407 | ||||||||||||||||||
| Depreciation and amortization | (4,373 | ) | (940 | ) | (2,162 | ) | (660 | ) | - | (8,135 | ) | |||||||||||||
| Impact of foreign currency translation | 4,443 | 530 | 1,847 | 436 | - | 7,256 | ||||||||||||||||||
| Balance as at March 31, 2023 | $ | (56,781 | ) | $ | (7,142 | ) | $ | (23,213 | ) | $ | (5,469 | ) | $ | - | $ | (92,605 | ) | |||||||
| Disposals | 770 | 107 | 142 | 144 | - | 1,163 | ||||||||||||||||||
| Depreciation and amortization | (2,194 | ) | (437 | ) | (1,110 | ) | (310 | ) | - | (4,051 | ) | |||||||||||||
| Impact of foreign currency translation | 3,309 | 375 | 1,407 | 326 | - | 5,417 | ||||||||||||||||||
| Ending balance as at September 30, 2023 | $ | (54,896 | ) | $ | (7,097 | ) | $ | (22,774 | ) | $ | (5,309 | ) | $ | - | $ | (90,076 | ) | |||||||
| Carrying amounts | ||||||||||||||||||||||||
| Balance as at March 31, 2023 | $ | 55,340 | $ | 3,737 | $ | 11,161 | $ | 2,593 | $ | 7,228 | $ | 80,059 | ||||||||||||
| Ending balance as at September 30, 2023 | $ | 51,185 | $ | 3,309 | $ | 9,782 | $ | 2,254 | $ | 9,981 | $ | 76,511 | ||||||||||||
| Carrying amounts as at September 30, 2023 |
Ying Mining District | GC | Other | Corporate | Total | |||||||||||||||
| Land use rights and building | $ | 38,110 | $ | 9,788 | $ | 2,252 | $ | 1,035 | $ | 51,185 | ||||||||||
| Office equipment | 2,644 | 395 | 56 | 214 | 3,309 | |||||||||||||||
| Machinery | 6,406 | 3,240 | 136 | - | 9,782 | |||||||||||||||
| Motor vehicles | 1,834 | 306 | 69 | 45 | 2,254 | |||||||||||||||
| Construction in progress | 9,349 | 153 | 479 | - | 9,981 | |||||||||||||||
| Total | $ | 58,343 | $ | 13,882 | $ | 2,992 | $ | 1,294 | $ | 76,511 | ||||||||||
| Carrying amounts as at March 31, 2023 | Ying Mining District | GC | Other | Corporate | Total | |||||||||||||||
| Land use rights and building | $ | 41,155 | $ | 10,403 | $ | 2,490 | $ | 1,292 | $ | 55,340 | ||||||||||
| Office equipment | 2,991 | 440 | 63 | 243 | 3,737 | |||||||||||||||
| Machinery | 7,433 | 3,568 | 160 | - | 11,161 | |||||||||||||||
| Motor vehicles | 2,067 | 367 | 92 | 67 | 2,593 | |||||||||||||||
| Construction in progress | 6,208 | 511 | 509 | - | 7,228 | |||||||||||||||
| Total | $ | 59,854 | $ | 15,289 | $ | 3,314 | $ | 1,602 | $ | 80,059 | ||||||||||
20
SILVERCORP METALS INC.
Notes to Condensed Consolidated Interim Financial Statements as
at September 30, 2023 and
for the three and six months ended September 30, 2023 and 2022
(Unaudited) (Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
13. MINERAL RIGHTS AND PROPERTIES
Mineral rights and properties consist of:
| Producing and development properties | Exploration and evaluation properties | |||||||||||||||||||||||
| Cost | Ying Mining District | BYP | GC | Kuanping | La Yesca | Total | ||||||||||||||||||
| Balance as at April 1, 2022 | $ | 397,335 | $ | 65,092 | $ | 124,906 | $ | 13,380 | $ | 19,335 | $ | 620,048 | ||||||||||||
| Capitalized expenditures | 35,632 | - | 4,839 | 907 | 876 | 42,254 | ||||||||||||||||||
| Environmental rehabilitation | (224 | ) | (36 | ) | 12 | - | - | (248 | ) | |||||||||||||||
| Foreign currency translation impact | (30,731 | ) | (1,192 | ) | (9,639 | ) | (1,034 | ) | - | (42,596 | ) | |||||||||||||
| Balance as at March 31, 2023 | $ | 402,012 | $ | 63,864 | $ | 120,118 | $ | 13,253 | $ | 20,211 | $ | 619,458 | ||||||||||||
| Capitalized expenditures | 22,080 | - | 2,855 | 127 | - | 25,062 | ||||||||||||||||||
| Foreign currency translation impact | (24,158 | ) | (834 | ) | (7,061 | ) | (785 | ) | - | (32,838 | ) | |||||||||||||
| Balance as at September 30, 2023 | $ | 399,934 | $ | 63,030 | $ | 115,912 | $ | 12,595 | $ | 20,211 | $ | 611,682 | ||||||||||||
| Impairment and accumulated depletion | ||||||||||||||||||||||||
| Balance as at April 1, 2022 | $ | (143,264 | ) | $ | (57,521 | ) | $ | (92,815 | ) | $ | - | $ | - | $ | (293,600 | ) | ||||||||
| Impairment | - | - | - | (20,211 | ) | (20,211 | ) | |||||||||||||||||
| Depletion | (18,689 | ) | - | (2,398 | ) | - | - | (21,087 | ) | |||||||||||||||
| Foreign currency translation impact | 11,091 | 610 | 7,165 | - | - | 18,866 | ||||||||||||||||||
| Balance as at March 31, 2023 | $ | (150,862 | ) | $ | (56,911 | ) | $ | (88,048 | ) | $ | - | $ | (20,211 | ) | $ | (316,032 | ) | |||||||
| Depletion | (9,796 | ) | - | (1,110 | ) | - | - | (10,906 | ) | |||||||||||||||
| Foreign currency translation impact | 9,102 | 431 | 5,139 | - | - | 14,672 | ||||||||||||||||||
| Balance as at September 30, 2023 | $ | (151,556 | ) | $ | (56,480 | ) | $ | (84,019 | ) | $ | - | $ | (20,211 | ) | $ | (312,266 | ) | |||||||
| Carrying amounts | ||||||||||||||||||||||||
| Balance as at March 31, 2023 | $ | 251,150 | $ | 6,953 | $ | 32,070 | $ | 13,253 | $ | - | $ | 303,426 | ||||||||||||
| Balance as at September 30, 2023 | $ | 248,378 | $ | 6,550 | $ | 31,893 | $ | 12,595 | $ | - | $ | 299,416 | ||||||||||||
14. LEASES
The following table summarizes changes in the Company’s lease receivable and lease obligation related to the Company’s office lease and sublease.
| Lease Receivable | Lease Obligation | |||||||
| Balance, April 1, 2022 | $ | 182 | $ | 1,263 | ||||
| Interest accrual | 4 | 43 | ||||||
| Interest received or paid | (4 | ) | (43 | ) | ||||
| Principal repayment | (172 | ) | (597 | ) | ||||
| Foreign exchange impact | (10 | ) | (83 | ) | ||||
| Balance, March 31, 2023 | $ | - | $ | 583 | ||||
| Interest accrual | 13 | |||||||
| Interest received or paid | (13 | ) | ||||||
| Principal repayment | (129 | ) | ||||||
| Foreign exchange impact | 2 | |||||||
| Balance, September 30, 2023 | $ | - | $ | 456 | ||||
| Less: current portion | - | (273 | ) | |||||
| Non-current portion | $ | - | $ | 183 | ||||
21
SILVERCORP METALS INC.
Notes to Condensed Consolidated Interim Financial Statements as
at September 30, 2023 and
for the three and six months ended September 30, 2023 and 2022
(Unaudited) (Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
The following table presents a reconciliation of the Company’s undiscounted cash flows to their present value for its lease obligation as at September 30, 2023:
| Lease Obligation | ||||
| Within 1 year | $ | 285 | ||
| Between 2 to 5 years | 190 | |||
| Total undiscounted amount | 475 | |||
| Less future interest | (19 | ) | ||
| Total discounted amount | $ | 456 | ||
| Less: current portion | (273 | ) | ||
| Non-current portion | $ | 183 | ||
The lease obligation was discounted using an estimated incremental borrowing rate of 5%.
15. ENVIRONMENTAL REHABILITATION OBLIGATION
The following table summarizes the changes of the Company’s discounted environmental rehabilitation obligation.
| Total | ||||
| Balance, April 1, 2022 | $ | 8,739 | ||
| Reclamation expenditures | (740 | ) | ||
| Unwinding of discount of environmental rehabilitation | 239 | |||
| Revision of provision | (248 | ) | ||
| Foreign exchange impact | (672 | ) | ||
| Balance, March 31, 2023 | $ | 7,318 | ||
| Reclamation expenditures | (489 | ) | ||
| Unwinding of discount of environmental rehabilitation | 101 | |||
| Foreign exchange impact | (423 | ) | ||
| Balance, September 30, 2023 | $ | 6,507 | ||
16. SHARE CAPITAL
| (a) | Authorized |
Unlimited number of common shares without par value. All shares issued as at September 30, 2023 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 six months ended September 30, 2023, a total of $1.4 million and $2.7 million, respectively (three and six months ended September 30, 2022 - $1.1 million and $2.3 million, respectively) in share-
22
SILVERCORP METALS INC.
Notes to Condensed Consolidated Interim Financial Statements as
at September 30, 2023 and
for the three and six months ended September 30, 2023 and 2022
(Unaudited) (Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
based compensation expense was recognized and included in the corporate general and administrative expenses and property evaluation and business development expenses on the condensed consolidated interim statements of income.
| (c) | Stock options |
The following is a summary of option transactions:
| Number of shares | Weighted
average exercise price per share CAD $ | |||||||
| Balance, March 31, 2022 | 995,335 | $ | 7.28 | |||||
| Options granted | 595,000 | 3.95 | ||||||
| Options cancelled/forfeited | (158,667 | ) | 6.29 | |||||
| Balance, March 31, 2023 | 1,431,668 | $ | 6.01 | |||||
| Options cancelled/forfeited | (10,000 | ) | 9.45 | |||||
| Balance, September 30, 2023 | 1,421,668 | 5.98 | ||||||
The following table summarizes information about stock options outstanding as at September 30, 2023:
| Number of options | Weighted average | Weighted average | Number of options | Weighted average | ||||||||||||||||||
| Exercise price in CAD$ | outstanding at September 30, 2023 | remaining contractual life (Years) | exercise price in CAD$ | exercisable at September 30, 2023 | exercise price in CAD$ | |||||||||||||||||
| $ | 3.93 | 478,000 | 3.57 | $ | 3.93 | 159,334 | $ | 3.93 | ||||||||||||||
| $ | 4.08 | 60,000 | 4.40 | $ | 4.08 | 10,000 | $ | 4.08 | ||||||||||||||
| $ | 5.46 | 493,668 | 1.65 | $ | 5.46 | 493,668 | $ | 5.46 | ||||||||||||||
| $ | 9.45 | 390,000 | 2.12 | $ | 9.45 | 325,832 | $ | 9.45 | ||||||||||||||
| $ | 3.93 to $9.45 | 1,421,668 | 2.54 | $ | 5.98 | 988,834 | $ | 6.51 | ||||||||||||||
The options were granted to directors, officers, and employees with a life of five years subject to a vesting schedule over a three-year term with 1/6 of the options vesting every six months from the date of grant until fully vested.
Subsequent to September 30, 2023, a total of 16,667 options with exercise prices from CAD$5.46 - CAD$9.45 were cancelled and/or forfeited.
23
SILVERCORP METALS INC.
Notes to Condensed Consolidated Interim Financial Statements as
at September 30, 2023 and
for the three and six months ended September 30, 2023 and 2022
(Unaudited) (Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
| (d) | RSUs |
The following is a summary of RSUs transactions:
| Weighted average | ||||||||
| grant date closing | ||||||||
| Number of shares | price
per share $CAD | |||||||
| Balance, March 31, 2022 | 1,636,165 | $ | 6.47 | |||||
| Granted | 1,154,000 | 3.96 | ||||||
| Forfeited | (159,792 | ) | 5.44 | |||||
| Distributed | (503,703 | ) | 6.04 | |||||
| Balance, March 31, 2023 | 2,126,670 | $ | 5.29 | |||||
| Granted | 1,056,000 | 5.28 | ||||||
| Forfeited | (30,623 | ) | 5.18 | |||||
| Distributed | (245,278 | ) | 5.51 | |||||
| Balance, September 30, 2023 | 2,906,769 | $ | 5.27 | |||||
Subsequent to September 30, 2023, a total of 23,689 RSUs were cancelled and/or forfeited.
| (e) | Cash dividends |
During the three and six months ended September 30, 2023, dividends of $nil and $2.2 million, respectively, (three and six months ended September 30, 2022 - $nil and $2.2 million, respectively) were declared and paid.
| (f) | Normal course issuer bid |
On August 25, 2021, the Company announced a normal course issuer bid (the “2021 NCIB”) which allowed the Company to repurchase and cancel up to 7,054,000 of its own common shares until August 26, 2022.
On August 24, 2022, the Company announced a normal course issuer bid (the “2022 NCIB”, together with the 2021 NCIB, the “NCIB Programs”) which allows it to repurchase and cancel up to 7,079,407 of its own common shares until August 28, 2023.
On September 19, 2023, the Company announced a normal course issuer bid (the “2023 NCIB”), which allowed the Company to repurchase and cancel up to 8,487,191 of its own common shares until September 18, 2024.
During the three and six months ended September 30, 2023, the Company repurchased a total of 196,554 and 196,554, respectively, (three and six months ended September 30, 2022 – 503,247 and 838,237, respectively) common shares at a cost of $0.6 million and $0.6 million, respectively (three and six months ended September 30, 2022 – $1.2 million and $2.1 million, respectively), under the NCIB Programs. All shares bought were subsequently cancelled.
24
SILVERCORP METALS INC.
Notes to Condensed Consolidated Interim Financial Statements as
at September 30, 2023 and
for the three and six months ended September 30, 2023 and 2022
(Unaudited) (Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
17. ACCUMULATED OTHER COMPREHENSIVE LOSS
| September 30, 2023 | March 31, 2023 | |||||||
| Change in fair value on equity investments designated as FVTOCI | $ | 24,462 | $ | 24,355 | ||||
| Share of other comprehensive loss in associate | 1,416 | 1,380 | ||||||
| Currency translation adjustment | 37,436 | 17,508 | ||||||
| Balance, end of the period | $ | 63,314 | $ | 43,243 | ||||
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.
18. NON-CONTROLLING INTERESTS
The continuity of non-controlling interests is summarized as follows:
| Henan Found | Henan Huawei | Yunxiang | Guangdong Found | New Infini | Total | ||||||||||||||||||||
| Balance, April 1, 2022 | $ | 89,669 | $ | 4,928 | $ | 2,915 | $ | (181 | ) | $ | 10,387 | $ | 107,718 | ||||||||||||
| Share of net income (loss) | 11,584 | (121 | ) | (157 | ) | 78 | (10,892 | ) | 492 | ||||||||||||||||
| Share of other comprehensive loss | (6,037 | ) | (351 | ) | (118 | ) | (46 | ) | - | (6,552 | ) | ||||||||||||||
| Distributions | (9,934 | ) | (946 | ) | - | - | - | (10,880 | ) | ||||||||||||||||
| Balance, March 31, 2023 | $ | 85,282 | $ | 3,510 | $ | 2,640 | $ | (149 | ) | $ | (505 | ) | $ | 90,778 | |||||||||||
| Share of net income (loss) | 7,432 | 383 | (99 | ) | 14 | (14 | ) | 7,716 | |||||||||||||||||
| Share of other comprehensive loss | (4,147 | ) | (164 | ) | (112 | ) | (37 | ) | - | (4,460 | ) | ||||||||||||||
| Distributions | (6,615 | ) | (633 | ) | - | - | - | (7,248 | ) | ||||||||||||||||
| Balance, September 30, 2023 | $ | 81,952 | $ | 3,096 | $ | 2,429 | $ | (172 | ) | $ | (519 | ) | $ | 86,786 | |||||||||||
As at September 30, 2023, non-controlling interests in Henan Found, Henan Huawei, Yunxiang, Guangdong Found and New Infini were 22.5%, 20%, 30%, 1%, and 53.9%, respectively (March 31, 2023 – 22.5%, 20%, 30%, 1%, and 53.9%, respectively).
19. 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:
| September 30, 2023 | March 31, 2023 | |||||||
| NUAG (a) | $ | 214 | $ | 51 | ||||
| TIN (b) | 19 | 37 | ||||||
| $ | 260 | $ | 88 | |||||
| (a) | 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 six months ended September 30, 2023, the Company recovered $0.2 million and $0.5 million, respectively (three and six months ended September 30, 2022 - $0.2 million and $0.3 million, respectively) from NUAG for services rendered and expenses incurred on behalf of NUAG. The costs recovered from NUAG were recorded as a direct reduction of general and administrative expenses on the unaudited condensed consolidated statements of income. |
25
SILVERCORP METALS INC.
Notes to Condensed Consolidated Interim Financial Statements as
at September 30, 2023 and
for the three and six months ended September 30, 2023 and 2022
(Unaudited) (Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
| (b) | 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 six months ended September 30, 2023, the Company recovered $0.05 million and $0.13 million, respectively (three and six months ended September 30, 2022 - $0.04 million and $0.1 million, respectively,), from TIN for services rendered and expenses incurred on behalf of TIN. The costs recovered from TIN were recorded as a direct reduction of general and administrative expenses on the unaudited condensed consolidated statements of income. |
20. 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 September 30, 2023 and March 31, 2023 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.
| Fair value as at September 30, 2023 | ||||||||||||||||
| Recurring measurements | Level 1 | Level 2 | Level 3 | Total | ||||||||||||
| Financial assets | ||||||||||||||||
| Cash and cash equivalents | $ | 119,098 | $ | - | $ | - | $ | 119,098 | ||||||||
| Short-term investments - money market instruments | 67,221 | - | - | 67,221 | ||||||||||||
| Investments in public companies | 33,387 | - | - | 33,387 | ||||||||||||
| Investments in private companies | - | - | 3,226 | 3,226 | ||||||||||||
26
SILVERCORP METALS INC.
Notes to Condensed Consolidated Interim Financial Statements as
at September 30, 2023 and
for the three and six months ended September 30, 2023 and 2022
(Unaudited) (Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
| Fair value as at March 31, 2023 | ||||||||||||||||
| Recurring measurements | Level 1 | Level 2 | Level 3 | Total | ||||||||||||
| Financial assets | ||||||||||||||||
| Cash and cash equivalents | $ | 145,692 | $ | - | $ | - | $ | 145,692 | ||||||||
| Short-term investments - money market instruments | 53,829 | - | - | 53,829 | ||||||||||||
| Investments in public companies | 12,314 | - | - | 12,314 | ||||||||||||
| Investments in private companies | - | - | 3,226 | 3,226 | ||||||||||||
Financial assets classified within Level 3 are equity investments in private companies 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 September 30, 2023 and March 31, 2023, due to the short-term nature of these instruments.
There were no transfers into or out of Level 3 during the three and six months ended September 30, 2023 and 2022.
| (b) | Liquidity risk |
Liquidity risk is the risk that the Company will not be able to meet its short-term business requirements. The Company has in place a planning and budgeting process to help determine the funds required to support the Company’s normal operating requirements on an ongoing basis and its expansion plans.
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.
| September 30, 2023 | ||||||||||||
| Within a year | 2-5 years | Total | ||||||||||
| Accounts payable and accrued liabilities | $ | 44,877 | $ | - | $ | 44,877 | ||||||
| Lease obligation | 273 | 183 | 456 | |||||||||
| Deposits received | 3,851 | - | 3,851 | |||||||||
| Total Contractual Obligation | $ | 49,001 | $ | 183 | $ | 49,184 | ||||||
| (c) | Foreign exchange risk |
The Company reports its financial statements in US dollars. The functional currency of the head office, Canadian subsidiaries and all intermediate holding companies is the Canadian dollar (“CAD”) and the functional currency of all Chinese subsidiaries is the Chinese yuan (“RMB”). The functional currency of New Infini and its subsidiaries is the US dollar (“USD”). 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.
27
SILVERCORP METALS INC.
Notes to Condensed Consolidated Interim Financial Statements as
at September 30, 2023 and
for the three and six months ended September 30, 2023 and 2022
(Unaudited) (Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
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 Canadian dollar against the U.S. dollar and the Australian dollar as at September 30, 2023 is summarized as follows:
| Cash and cash equivelents | Short-term investments | Other investments | Accounts payable and accrued liabilities | Net financial assets explosure | Effect of +/- 10% change in currency | |||||||||||||||||||
| US dollar | $ | 67,790 | $ | 2,772 | $ | 2,530 | $ | (330 | ) | $ | 72,762 | $ | 7,276 | |||||||||||
| Australian dollar | 240 | - | 25,536 | - | 25,776 | 2,578 | ||||||||||||||||||
| $ | 68,030 | $ | 2,772 | $ | 28,066 | $ | (330 | ) | $ | 98,538 | $ | 9,854 | ||||||||||||
| (d) | Interest rate risk |
The Company is exposed to interest rate risk on its cash equivalents and short-term investments. As at September 30, 2023, all of its interest-bearing cash equivalents and short-term investments earn interest at market rates that are fixed to maturity or at variable interest rates with terms of less than one year. The Company monitors its exposure to changes in interest rates on cash equivalents and short-term investments. 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.
| (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 balance sheet 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 September 30, 2023 (at March 31, 2023 - $nil).
| (f) | Equity price risk |
The Company holds certain marketable securities that will fluctuate in value as a result of trading on 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 September 30, 2023, 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 (loss) and other comprehensive income (loss) of $3.3 million and $0.1 million, respectively.
28
SILVERCORP METALS INC.
Notes to Condensed Consolidated Interim Financial Statements as
at September 30, 2023 and
for the three and six months ended September 30, 2023 and 2022
(Unaudited) (Tabular amounts are in thousands of U.S. dollars, except numbers for share and per share figures or otherwise stated)
21. SUPPLEMENTARY CASH FLOW INFORMATION
The following table summarizes adjustments for changes in working capital items and significant non-cash items:
| Three Months Ended September 30, | Six Months Ended September 30, | |||||||||||||||
| Changes in non-cash operating working capital: | 2023 | 2022 | 2023 | 2022 | ||||||||||||
| Trade and other receivables | $ | (52 | ) | $ | 1,170 | $ | 60 | $ | 1,372 | |||||||
| Inventories | (1,056 | ) | 186 | (36 | ) | 174 | ||||||||||
| Prepaids and deposits | (362 | ) | (199 | ) | (1,138 | ) | (1,096 | ) | ||||||||
| Accounts payable and accrued liabilities | 6,511 | (10,983 | ) | 9,432 | 248 | |||||||||||
| Deposits received | (1,599 | ) | 3,022 | 64 | 1,453 | |||||||||||
| Due from a related party | (199 | ) | 7 | (173 | ) | (11 | ) | |||||||||
| $ | 3,243 | $ | (6,797 | ) | $ | 8,209 | $ | 2,140 | ||||||||
The following table summarizes other adjustments for non-cash items related to capital expenditures and acquisition transactions:
| Three Months Ended September 30, | Six Months Ended September 30, | |||||||||||||||
| Non-cash capital transactions: | 2023 | 2022 | 2023 | 2022 | ||||||||||||
| Environmental rehablitation expenditure paid from reclamation deposit | $ | (163 | ) | $ | 126 | $ | (157 | ) | $ | 150 | ||||||
| Additions of plant and equipment included in accounts payable and accrued liabilities | (870 | ) | 566 | (645 | ) | 1,094 | ||||||||||
| Capital expenditures of mineral rights and properties included in accounts payable and accrued liabilities | $ | 499 | $ | 5,284 | $ | 1,091 | $ | 2,312 | ||||||||
Cash and cash equivalents consist of:
| September 30, 2023 | March 31, 2023 | |||||||
| Cash on hand and at bank | $ | 72,818 | $ | 50,871 | ||||
| Bank term deposits and short-term money market investments | 46,280 | 94,821 | ||||||
| Total cash and cash equivalents | $ | 119,098 | $ | 145,692 | ||||
29
Exhibit 99.2
SILVERCORP METALS INC.
MANAGEMENT’S DISCUSSION AND ANALYSIS
For the Three and Six Months Ended September 30, 2023
(Expressed in thousands of US dollars, except per share figures or otherwise stated)
Table of Contents
| 1. | Core Business and Strategy | 2 |
| 2. | Second Quarter of Fiscal Year 2024 Highlights | 2 |
| 3. | Operating Performance | 3 |
| 4. | Investment in Associates | 13 |
| 5. | Overview of Financial Results | 15 |
| 6. | Liquidity, Capital Resources, and Contractual Obligations | 21 |
| 7. | Environmental Rehabilitation Provision | 23 |
| 8. | Risks and Uncertainties | 24 |
| 9. | Off-Balance Sheet Arrangements | 31 |
| 10. | Transactions with Related Parties | 31 |
| 11. | Alternative Performance (Non-IFRS) Measures | 31 |
| 12. | Material Accounting Policies, Judgments, and Estimates | 35 |
| 13. | New Accounting Standards | 36 |
| 14. | Other MD&A Requirements | 36 |
| 15. | Outstanding Share Data | 37 |
| 16. | Disclosure Controls and Procedures | 37 |
| 17. | Management’s Report on Internal Control over Financial Reporting | 37 |
| 18. | Changes in Internal Control over Financial Reporting | 38 |
| 19. | Directors and Officers | 39 |
| Technical Information | 39 | |
| Forward Looking Statements | 39 | |
SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three and Six Months Ended September 30, 2023
(Expressed in thousands of U.S. dollars, except per share data or unless 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 six months ended September 30, 2023 and the related notes contains 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, 2023, 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 flow in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”). Silvercorp’s material accounting policy information is set out in Note 2 of the unaudited consolidated interim financial statements for the three and six months ended September 30, 2023, as well as Note 2 to the audited consolidated financial statements for the year ended March 31, 2023. This MD&A refers to various alternative performance (non-IFRS) measures, such as adjusted earnings and adjusted earnings per share, working capital, silver equivalent, cash cost per ounce of silver, net of by-product credits, all-in & all-in sustaining cost per ounce of silver, net of by-product credits, production cost per tonne, and all-in sustaining production costs per tonne. Non-IFRS measures do not have standardized meanings under IFRS. Accordingly, non-IFRS measures should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS. 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 11, “Alternative Performance (Non-IFRS) Measures” of this MD&A for detailed descriptions and reconciliations. Figures may not add due to rounding.
This MD&A is prepared as of November 8, 2023 and expressed in thousands of U.S. dollars, except share, per share, unit cost, and production data, or unless 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 cashflow 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. The Company’s common shares are traded on the Toronto Stock Exchange and NYSE American under the symbol “SVM”.
| 2. | Second Quarter of Fiscal Year 2024 Highlights |
| ● | Mined 273,465 tonnes of ore, milled 261,107 tonnes of ore, and produced approximately 2,458 ounces of gold, 1.6 million ounces of silver, or approximately 1.8 million ounces of silver equivalent1, plus 16.1 million pounds of lead and 4.6 million pounds of zinc; |
| ● | Sold approximately 2,515 ounces of gold, 1.6 million ounces of silver, 15.2 million pounds of lead, and 4.6 million pounds of zinc, for revenue of $54.0 million; |
| ● | Reported net income attributable to equity shareholders of $11.1 million, or $0.06 per share; |
| ● | Realized adjusted earnings attributable to equity shareholders1 of $11.7 million, or $0.07 per share; |
| ● | Generated cash flow from operating activities of $28.8 million; |
| ● | Cash costs per ounce of silver, net of by-product credits1, of negative $1.00; |
| 1 | Non-IFRS measures, please refer to section 11 for reconciliation. |
| Management’s Discussion and Analysis | Page 2 |
SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three and Six Months Ended September 30, 2023
(Expressed in thousands of U.S. dollars, except per share data or unless otherwise stated)
| ● | All-in sustaining costs per ounce of silver, net of by-product credits1, of $11.50; |
| ● | Spent and capitalized $2.0 million on exploration drilling, $10.6 million on underground development, and $2.5 million on equipment and facilities, including $1.7 million on construction of the new tailings storage facility; |
| ● | Invested an additional $5.0 million in New Pacific Metals Corp. (TSX: NUAG) (“NUAG”), an associate of the Company; |
| ● | Entered into a binding agreement to acquire all fully paid ordinary shares of OreCorp Limited (ASX: ORR) (“OreCorp”) and thereby its Nyanzaga gold project in Tanzania, and in conjunction therewith invested $18.5 million (A$28.0 million) in OreCorp to finance continued development. The acquisition, has been approved by the Tanzanian government and is subject to final OreCorp shareholder approval expected in early December 2023; |
| ● | Spent $0.6 million to buy back 196,554 common shares of the Company under its Normal Course Issuer Bid; and |
| ● | Strong balance sheet with $189.1 million in cash and cash equivalents and short-term investments. The Company holds a further equity investment portfolio in associates and other companies with a total market value of $124.0 million as at September 30, 2023. |
| 3. | Operating Performance |
| (a) | Consolidated operating performance |
The following table summarizes consolidated operational information for the three and six months ended September 30, 2023 and 2022:
| Three months ended September 30, | Six months ended September 30, | |||||||||||||||||||||||
| Consolidated | 2023 | 2022 | Changes | 2023 | 2022 | Changes | ||||||||||||||||||
| Production Data | ||||||||||||||||||||||||
| Ore Mined (tonne) | 273,465 | 290,981 | -6 | % | 576,685 | 591,085 | -2 | % | ||||||||||||||||
| Ore Milled (tonne) | 261,107 | 291,643 | -10 | % | 556,202 | 589,819 | -6 | % | ||||||||||||||||
| Average Head Grades | ||||||||||||||||||||||||
| Silver (grams/tonne) | 204 | 209 | -2 | % | 203 | 210 | -3 | % | ||||||||||||||||
| Lead (%) | 3.1 | 3.1 | 0 | % | 3.0 | 3.1 | -3 | % | ||||||||||||||||
| Zinc (%) | 1.0 | 1.2 | -17 | % | 1.2 | 1.3 | -8 | % | ||||||||||||||||
| Average Recovery Rates | ||||||||||||||||||||||||
| Silver (%) | 94.3 | 94.2 | 0 | % | 94.0 | 94.4 | 0 | % | ||||||||||||||||
| Lead (%) | 94.7 | 93.6 | 1 | % | 94.8 | 94.1 | 1 | % | ||||||||||||||||
| Zinc (%) | 82.0 | 78.2 | 5 | % | 82.3 | 78.1 | 5 | % | ||||||||||||||||
| Metal Production | ||||||||||||||||||||||||
| Gold (ounces) | 2,458 | 1,200 | 105 | % | 4,010 | 2,300 | 74 | % | ||||||||||||||||
| Silver (in thousands of ounces) | 1,590 | 1,798 | -12 | % | 3,370 | 3,658 | -8 | % | ||||||||||||||||
| Silver equivalent (in thousands of ounces)* | 1,815 | 1,898 | -4 | % | 3,725 | 3,853 | -3 | % | ||||||||||||||||
| Lead (in thousands of pounds) | 16,065 | 17,983 | -11 | % | 33,881 | 37,071 | -9 | % | ||||||||||||||||
| Zinc (in thousands of pounds) | 4,601 | 5,986 | -23 | % | 11,422 | 12,912 | -12 | % | ||||||||||||||||
| Cost Data* | ||||||||||||||||||||||||
| Mining costs ($/tonne) | 64.77 | 70.60 | -8 | % | 64.23 | 69.26 | -7 | % | ||||||||||||||||
| Shipping costs ($/tonne) | 2.66 | 2.88 | -8 | % | 2.49 | 2.79 | -11 | % | ||||||||||||||||
| Milling costs ($/tonne) | 13.10 | 12.59 | 4 | % | 12.81 | 12.45 | 3 | % | ||||||||||||||||
| Production costs ($/tonne) | 80.53 | 86.07 | -6 | % | 79.53 | 84.50 | -6 | % | ||||||||||||||||
| All-in sustaining production costs ($/tonne) | 149.94 | 127.48 | 18 | % | 141.53 | 137.48 | 3 | % | ||||||||||||||||
| Cash cost per ounce of silver, net of by-product credits ($) | (1.00 | ) | 0.77 | -230 | % | (0.63 | ) | (0.44 | ) | -43 | % | |||||||||||||
| All-in sustaining cost per ounce of silver, net of by-product credits ($) | 11.50 | 8.25 | 39 | % | 10.41 | 8.77 | 19 | % | ||||||||||||||||
| * | Alternative performance (non-IFRS) measure. Please refer to section 11 for reconciliation. |
| 1 | Non-IFRS measures, please refer to section 11 for reconciliation. |
| Management’s Discussion and Analysis | Page 3 |
SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three and Six Months Ended September 30, 2023
(Expressed in thousands of U.S. dollars, except per share data or unless otherwise stated)
| (i) | Mine and Mill Production |
For the three months ended September 30, 2023 (“Q2 Fiscal 2024”), the Company mined 273,465 tonnes of ore, down 6% compared to 290,981 tonnes in the three months ended September 30, 2022 (“Q2 Fiscal 2023”). Ore milled in Q2 Fiscal 2024 was 261,107 tonnes, down 10% compared to 291,643 tonnes in Q2 Fiscal 2023. The decrease is mainly due to lower production achieved at the GC Mine.
For the six months ended September 30, 2023, on a consolidated basis, the Company mined 576,685 tonnes of ore, down 2% compared to 591,085 tonnes in the same prior year period. Ore milled was 556,202 tonnes, down 6% compared to 589,819 tonnes in the same prior year period.
| (ii) | Metal Production |
In Q2 Fiscal 2024, the Company produced approximately 2,458 ounces of gold, 1.6 million ounces of silver, or approximately 1.8 million ounces of silver equivalent, plus 16.1 million pounds of lead and 4.6 million pounds of zinc, representing an increase of 105% in gold production, and decreases of 12%, 11% and 23%, respectively, in silver, lead and zinc production over Q2 Fiscal 2023. The decreases in silver, lead and zinc production were mainly due to lower production achieved at the GC Mine and lower head grades achieved due to mining sequences and more gold ore mined and processed at the Ying Mining District.
For the six months ended September 30, 2023, the Company produced approximately 4,010 ounces of gold, 3.4 million ounces of silver, or approximately 3.7 million ounces of silver equivalent, plus 33.9 million pounds of lead and 11.4 million of pounds of zinc, representing an increase of 74% in gold production, and decreases of 8%, 9% and 12%, respectively, in silver, lead and zinc production over the same prior year period.
| (iii) | Per Tonne Costs1 |
In Q2 Fiscal 2024, the consolidated mining costs were $64.77 per tonne, down 8% compared to $70.60 per tonne in Q2 Fiscal 2023. The consolidated milling costs were $13.10 per tonne, up 4% compared to $12.59 per tonne in Q2 Fiscal 2023. Correspondingly, the consolidated production costs per tonne of ore processed were $80.53, down 6% compared to $86.07 in Q2 Fiscal 2023. The decrease was mainly attributed to less drilling expensed and an approximately 6% depreciation of the Chinese yuan against the US dollar over the same prior year period.
The all-in sustaining production costs per tonne of ore processed in Q2 Fiscal 2024 were $149.94, up 18% compared to $127.48 in Q2 Fiscal 2023. The increase is mainly due to increases of $5.4 million in sustaining capital expenditures and $0.7 million in general administrative expenses and government fees and other taxes.
For the six months ended September 30, 2023, the consolidated mining costs were $64.23 per tonne, down 7% compared to $69.26 per tonne in the same prior year period. The consolidated milling costs were $12.81 per tonne, up 3% compared to $12.45 per tonne in the same year prior period. Correspondingly, the consolidated production costs per tonne of ore processed were $79.53 per tonne, down 6% compared to $84.50 per tonne in the same prior year period, while the all-in sustaining production costs per tonne ore processed were $141.53 per tonne, up 3% compared to $137.48 per tonne in the same prior year period.
| (iv) | Costs per Ounce of Silver, Net of By-Product Credits1 |
In Q2 Fiscal 2024, the consolidated cash costs per ounce of silver, net of by-product credits, were negative $1.00, compared to $0.77 in the prior year quarter. The improvement was mainly due to the decrease in per tonne production costs contributing to a decrease of $4.1 million in expensed production costs.
The consolidated all-in sustaining costs per ounce of silver, net of by-product credits, were $11.50 compared to $8.25 in Q2 Fiscal 2023. The increase was mainly due to the increase in all-in sustaining production costs per tonne.
For the six months ended September 30, 2023, the consolidated cash costs per ounce of silver, net of by-product credits, were negative $0.63, compared to negative $0.44 in the same prior year period. The consolidated all-in
| 1 | Non-IFRS measures, please refer to section 11 for reconciliation. |
| Management’s Discussion and Analysis | Page 4 |
SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three and Six Months Ended September 30, 2023
(Expressed in thousands of U.S. dollars, except per share data or unless otherwise stated)
sustaining costs per once of silver, net of by-product credits, were $10.41, compared to $8.77 in the same prior year period.
| (v) | Exploration and Development |
The following table summarizes the development work and capital expenditures in Q2 Fiscal 2024.
| Capitalized Development and Expenditures | Expensed | |||||||||||||||||||||||||||||||||||||||
| Ramp Development | Exploration and Development Tunnels | Drilling | Equipment & Mill and TSF | Total | Mining Preparation Tunnels | Drilling | ||||||||||||||||||||||||||||||||||
| (Metres) | ($ Thousand) | (Metres) | ($ Thousand) | (Metres) | ($ Thousand) | ($ Thousand) | ($ Thousand) | (Metres) | (Metres) | |||||||||||||||||||||||||||||||
| Q2 Fiscal 2024 | ||||||||||||||||||||||||||||||||||||||||
| Ying Mining District | 2,703 | $ | 1,943 | 20,147 | $ | 8,042 | 40,854 | $ | 1,481 | 2,266 | $ | 13,732 | 9,460 | 22,968 | ||||||||||||||||||||||||||
| GC Mine | 248 | 195 | 1,629 | 428 | 5,782 | 420 | 193 | 1,236 | 1,408 | 6,580 | ||||||||||||||||||||||||||||||
| Corporate and other | - | - | - | - | - | 76 | 14 | 90 | - | - | ||||||||||||||||||||||||||||||
| Consolidated | 2,951 | $ | 2,138 | 21,776 | $ | 8,470 | 46,636 | $ | 1,977 | $ | 2,473 | $ | 15,058 | 10,868 | 29,548 | |||||||||||||||||||||||||
| Q2 Fiscal 2023 | ||||||||||||||||||||||||||||||||||||||||
| Ying Mining District | 1,744 | $ | 1,439 | 16,122 | $ | 6,934 | 31,642 | $ | 1,374 | 4,558 | $ | 14,305 | 8,912 | 33,446 | ||||||||||||||||||||||||||
| GC Mine | - | - | 3,321 | 985 | 5,974 | 173 | 536 | 1,694 | 1,428 | 11,919 | ||||||||||||||||||||||||||||||
| Corporate and other | - | - | - | - | 5,525 | 1,344 | 11 | 1,355 | - | - | ||||||||||||||||||||||||||||||
| Consolidated | 1,744 | $ | 1,439 | 19,443 | $ | 7,919 | 43,141 | $ | 2,891 | $ | 5,105 | $ | 17,354 | 10,340 | 45,365 | |||||||||||||||||||||||||
| Variances (%) | ||||||||||||||||||||||||||||||||||||||||
| Ying Mining District | 55 | % | 35 | % | 25 | % | 16 | % | 29 | % | 8 | % | -50 | % | -4 | % | 6 | % | -31 | % | ||||||||||||||||||||
| GC Mine | 100 | % | 100 | % | -51 | % | -57 | % | -3 | % | 143 | % | -64 | % | -27 | % | -1 | % | -45 | % | ||||||||||||||||||||
| Corporate and other | - | - | - | - | (1.00 | ) | -94 | % | 27 | % | -93 | % | - | - | ||||||||||||||||||||||||||
| Consolidated | 69 | % | 49 | % | 12 | % | 7 | % | 8 | % | -32 | % | -52 | % | -13 | % | 5 | % | -35 | % | ||||||||||||||||||||
Total capital expenditures in Q2 Fiscal 2024 were $15.1 million, down 13% compared to $17.4 million in Q2 Fiscal 2023. Capital expenditures incurred to construct the new tailing storage facility (“TSF”) in Q2 Fiscal 2024 were $1.7 million (Q2 Fiscal 2023 - $1.3 million). As of September 30, 2023, total expenditures incurred on the construction of the TSF were approximately $8.9 million, and the Company remains on track to complete the TSF in 2024.
In Q2 Fiscal 2024, on a consolidated basis, a total of 76,184 metres or $2.6 million worth of diamond drilling were completed (Q2 Fiscal 2023 – 88,506 metres or $4.2 million ), of which approximately 29,548 metres or $0.6 million worth of underground drilling were expensed as part of mining costs (Q2 Fiscal 2023 – 45,365 metres or $1.3 million) and approximately 46,636 metres or $2.0 million worth of drilling were capitalized (Q2 Fiscal 2023 – 43,141 metres or $2.9 million ). In addition, approximately 10,868 metres or $4.1 million worth of preparation tunnelling were completed and expensed as part of mining costs (Q2 Fiscal 2023 – 10,340 metres or $4.0 million), and approximately 24,727 metres or $10.6 million worth of tunnels, raises, ramps and declines were completed and capitalized (Q2 Fiscal 2023 – 21,187 metres or $9.4 million).
For the six months ended September 30, 2023, the development work and capital expenditures are summarized as follows:
| Capitalized Development and Expenditures | Expensed | |||||||||||||||||||||||||||||||||||||||
| Ramp Development | Exploration and Development Tunnels | Drilling | Plant & equipment | Total | Mining Preparation Tunnels | Drilling | ||||||||||||||||||||||||||||||||||
| (Metres) | ($ Thousand) | (Metres) | ($ Thousand) | (Metres) | ($ Thousand) | ($ Thousand) | ($ Thousand) | (Metres) | (Metres) | |||||||||||||||||||||||||||||||
| Six months ended September 30, 2023 | ||||||||||||||||||||||||||||||||||||||||
| Ying Mining District | 5,756 | $ | 4,205 | 39,550 | $ | 15,243 | 73,693 | $ | 2,632 | $ | 5,696 | $ | 27,776 | 17,903 | 48,905 | |||||||||||||||||||||||||
| GC Mine | 248 | 195 | 5,442 | 1,722 | 13,708 | 938 | 193 | 3,048 | 4,463 | 24,477 | ||||||||||||||||||||||||||||||
| Corporate and other | - | - | - | - | - | 127 | 23 | 150 | - | - | ||||||||||||||||||||||||||||||
| Consolidated | 6,004 | $ | 4,400 | 44,992 | $ | 16,965 | 87,401 | $ | 3,697 | $ | 5,912 | $ | 30,974 | 22,366 | 73,382 | |||||||||||||||||||||||||
| Six months ended September 30, 2022 | ||||||||||||||||||||||||||||||||||||||||
| Ying Mining District | 3,693 | $ | 2,833 | 35,591 | $ | 14,087 | 80,957 | $ | 4,038 | $ | 7,028 | $ | 27,986 | 18,229 | 85,179 | |||||||||||||||||||||||||
| GC Mine | - | - | 6,861 | 2,142 | 10,608 | 351 | 768 | 3,261 | 3,793 | 27,185 | ||||||||||||||||||||||||||||||
| Corporate and other | - | - | - | - | 7,507 | 1,631 | 4 | 1,635 | - | - | ||||||||||||||||||||||||||||||
| Consolidated | 3,693 | $ | 2,833 | 42,452 | $ | 16,229 | 99,072 | $ | 6,020 | $ | 7,800 | $ | 32,882 | 22,022 | 112,364 | |||||||||||||||||||||||||
| Changes (%) | ||||||||||||||||||||||||||||||||||||||||
| Ying Mining District | 56 | % | 48 | % | 11 | % | 8 | % | -9 | % | -35 | % | -19 | % | -1 | % | -2 | % | -43 | % | ||||||||||||||||||||
| GC Mine | 100 | % | 100 | % | -21 | % | -20 | % | 29 | % | 167 | % | -75 | % | -7 | % | 18 | % | -10 | % | ||||||||||||||||||||
| Corporate and other | - | - | - | - | -100 | % | -92 | % | 475 | % | -91 | % | - | - | ||||||||||||||||||||||||||
| Consolidated | 63 | % | 55 | % | 6 | % | 5 | % | -12 | % | -39 | % | -24 | % | -6 | % | 2 | % | -35 | % | ||||||||||||||||||||
For the six months ended September 30, 2023, on a consolidated basis, a total of 160,783 metres or $5.3 million worth of diamond drilling were completed (same prior year period – 211,436 metres or $9.2 million), of which
| Management’s Discussion and Analysis | Page 5 |
SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three and Six Months Ended September 30, 2023
(Expressed in thousands of U.S. dollars, except per share data or unless otherwise stated)
approximately 73,382 metres or $1.6 million worth of underground drilling were expensed as part of mining costs (same prior year period – 112,364 metres or $3.2 million) and approximately 87,401 metres or $3.7 million worth of drilling were capitalized (same prior year period – 99,072 metres or $6.0 million). In addition, approximately 22,366 metres or $8.1 million worth of preparation tunnelling were completed and expensed as part of mining costs (same period year period – 22,022 metres or $8.1 million), and approximately 50,996 metres or $21.4 million worth of tunnels, raises, ramps and declines were completed and capitalized (same prior year period – 46,145 metres or $19.1 million).
| (b) | Individual Mine Performance |
| (i) | Ying Mining District |
The following table summarizes the operational information at the Ying Mining District for the three and six months ended September 30, 2023 and 2022. 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.
|
| Three months ended September 30, | Six months ended September 30, | ||||||||||||||||||||||
| Ying Mining District | 2023 | 2022 | Changes | 2023 | 2022 | Changes | ||||||||||||||||||
| Production Data | ||||||||||||||||||||||||
| Ore Mined (tonne) | 220,636 | 215,927 | 2 | % | 434,384 | 429,965 | 1 | % | ||||||||||||||||
| Ore Milled (tonne) | ||||||||||||||||||||||||
| Gold Ore | 12,800 | - | 23,693 | - | ||||||||||||||||||||
| Silver Ore | 200,068 | 216,262 | -7 | % | 397,984 | 428,317 | -7 | % | ||||||||||||||||
| 212,868 | 216,262 | -2 | % | 421,677 | 428,317 | -2 | % | |||||||||||||||||
| Average Head Grades | ||||||||||||||||||||||||
| Silver (grams/tonne) | 235 | 257 | -9 | % | 244 | 262 | -7 | % | ||||||||||||||||
| Lead (%) | 3.5 | 3.7 | -5 | % | 3.5 | 3.8 | -8 | % | ||||||||||||||||
| Zinc (%) | 0.7 | 0.7 | 0 | % | 0.7 | 0.7 | 0 | % | ||||||||||||||||
| Average Recovery Rates | ||||||||||||||||||||||||
| Gold (%)** | 91.1 | - | 91.7 | - | ||||||||||||||||||||
| Silver (%) | 95.0 | 95.5 | -1 | % | 95.0 | 95.6 | -1 | % | ||||||||||||||||
| Lead (%) | 95.0 | 94.1 | 1 | % | 95.3 | 94.8 | 1 | % | ||||||||||||||||
| Zinc (%) | 71.1 | 62.5 | 14 | % | 70.3 | 60.3 | 17 | % | ||||||||||||||||
| Metal Production | ||||||||||||||||||||||||
| Gold (ounces) | 2,458 | 1,200 | 105 | % | 4,010 | 2,300 | 74 | % | ||||||||||||||||
| Silver (in thousands of ounces) | 1,506 | 1,657 | -9 | % | 3,103 | 3,353 | -7 | % | ||||||||||||||||
| Silver equivalent (in thousands of ounces) | 1,731 | 1,757 | -1 | % | 3,458 | 3,548 | -3 | % | ||||||||||||||||
| Lead (in thousands of pounds) | 15,018 | 16,201 | -7 | % | 30,400 | 32,919 | -8 | % | ||||||||||||||||
| Zinc (in thousands of pounds) | 2,197 | 1,976 | 11 | % | 4,310 | 3,904 | 10 | % | ||||||||||||||||
| Cost Data* | ||||||||||||||||||||||||
| Mining costs ($/tonne) | 68.86 | 80.44 | -14 | % | 70.00 | 79.38 | -12 | % | ||||||||||||||||
| Shipping costs ($/tonne) | 3.25 | 3.93 | -17 | % | 3.26 | 3.85 | -15 | % | ||||||||||||||||
| Milling costs ($/tonne) | 11.42 | 10.86 | 5 | % | 11.28 | 10.91 | 3 | % | ||||||||||||||||
| Production costs ($/tonne) | 83.53 | 95.23 | -12 | % | 84.54 | 94.14 | -10 | % | ||||||||||||||||
| All-in sustaining production costs ($/tonne) | 142.84 | 127.89 | 12 | % | 138.42 | 141.84 | -2 | % | ||||||||||||||||
| Cash cost per ounce of silver, net of by-product credits ($) | (1.37 | ) | 1.86 | -174 | % | (0.52 | ) | 1.05 | -150 | % | ||||||||||||||
| All-in sustaining cost per ounce of silver, net of by-product credits ($) | 8.06 | 6.82 | 18 | % | 7.58 | 7.73 | -2 | % | ||||||||||||||||
| * | Alternative performance (non-IFRS) measure. Please refer to section 11 for reconciliation. |
| ** | Gold recovery only refers to the recovery rate for gold ore processed. |
In Q2 Fiscal 2024, a total of 220,636 tonnes of ore were mined at the Ying Mining District, up 2% compared to 215,927 tonnes in Q2 Fiscal 2023, and 212,868 tonnes of ore were milled, down 2% compared to 216,262 tonnes milled in Q2 Fiscal 2023.
Average head grades of ore processed were 235 g/t for silver, 3.5% for lead, and 0.7% for zinc compared to 257 g/t for silver, 3.7% for lead, and 0.7% for zinc in Q2 Fiscal 2023.
| Management’s Discussion and Analysis | Page 6 |
SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three and Six Months Ended September 30, 2023
(Expressed in thousands of U.S. dollars, except per share data or unless otherwise stated)
Metals produced at the Ying Mining District were approximately 2,458 ounces of gold, 1.5 million ounces of silver, or approximately 1.7 million ounces of silver equivalent, plus 15.0 million pounds of lead and 2.2 million pounds of zinc, representing increases of 105% and 11% in gold and zinc production, and decreases of 9% and 7% in silver and lead production, respectively, compared to 1,200 ounces of gold, 1.7 million ounces of silver, 16.2 million pounds of lead, and 2.0 million pounds of zinc in Q2 Fiscal 2023.
The decrease in silver and lead production was mainly due to lower head grades achieved due to mining sequences and 12,800 tonnes of gold ores were mined and processed with grades of 1.9 grams per tonne (“g/t”) gold, 82 g/t silver, 0.8% lead, and 0.3% zinc to produce gravity gold concentrates, silver-gold-lead (copper) concentrate, and zinc concentrate in Q2 Fiscal 2024. The gold recovery rate for gold ores processed was 91.1%. As a result of processing gold gravity concentrate, the Company has poured its first gold and produced and sold 649 ounces of gold doré in the current quarter.
In Q2 Fiscal 2024, the mining costs at the Ying Mining District were $68.86 per tonne, down 14% compared to $80.44 per tonne in Q2 Fiscal 2023, while the milling costs were $11.42 per tonne, up 5% compared to $10.86 per tonne in Q2 Fiscal 2023. Correspondingly, the production costs per tonne of ore processed were $83.53, down 12% compared to $95.23 in Q2 Fiscal 2023. The decrease was mainly due to less drilling expensed and an approximately 6% depreciation of the Chinese yuan against the US dollar over the same prior year period.
The all-in sustaining costs per tonne of ore processed were $142.84, up 12% compared to $127.89 in Q2 Fiscal 2023. The increase was mainly due to increase of $5.2 million in sustaining capital expenditures and $0.4 million in general administrative expenses and government fee and other taxes.
In Q2 Fiscal 2024, the cash costs per ounce of silver, net of by-product credits, at the Ying Mining District were negative $1.37, compared to $1.86 in Q2 Fiscal 2023. The decrease was primarily due to the decrease in the production costs per tonne and an increase of $2.0 million in by-product credits. The all-in sustaining costs per ounce of silver, net of by-product credits were $8.06, up 18% compared to $6.82 in Q2 Fiscal 2023. The increase was mainly due to the increase in all-in sustaining production costs per tonne.
In Q2 Fiscal 2024, a total of 63,822 metres or $2.0 million worth of diamond drilling were completed (Q2 Fiscal 2023 – 65,088 metres or $2.3 million), of which approximately 22,968 metres or $0.5 million worth of underground drilling were expensed as part of mining costs (Q2 Fiscal 2023 – 33,446 metres or $0.9 million) and approximately 40,854 metres or $1.5 million worth of drilling were capitalized (Q2 Fiscal 2023 – 31,642 metres or $1.4 million). In addition, approximately 9,460 metres or $3.6 million worth of preparation tunnelling were completed and expensed as part of mining costs (Q2 Fiscal 2023 – 8,912 metres or $3.6 million), and approximately 22,850 metres or $10.0 million worth of horizontal tunnels, raises, ramps, and declines were completed and capitalized (Q2 Fiscal 2023 – 17,866 metres or $8.4 million).
For the six months ended September 30, 2023, a total of 434,384 tonnes of ore were mined and 421,677 tonnes of ore were milled at the Ying Mining District, compared to 429,965 tonnes mined and 428,317 tonnes milled in the same prior year period.
Average head grades of ore processed were 244 g/t for silver, 3.5% for lead, and 0.7% for zinc compared to 262 g/t for silver, 3.8% for lead, and 0.7% for zinc in the same prior year period.
Metals produced at the Ying Mining District were approximately 4,010 ounces of gold, 3.1 million ounces of silver, or approximately 3.5 million ounces of silver equivalent, plus 30.4 million pounds of lead and 4.3 million pounds of zinc, up 74% and 10%, respectively, in gold and zinc production, and down 7% and 8%, respectively, in silver and lead production, compared to 2,300 ounces of gold, 3.4 million ounces of silver, 32.9 million pounds of lead, and 3.9 million pounds of zinc in the same prior year period.
For the six months ended September 30, 2023, the mining costs at the Ying Mining District were $70.00 per tonne, down 12% compared to $79.38 per tonne in the same prior year period while the milling costs were $11.28 per tonne, up 3% compared to $10.91 per tonne in the same prior year period. Correspondingly, the production costs per tonne of ore processed were $84.54, down 10% compared to $94.14 in the same prior year period. The
| Management’s Discussion and Analysis | Page 7 |
SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three and Six Months Ended September 30, 2023
(Expressed in thousands of U.S. dollars, except per share data or unless otherwise stated)
decrease was mainly due to less drilling expensed and the depreciation of the Chinese yuan against the US dollar over the same prior year period.
The all-in sustaining costs per tonne of ore processed was $138.42, down 2% compared to $141.84 in the same prior year period. The decrease was mainly due the decrease in the production costs per tonne offset by an increase of $2.0 million in sustaining capital expenditures and $0.3 million in general administrative and government fees and other taxes.
For the six months ended September 30, 2023, the cash costs per ounce of silver, net of by-product credits, at the Ying Mining District were negative $0.52, compared to $1.05 in the same prior year period. The all-in sustaining costs per ounce of silver, net of by-product credits were $7.58, down 2% compared to $7.73 in the same prior year period. The decrease was mainly due to the decrease in cash production costs and all-in sustaining production costs per tonne as discussed above.
For the six months ended September 30, 2023, a total of 122,598 metres or $3.8 million worth of diamond drilling were completed (same prior year period – 166,136 metres or $6.3 million), of which approximately 48,905 metres or $1.2 million worth of underground drilling were expensed as part of mining costs (same prior year period – 85,179 metres or $2.3 million) and approximately 73,693 metres or $2.6 million worth of drilling were capitalized (same prior year period – 80,957 metres or $4.0 million). In addition, approximately 17,903 metres or $6.8 million worth of preparation tunnelling were completed and expensed as part of mining costs (same prior year period – 18,229 metres or $7.0 million), and approximately 45,306 metres or $19.4 million worth of horizontal tunnels, raises, ramps, and declines were completed and capitalized (same prior year period – 39,284 metres or $16.9 million).
| (ii) | GC Mine |
The following table summarizes the operational information at the GC Mine for the three and six months ended September 30, 2023 and 2022:
| Three months ended September 30, | Six months ended September 30, | |||||||||||||||||||||||
| GC Mine | 2023 | 2022 | Changes | 2023 | 2022 | Changes | ||||||||||||||||||
| Production Data | ||||||||||||||||||||||||
| Ore Mined (tonne) | 52,829 | 75,054 | -30 | % | 142,301 | 161,120 | -12 | % | ||||||||||||||||
| Ore Milled (tonne) | 48,239 | 75,381 | -36 | % | 134,525 | 161,502 | -17 | % | ||||||||||||||||
| Average Head Grades | ||||||||||||||||||||||||
| Silver (grams/tonne) | 66 | 72 | -8 | % | 75 | 72 | 4 | % | ||||||||||||||||
| Lead (%) | 1.1 | 1.2 | -8 | % | 1.3 | 1.3 | 0 | % | ||||||||||||||||
| Zinc (%) | 2.5 | 2.7 | -7 | % | 2.7 | 2.8 | -4 | % | ||||||||||||||||
| Average Recovery Rates | ||||||||||||||||||||||||
| Silver (%) ** | 82.7 | 81.0 | 2 | % | 82.7 | 82.3 | 0 | % | ||||||||||||||||
| Lead (%) | 90.2 | 88.5 | 2 | % | 90.6 | 89.3 | 1 | % | ||||||||||||||||
| Zinc (%) | 89.8 | 89.6 | 0 | % | 90.2 | 90.0 | 0 | % | ||||||||||||||||
| Metal Production | ||||||||||||||||||||||||
| Silver (in thousands of ounces) | 84 | 141 | -40 | % | 267 | 305 | -12 | % | ||||||||||||||||
| Lead (in thousands of pounds) | 1,047 | 1,782 | -41 | % | 3,481 | 4,152 | -16 | % | ||||||||||||||||
| Zinc (in thousands of pounds) | 2,404 | 4,010 | -40 | % | 7,112 | 9,008 | -21 | % | ||||||||||||||||
| Cost Data* | ||||||||||||||||||||||||
| Mining costs ($/tonne) | 47.70 | 42.30 | 13 | % | 46.63 | 42.25 | 10 | % | ||||||||||||||||
| Milling costs ($/tonne) | 20.48 | 17.54 | 17 | % | 17.62 | 16.56 | 6 | % | ||||||||||||||||
| Production costs ($/tonne) | 68.18 | 59.84 | 14 | % | 64.25 | 58.81 | 9 | % | ||||||||||||||||
| All-in sustaining production costs ($/tonne) | 99.75 | 78.31 | 27 | % | 94.12 | 80.10 | 18 | % | ||||||||||||||||
| Cash cost per ounce of silver, net of by-product credits ($) | 5.64 | (12.13 | ) | 146 | % | (1.99 | ) | (17.55 | ) | 89 | % | |||||||||||||
| All-in sustaining cost per ounce of silver, net of by-product credits ($) | 25.95 | (0.73 | ) | 3655 | % | 14.49 | (4.29 | ) | 438 | % | ||||||||||||||
| * | Alternative performance (non-IFRS) measure. Please refer to section 11 for reconciliation. |
| ** | Silver recovery includes silver recovered in lead concentrate and silver recovered in zinc concentrate. |
In Q2 Fiscal 2024, a total of 52,829 tonnes of ore were mined and 48,239 tonnes were milled at the GC Mine,
| Management’s Discussion and Analysis | Page 8 |
SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three and Six Months Ended September 30, 2023
(Expressed in thousands of U.S. dollars, except per share data or unless otherwise stated)
down 30% and 36%, respectively, compared to 75,054 tonnes mined and 75,381 tonnes milled in Q2 Fiscal 2023, due to a production disruption of five weeks (refer to the Company’s news release dated September 5, 2023).
In Q2 Fiscal 2024, a total of 4,241 tonnes of waste was removed through the XRT Ore Sorting System.
Average head grades of ore milled were 66 g/t for silver, 1.1% for lead, and 2.5% for zinc compared to 72 g/t for silver, 1.2% for lead, and 2.7% for zinc in Q2 Fiscal 2023.
Metals produced at the GC Mine were approximately 84 thousand ounces of silver, 1.0 million pounds of lead, and 2.4 million pounds of zinc, down 40%, 41%, and 40%, respectively, compared to 141 thousand ounces of silver, 1.8 million pounds of lead, and 4.0 million pounds of zinc in Q2 Fiscal 2023. The decrease was mainly due to less ore production and lower head grades achieved.
The mining costs at the GC Mine were $47.70 per tonne, up 13% compared to $42.30 per tonne in Q2 Fiscal 2023, and the milling costs were $20.48 per tonne, up 17% compared to $17.54 per tonne in Q2 Fiscal 2023. The production costs per tonne or ore processed were $68.18, up 14% compared to $59.84 in Q2 Fiscal 2023. The all-in sustaining production costs per tonne of ore processed were $99.75, up 27%, compared to $78.31 in Q2 Fiscal 2023. The increase was primarily due to the lower ore production resulting in a higher fixed overhead costs allocation offset by the depreciation of the Chinese yuan against the US dollar over the same prior year period.
The cash costs per ounce of silver, net of by-product credits, at the GC Mine, in Q2 Fiscal 2024, were $5.64, compared to negative $12.13 in Q2 Fiscal 2023. The increase was mainly due to the increase in cash production costs per tonne and a decrease of $6.39 in by-product credits per tonne. The all-in sustaining costs per ounce of silver, net of by-product credits, were $25.95, compared to negative $0.73 in Q2 Fiscal 2023. The increase was mainly due to the increase in cash costs per ounce of silver as discussed above.
In Q2 Fiscal 2024, approximately 12,362 metres or $0.5 million worth of diamond drilling were completed (Q2 Fiscal 2023 – 17,893 metres or $0.6 million), of which approximately 6,580 metres or $0.1 million worth of underground drilling were expensed as part of mining costs (Q2 Fiscal 2023 – 11,919 metres or $0.4 million) and approximately 5,782 metres or $0.4 million of drilling were capitalized (Q2 Fiscal 2023 – 5,974 metres or $0.2 million). In addition, approximately 1,408 metres or $0.5 million of tunnelling were completed and expensed as part of mining costs (Q2 Fiscal 2023 – 1,428 metres or $0.4 million), and approximately 1,877 metres or $0.6 million of horizontal tunnels, raises, and declines were completed and capitalized (Q2 Fiscal 2023 – 3,321 metres or $1.0 million).
For the six months ended September 30, 2023, a total of 142,301 tonnes of ore were mined and 134,525 tonnes were milled at the GC Mine, down 12% and 17%, respectively, compared to 161,120 tonnes mined and 161,502 tonnes milled in the same prior year period.
For the six months ended September 30, 2023, a total of 8,603 tonnes of waste was removed through the XRT Ore Sorting System.
Average head grades of ore milled were 75 g/t for silver, 1.3% for lead, and 2.7% for zinc compared to 72 g/t for silver, 1.3% for lead, and 2.8% for zinc in the same prior year period.
Metals produced at the GC Mine were approximately 267 thousand ounces of silver, 3.5 million pounds of lead, and 7.1 million pounds of zinc, down 12%, 16%, and 21%, respectively, compared to 305 thousand ounces of silver, 4.2 million pounds of lead, and 9.0 million pounds of zinc in the same prior year period. The decrease was mainly due to less ore production and lower head grades achieved.
The mining costs at the GC Mine were $46.63 per tonne, up 10% compared to $42.25 per tonne in the same prior year period, and the milling costs were $17.62 per tonne, up 6% compared to $16.56 per tonne in the same prior year period. The production costs per tonne of ore processed were $64.25, up 9% compared to $58.81 in the same prior year period. The all-in sustaining production costs per tonne of ore processed were $94.12, up 18%, compared to $80.10 in the same prior year period. The increase was primarily due to the lower ore production resulting in a higher unit cost as well as the other factors discussed in the consolidated results.
For the six months ended September 30, 2023, the cash costs per ounce of silver, net of by-product credits, at
| Management’s Discussion and Analysis | Page 9 |
SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three and Six Months Ended September 30, 2023
(Expressed in thousands of U.S. dollars, except per share data or unless otherwise stated)
the GC Mine, were negative $1.99, up 89% compared to negative $17.55 in the same prior year period. The all-in sustaining costs per ounce of silver, net of by-product credits, were $14.49, compared to negative $4.29 in the same prior year period.
For the six months ended September 30, 2023, approximately 38,185 metres or $1.4 million worth of diamond drilling were completed (same prior year period – 37,793 metres or $1.3 million), of which approximately 24,477 metres or $0.4 million worth of underground drilling were expensed as part of mining costs (same prior year period – 27,185 metres or $0.9 million) and approximately 13,708 metres or $0.9 million of drilling were capitalized (same prior year period – 10,608 metres or $0.4 million ). In addition, approximately 4,463 metres or $1.3 million of tunnelling were completed and expensed as part of mining costs (same prior year period – 3,793 metres or $1.1 million), and approximately 5,690 metres or $1.9 million of horizontal tunnels, raises, and declines were completed and capitalized (same prior year period – 6,861 metres or $2.1 million).
| (iii) | Kuanping Project |
Activities at the Kuanping Project in Fiscal 2024 have been focused on completing studies and reports as required to construct the mine. As of September 30, 2023, the Company has completed studies on environmental, water, and soil assessments, and all these reports have been submitted to and approved by the relevant provincial authorities. An updated mineral resources estimate report prepared as per Chinese standards is currently under review by the relevant provincial authorities. The Company is also in the process of preparing a report, incorporating the mineral resources development and utilization plan, reclamation plan, and environmental rehabilitation plan, to be submitted to the relevant provincial authorities before the commencement to construct the mine.
| (iv) | BYP Mine |
The BYP Mine was placed on care and maintenance in August 2014 due to required capital upgrades to sustain its ongoing production and the market environment. The Company is conducting activities to apply for a new mining license, but the process has taken longer than expected. No guarantee can be given 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) | La Yesca Project |
The La Yesca Project was placed on hold and no further exploration activities are planned.
| Management’s Discussion and Analysis | Page 10 |
SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three and Six Months Ended September 30, 2023
(Expressed in thousands of U.S. dollars, except per share data or unless otherwise stated)
| (c) | Annual Operating Outlook |
All references to Fiscal 2024 Guidance in this MD&A refer to the “Fiscal 2024 Operating Outlook” section in the Company’s Fiscal 2023 Annual MD&A dated May 24, 2023 (“Fiscal 2024 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 the six months ended September 30, 2023 compared to the respective Fiscal 2024 Guidance:
| Head grades | Metal production | Production costs | ||||||||||||||||||||||||||||||||||||||||||
Ore processed (tonnes) | Gold (g/t) | Silver (g/t) | Lead (%) | Zinc (%) | Gold (oz) | Silver (Koz) | Lead (Klbs) | Zinc (Klbs) | Cash cost ($/t) | AISC ($/t) | ||||||||||||||||||||||||||||||||||
| Six months ended September 30, 2023 | ||||||||||||||||||||||||||||||||||||||||||||
| Ying Mining District | 421,677 | 0.14 | 244 | 3.5 | 0.7 | 4,010 | 3,103 | 30,400 | 4,310 | 84.54 | 138.42 | |||||||||||||||||||||||||||||||||
| GC Mine | 134,525 | - | 75 | 1.3 | 2.7 | - | 267 | 3,481 | 7,112 | 64.25 | 94.12 | |||||||||||||||||||||||||||||||||
| Consolidated | 556,202 | 0.10 | 203 | 3.0 | 1.2 | 4,010 | 3,370 | 33,881 | 11,422 | 79.53 | 141.53 | |||||||||||||||||||||||||||||||||
| . | ||||||||||||||||||||||||||||||||||||||||||||
| Fiscal 2024 Guidance | ||||||||||||||||||||||||||||||||||||||||||||
| Ying Mining District | 770,000-810,000 | 0.20 | 267 | 3.9 | 0.8 | 4,400 - 5,500 | 6,180-6,500 | 62,950-65,630 | 9,120-9,520 | 90.4-92.6 | 143.8-148.8 | |||||||||||||||||||||||||||||||||
| GC Mine | 330,000-360,000 | - | 75 | 1.2 | 2.9 | 0-0 | 620-670 | 7,530-8,180 | 18,530-20,140 | 50.3-52.3 | 79.6-84.2 | |||||||||||||||||||||||||||||||||
| Consolidated | 1,100,000-1,170,000 | 0.14 | 208 | 3.1 | 1.4 | 4,400 - 5,500 | 6,800-7,170 | 70,480-73,810 | 27,650-29,660 | 78.2-80.5 | 136.4-142.4 | |||||||||||||||||||||||||||||||||
| % of Fiscal 2024 Guidance* | ||||||||||||||||||||||||||||||||||||||||||||
| Ying Mining District | 53 | % | 70 | % | 91 | % | 90 | % | 88 | % | 81 | % | 49 | % | 47 | % | 46 | % | 92 | % | 95 | % | ||||||||||||||||||||||
| GC Mine | 39 | % | 0 | % | 100 | % | 108 | % | 93 | % | 0 | % | 41 | % | 44 | % | 37 | % | 125 | % | 115 | % | ||||||||||||||||||||||
| Consolidated | 49 | % | 71 | % | 98 | % | 97 | % | 86 | % | 81 | % | 48 | % | 47 | % | 40 | % | 100 | % | 102 | % | ||||||||||||||||||||||
*Percentage caculated based on mid-point of the related Fiscal 2024 Guidance
| (ii) | Development and Capital Expenditures |
The following table summarizes the development work and capitalized expenditures for the six months ended September 30, 2023 compared to the respective Fiscal 2024 Guidance.
| Capitalized Development and Expenditures | Expensed | |||||||||||||||||||||||||||||||||||||||
| Ramp Development | Exploration and Development Tunnels | Drilling | Equipment & Mill and TSF | Mining | Drilling | |||||||||||||||||||||||||||||||||||
| (Metres) | ($ Thousand) | (Metres) | ($ Thousand) | (Metres) | ($ Thousand) | ($ Thousand) | ($ Thousand) | (Metres) | (Metres) | |||||||||||||||||||||||||||||||
| Six months ended September 30, 2023 | ||||||||||||||||||||||||||||||||||||||||
| Ying Mining District | 5,756 | $ | 4,205 | 39,550 | $ | 15,243 | 73,693 | $ | 2,632 | 5,696 | $ | 27,776 | 17,903 | 48,905 | ||||||||||||||||||||||||||
| GC Mine | - | 195 | 5,690 | 1,722 | 13,708 | 938 | 193 | 3,048 | 4,463 | 24,477 | ||||||||||||||||||||||||||||||
| Corporate and other | - | - | - | - | - | 127 | 23 | 150 | - | - | ||||||||||||||||||||||||||||||
| Consolidated | 5,756 | $ | 4,400 | 45,240 | $ | 16,965 | 87,401 | $ | 3,697 | $ | 5,912 | $ | 30,974 | 22,366 | 73,382 | |||||||||||||||||||||||||
| Fiscal 2024 Guidance | ||||||||||||||||||||||||||||||||||||||||
| Ying Mining District | 8,800 | 6,300 | 57,200 | 23,900 | 146,400 | 4,200 | 21,800 | 56,200 | 25,800 | 71,400 | ||||||||||||||||||||||||||||||
| GC Mine | - | - | 14,700 | 6,400 | 30,200 | 800 | 700 | 7,900 | 5,300 | 24,800 | ||||||||||||||||||||||||||||||
| Corporate and other | - | - | - | - | - | - | 600 | 600 | - | - | ||||||||||||||||||||||||||||||
| Consolidated | 8,800 | $ | 6,300 | 71,900 | $ | 30,300 | 176,600 | $ | 5,000 | $ | 23,100 | $ | 64,700 | 31,100 | 96,200 | |||||||||||||||||||||||||
| Percentage of Fiscal 2024 Guidance | ||||||||||||||||||||||||||||||||||||||||
| Ying Mining District | 65 | % | 67 | % | 69 | % | 64 | % | 50 | % | 63 | % | 26 | % | 49 | % | 69 | % | 68 | % | ||||||||||||||||||||
| GC Mine | - | - | 39 | % | 27 | % | 45 | % | 117 | % | 28 | % | 39 | % | 84 | % | 99 | % | ||||||||||||||||||||||
| Corporate and other | - | - | - | - | 0 | % | 0 | % | 4 | % | 25 | % | - | - | ||||||||||||||||||||||||||
| Consolidated | 65 | % | 70 | % | 63 | % | 56 | % | 49 | % | 74 | % | 26 | % | 48 | % | 72 | % | 76 | % | ||||||||||||||||||||
| (iii) | Operating Outlook |
To improve the operational efficiencies at the Ying Mining District, the Company has ordered 20 scoop trams for the purpose to increasingly pivot to shrinkage ore mining with LHD loading, and to reduce the labour-intensive mucking associated with resuing mining. A mobile XRT Ore Sorting System is being installed at the processing plant to address the higher anticipated dilution associated with shrinkage mining.
To preserve capital, instead of the original plan to build a new 3,000 tonnes per day (“tpd”) mill and to abolish the existing No. 1 Mill, the Company is currently considering an alternative approach to add a new production line with 1,500 tpd capacity at the No. 2 Mill, which would increase the processing capacity at the Ying Mining District to 4,000 tpd. The Company will provide additional details when available.
| Management’s Discussion and Analysis | Page 11 |
SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three and Six Months Ended September 30, 2023
(Expressed in thousands of U.S. dollars, except per share data or unless otherwise stated)
| (d) | Update on the Transactions with OreCorp |
On August 6, 2023, the Company and OreCorp Limited(ASX: ORR) (“OreCorp”) announced the signing of a binding scheme implementation deed (the “Agreement”) whereby Silvercorp will acquire all fully-paid ordinary shares of OreCorp not held by Silvercorp or its associates (the “OreCorp Shares”), pursuant to an Australian scheme of arrangement under Part 5.1 of the Corporations Act 2001 (Cth) (the “Scheme”), subject to the satisfaction and/or waiver of various conditions, and whereby each holder of OreCorp Shares will receive, for each OreCorp Share held, A$0.15 in cash and 0.0967 of a Silvercorp common shares.
Concurrently with entering into the Agreement, the Company and OreCorp entered into a placement agreement, whereby Silvercorp agreed to purchase 70,411,334 new fully-paid ordinary shares of OreCorp at a price of A$0.40 per OreCorp Share for aggregate proceeds of approximately $18.5 million (A$28.0 million). The placement was completed in August 2023, and as a result, the Company holds approximately 15% of the total outstanding ordinary shares of OreCorp. Proceeds from the placement are being used to carry out resettlement activities as contemplated in the Relocation Action Plan, facilitating the prompt development of the Nyanzaga Gold Project, located in the Mwanza region, Tanzania. OreCorp holds an 84% interest in the Nyanzaga Gold Project, in partnership with the Government of Tanzania.
The OreCorp Board has unanimously approved the transaction and has recommended that all OreCorp shareholders vote in favour of the Scheme at the meeting of the shareholders of OreCorp (the “Scheme Meeting”), in the absence of a superior proposal and subject to the independent expert appointed by OreCorp (the “Independent Expert”) concluding (and continuing to conclude) that the Scheme is in the best interests of OreCorp shareholders.
The Scheme is subject to customary closing conditions for a transaction of this nature, including but not limited to:
| ● | OreCorp shareholders approving the Scheme at the Scheme Meeting, currently set for early December 2023; |
| ● | Approval of the Federal Court of Australia; |
| ● | The Independent Expert issuing an Independent Expert’s Report which concludes (and continues to conclude) that the Scheme is in the best interests of OreCorp shareholders; |
| ● | Tanzanian Fair Competition Commission (“FCC”) and any other applicable approvals; |
| ● | OreCorp performance rights and OreCorp options being dealt with such that none will remain in existence on completion of the Scheme; |
| ● | No material adverse change and no prescribed occurrence in relation to either Silvercorp or OreCorp; |
| ● | Approval for quotation on TSX and NYSE of the Silvercorp common shares to be issued to OreCorp shareholders as the scrip component of the consideration; and |
| ● | Other customary conditions. |
Under the Agreement, Silvercorp has agreed to use reasonable endeavours to apply for admission of Silvercorp to the official list of Australian Securities Exchange (the “ASX”) and the Company has submitted an application to the ASX for preliminary suitability review. If ASX has provided Silvercorp with conditional approval for admission to the official list of ASX by the business day before the date of the second court hearing, OreCorp shareholders (other than ineligible shareholders) may elect to receive the scrip component of the consideration in the form of CHESS Depositary Interests (which may be traded on ASX) instead of in the form of Silvercorp common shares. If conditional approval is not provided by ASX by the business day before the date of the second court hearing, all OreCorp shareholders (other than ineligible shareholders) would receive the scrip component of the consideration in the form of Silvercorp shares, tradable on the TSX and NYSE American.
The Agreement also contains customary deal protection mechanisms, including no talk and no due diligence provisions, (subject to a fiduciary out exception) and no shop, as well as notification and matching rights for
| Management’s Discussion and Analysis | Page 12 |
SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three and Six Months Ended September 30, 2023
(Expressed in thousands of U.S. dollars, except per share data or unless otherwise stated)
Silvercorp in the event of a competing proposal. The transaction may incur a capital gains tax payable under Tanzanian legislation. A break fee of approximately A$2.8 million shall be payable by OreCorp to Silvercorp if the Agreement is terminated as a result of certain specified circumstances.
The first court hearing by the Federal Court of Australia was held on November 2, 2023, and the Federal Court of Australia made orders:
| ● | Directing OreCorp to convene a meeting of OreCorp shareholders (other than Silvercorp and its associates) to consider and vote on the Scheme (Scheme Meeting); and |
| ● | Approving the despatch of an explanatory statement providing information about the Scheme together with the notice of the Scheme Meeting (together, the Scheme Booklet) to OreCorp shareholders (other than Silvercorp and its associates). |
The Scheme Booklet, including the notice of the Scheme Meeting as well as an Independent Expert’s Report and an Independent Expert’s Report and Independent Limited Assurance Report, was despatched to OreCorp shareholders on November 8, 2023, following the registration of the Scheme Booklet with the Australian Securities and Investments Commission.
On November 6, 2023, OreCorp received a Merger Clearance Certificate (dated November 3, 2023) from FCC with an approval of the proposed acquisition by the Company of all fully-paid ordinary shares of OreCorp not held by Silvercorp.
| 4. | Investment in Associates |
| (a) | Investment in New Pacific Metals Corp. (“NUAG”) |
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.
In September 2023, the Company participated in a bought deal financing of common shares of NUAG and acquired an additional 2,541,890 common shares of NUAG for a cost of $5.0 million. As a result of the financing, the Company’s ownership in NUAG was diluted to 27.4% and a dilution gain of $733 was recorded on the unaudited condensed consolidated interim statements of income.
As at September 30, 2023, the Company owned 46,893,506 common shares of NUAG (March 31, 2023 – 44,351,616), representing an ownership interest of 27.4% (March 31, 2023 – 28.2%).
The summary of the investment in NUAG common shares and its market value as at the respective reporting dates are as follows:
| Value of NUAG’s | ||||||||||||
| common shares per | ||||||||||||
| Number of shares | Amount | quoted market price | ||||||||||
| Balance, April 1, 2022 | 44,042,216 | $ | 49,437 | $ | 140,275 | |||||||
| Purchase from open market | 309,400 | 874 | ||||||||||
| Share of net loss | (2,411 | ) | ||||||||||
| Share of other comprehensive loss | (894 | ) | ||||||||||
| Foreign exchange impact | (3,753 | ) | ||||||||||
| Balance, March 31, 2023 | 44,351,616 | $ | 43,253 | $ | 119,621 | |||||||
| Participation in bought deal | 2,541,890 | 4,982 | ||||||||||
| Dilution Gain | 733 | |||||||||||
| Share of net loss | (1,111 | ) | ||||||||||
| Share of other comprehensive loss | (3 | ) | ||||||||||
| Foreign exchange impact | 15 | |||||||||||
| Balance, September 30, 2023 | 46,893,506 | $ | 47,869 | $ | 81,162 | |||||||
| Management’s Discussion and Analysis | Page 13 |
SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three and Six Months Ended September 30, 2023
(Expressed in thousands of U.S. dollars, except per share data or unless otherwise stated)
| (b) | Investment in Tincorp Metals Inc. (“TIN”) |
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.
On December 15, 2022, the Company participated in a non-brokered private placement of TIN and purchased 4,000,000 units at a cost of $1.2 million. Each unit was comprised of one TIN common share and one-half common share purchase warrant at exercise price of CAD$0.65 per share. The common share purchase warrant expires on December 15, 2024.
As at September 30, 2023, the Company owned 19,514,285 common shares of TIN (March 31, 2023 – 19,514,285), representing an ownership interest of 29.3% (March 31, 2023 – 29.3%).
The table below summarize the investment in TIN common shares and its market value as at the respective reporting dates.
| Number of shares | Amount | Value of TIN’s common shares per quoted market price | ||||||||||
| Balance, April 1, 2022 | 15,514,285 | $ | 7,404 | $ | 6,208 | |||||||
| Participation in private placement | 4,000,000 | 1,181 | ||||||||||
| Dilution loss | (107 | ) | ||||||||||
| Share of net loss | (490 | ) | ||||||||||
| Share of other comprehensive income | 8 | |||||||||||
| Foreign exchange impact | (554 | ) | ||||||||||
| Balance, March 31, 2023 | 19,514,285 | $ | 7,442 | $ | 6,777 | |||||||
| Share of net loss | (234 | ) | ||||||||||
| Foreign exchange impact | 11 | |||||||||||
| Balance, September 30, 2023 | 19,514,285 | $ | 7,219 | $ | 6,206 | |||||||
| Management’s Discussion and Analysis | Page 14 |
SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three and Six Months Ended September 30, 2023
(Expressed in thousands of U.S. dollars, except per share data or unless otherwise stated)
| 5. | 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 two 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 2024 | Quarter Ended | Period ended | ||||||||||
| (In thousands of USD, other than per share amounts) | Jun 30, 2023 | Sep 30, 2023 | Sep 30, 2023 | |||||||||
| Revenue | $ | 60,006 | $ | 53,992 | $ | 113,998 | ||||||
| Cost of mine operations | 36,705 | 33,049 | 69,754 | |||||||||
| Income from mine operations | 23,301 | 20,943 | 44,244 | |||||||||
| Corporate general and administrative expenses | 3,650 | 3,810 | 7,460 | |||||||||
| Foreign exchange loss (gain) | 2,227 | (1,314 | ) | 913 | ||||||||
| Share of loss in associates | 640 | 705 | 1,345 | |||||||||
| Dilution gain on investment in associate | - | (733 | ) | (733 | ) | |||||||
| Loss (gain) on investments | (1,086 | ) | 603 | (483 | ) | |||||||
| Other items | (130 | ) | 912 | 782 | ||||||||
| Income from operations | 18,000 | 16,960 | 34,960 | |||||||||
| Finance items | (1,434 | ) | (1,688 | ) | (3,122 | ) | ||||||
| Income tax expenses | 6,221 | 3,878 | 10,099 | |||||||||
| Net income | 13,213 | 14,770 | 27,983 | |||||||||
| Net income attributable to equity holders of the Company | 9,217 | 11,050 | 20,267 | |||||||||
| Basic earnings (loss) per share | 0.05 | 0.06 | 0.11 | |||||||||
| Diluted earnings (loss) per share | 0.05 | 0.06 | 0.11 | |||||||||
| Cash dividend declared | 2,214 | - | 2,214 | |||||||||
| Cash dividend declared per share | 0.0125 | - | 0.0125 | |||||||||
| Other financial information | ||||||||||||
| Total assets | 680,422 | |||||||||||
| Total liabilities | 104,436 | |||||||||||
| Total equity attributable to equity holders of the Company | 489,200 | |||||||||||
| 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 | ||||||||||
| Cost 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 | 0.00 | 0.12 | ||||||||||||||
| Diluted earnings (loss) per share | 0.06 | (0.01 | ) | 0.07 | 0.00 | 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 | |||||||||||||||||||
| Management’s Discussion and Analysis | Page 15 |
SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three and Six Months Ended September 30, 2023
(Expressed in thousands of U.S. dollars, except per share data or unless otherwise stated)
| Fiscal 2022 | Quarter Ended | Year Ended | ||||||||||||||||||
| (In thousands of USD, other than per share amounts) | Jun 30, 2021 | Sep 30, 2021 | Dec 31, 2021 | Mar 31, 2022 | Mar 31, 2022 | |||||||||||||||
| Revenue | $ | 58,819 | $ | 58,435 | $ | 59,079 | $ | 41,590 | $ | 217,923 | ||||||||||
| Cost of mine operations | 33,315 | 34,823 | 37,603 | 27,881 | 133,622 | |||||||||||||||
| Income from mine operations | 25,504 | 23,612 | 21,476 | 13,709 | 84,301 | |||||||||||||||
| Corporate general and administrative expenses | 3,838 | 3,749 | 3,310 | 3,284 | 14,181 | |||||||||||||||
| Foreign exchange loss (gain) | 450 | (2,063 | ) | (1,813 | ) | 3,159 | (267 | ) | ||||||||||||
| Share of loss in associates | 396 | 469 | 403 | 920 | 2,188 | |||||||||||||||
| Loss (gain) on equity investments | 722 | 3,365 | (1,101 | ) | 499 | 3,485 | ||||||||||||||
| Other items | 314 | 460 | 1,481 | (106 | ) | 2,149 | ||||||||||||||
| Income from operations | 19,784 | 17,632 | 19,196 | 5,953 | 62,565 | |||||||||||||||
| Finance items | (1,265 | ) | (481 | ) | 8,171 | (932 | ) | 5,493 | ||||||||||||
| Income tax expenses (recovery) | 4,817 | 5,355 | 3,093 | 523 | 13,788 | |||||||||||||||
| Net income | 16,232 | 12,758 | 7,932 | 6,362 | 43,284 | |||||||||||||||
| Net income attributable to equity holders of the Company | 12,212 | 9,393 | 5,063 | 3,966 | 30,634 | |||||||||||||||
| Basic earnings per share | 0.07 | 0.05 | 0.03 | 0.02 | 0.17 | |||||||||||||||
| Diluted earnings per share | 0.07 | 0.05 | 0.03 | 0.02 | 0.20 | |||||||||||||||
| Cash dividend declared | 2,202 | - | 2,211 | 4,413 | ||||||||||||||||
| Cash dividend declared per share | 0.0125 | - | 0.0125 | 0.025 | ||||||||||||||||
| Other financial information | ||||||||||||||||||||
| Total assets | 723,538 | |||||||||||||||||||
| Total liabilities | 103,424 | |||||||||||||||||||
| Total attributable shareholders’ equity | 512,396 | |||||||||||||||||||
| (b) | Overview of Q2 Fiscal 2024 Financial Results |
Net income attributable to equity shareholders of the Company in Q2 Fiscal 2024 was $11.1 million or $0.06 per share, compared to a net loss of $1.7 million or loss of $0.01 per share in Q2 Fiscal 2023.
Compared to Q2 Fiscal 2023, the Company’s consolidated financial results in the current quarter were mainly impacted by i) increases of 38%, 27%, and 2%, respectively, in the realized selling prices for gold, silver, and lead, and a decrease of 27% in the realized selling price for zinc; ii) an increase of 110% in gold sold and decreases of 12%, 12% and 23% respectively, in silver, lead and zinc sold; iii) a dilution gain of $0.7 million arising from the investment in NUAG; iv) a decrease of $1.0 million in the loss on mark-to-market investments; v) a decrease of $3.0 million in foreign exchange gain; and vi) no impairment charges while a total of $20.2 million impairment charges against the mineral rights and properties were recorded in Q2 Fiscal 2023.
Revenue in Q2 Fiscal 2024 was $54.0 million, up 4% compared to $51.7 million in Q2 Fiscal 2023. The increase is mainly due to the increase in net realized selling prices for silver, gold and lead offset by the decreases in silver, lead and zinc sold.
| Management’s Discussion and Analysis | Page 16 |
SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three and Six Months Ended September 30, 2023
(Expressed in thousands of U.S. dollars, except per share data or unless otherwise stated)
The following table summarizes the metals sold, net realized selling price and revenue achieved for each metal.
| Three months ended September 30, 2023 | Three months ended September 30, 2022 | |||||||||||||||||||||||
Ying Mining District | GC | Consolidated | Ying Mining District | GC | Consolidated | |||||||||||||||||||
| Metal Sales | ||||||||||||||||||||||||
| Gold (ounces) | 2,515 | - | 2,515 | 1,200 | - | 1,200 | ||||||||||||||||||
| Silver (in thousands of ounces) | 1,498 | 80 | 1,578 | 1,649 | 140 | 1,789 | ||||||||||||||||||
| Lead (in thousands of pounds) | 14,275 | 900 | 15,175 | 15,587 | 1,681 | 17,268 | ||||||||||||||||||
| Zinc (in thousands of pounds) | 2,163 | 2,415 | 4,578 | 1,882 | 4,058 | 5,940 | ||||||||||||||||||
| Revenue | ||||||||||||||||||||||||
| Gold (in thousands of $) | 4,565 | - | 4,565 | 1,579 | - | 1,579 | ||||||||||||||||||
| Silver (in thousands of $) | 29,990 | 1,163 | 31,153 | 26,064 | 1,651 | 27,715 | ||||||||||||||||||
| Lead (in thousands of $) | 12,358 | 769 | 13,127 | 13,294 | 1,406 | 14,700 | ||||||||||||||||||
| Zinc (in thousands of $) | 1,736 | 1,879 | 3,615 | 2,128 | 4,290 | 6,418 | ||||||||||||||||||
| Other (in thousands of $) | 1,190 | 342 | 1,532 | 894 | 433 | 1,327 | ||||||||||||||||||
| 49,839 | 4,153 | 53,992 | 43,959 | 7,780 | 51,739 | |||||||||||||||||||
| Average Selling Price, Net of Value Added Tax and Smelter Charges | ||||||||||||||||||||||||
| Gold ($ per ounce) | 1,815 | - | 1,815 | 1,316 | - | 1,316 | ||||||||||||||||||
| Silver ($ per ounce) | 20.02 | 14.54 | 19.74 | 15.81 | 11.79 | 15.50 | ||||||||||||||||||
| Lead ($ per pound) | 0.87 | 0.85 | 0.87 | 0.85 | 0.84 | 0.85 | ||||||||||||||||||
| Zinc ($ per pound) | 0.80 | 0.78 | 0.79 | 1.13 | 1.06 | 1.08 | ||||||||||||||||||
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 SME, excluding gold, include VAT. The following table is a comparison among the Company’s net realized selling prices, prices quoted on SME, and prices quoted on London Metal Exchange (“LME”):
| Silver (in US$/ounce) | Gold (in US$/ounce) | Lead (in US$/pound) | Zinc (in US$/pound)
| |||||||||||||||||||||||||||||
| Q2 F2024 | Q2 F2023 | Q2 F2024 | Q2 F2023 | Q2 F2024 | Q2 F2023 | Q2 F2024 | Q2 F2023 | |||||||||||||||||||||||||
| Net realized selling prices | $ | 19.74 | $ | 15.50 | $ | 1,815 | $ | 1,316 | $ | 0.87 | $ | 0.85 | $ | 0.79 | $ | 1.08 | ||||||||||||||||
| SME | $ | 24.53 | $ | 19.40 | $ | 1,974 | $ | 1,744 | $ | 1.00 | $ | 0.99 | $ | 1.31 | $ | 1.62 | ||||||||||||||||
| LME | $ | 23.57 | $ | 19.23 | $ | 1,929 | $ | 1,730 | $ | 0.98 | $ | 0.90 | $ | 1.11 | $ | 1.46 | ||||||||||||||||
Costs of mine operations in Q2 Fiscal 2024 were $33.0 million, down 12% compared to $37.4 million in Q2 Fiscal 2023. Items included in costs of mine operations are as follows:
| Q2 Fiscal 2024 | Q2 Fiscal 2023 | Change | ||||||||||
| Production costs | $ | 21,268 | $ | 25,398 | -16 | % | ||||||
| Depreciation and amortization | 6,515 | 7,354 | -11 | % | ||||||||
| Mineral resource taxes | 1,597 | 1,308 | 22 | % | ||||||||
| Government fees and other taxes | 751 | 556 | 35 | % | ||||||||
| General and administrative | 2,918 | 2,762 | 6 | % | ||||||||
| $ | 33,049 | 37,378 | -12 | % | ||||||||
Production costs expensed in Q2 Fiscal 2024 were $21.3 million, down 16% compared to $25.4 million in Q2 Fiscal 2023. The decrease was mainly due to less metals sold and a decrease of 6% in per tonne production costs. The production costs expensed represent approximately 264,100 tonnes of ore processed and expensed at $80.53 per tonne, compared to approximately 295,100 tonnes of ore processed and expensed at $86.07 per tonne in Q2 Fiscal 2023.
The increase in the mineral resource taxes and government fees and other taxes was mainly due to higher revenue achieved in Q2 Fiscal 2024. 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.
| Management’s Discussion and Analysis | Page 17 |
SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three and Six Months Ended September 30, 2023
(Expressed in thousands of U.S. dollars, except per share data or unless otherwise stated)
Mine general and administrative expenses for the mine operations in Q2 Fiscal 2024 were $2.9 million, comparable to $2.8 million in Q2 Fiscal 2023. Items included in general and administrative expenses for the mine operations are as follows:
| Q2 Fiscal 2024 | Q2 Fiscal 2023 | Change | ||||||||||
| Amortization and depreciation | $ | 264 | $ | 301 | -12 | % | ||||||
| Office and administrative expenses | 840 | 767 | 10 | % | ||||||||
| Professional Fees | 124 | 111 | 12 | % | ||||||||
| Salaries and benefits | 1,690 | 1,583 | 7 | % | ||||||||
| $ | 2,918 | $ | 2,762 | 6 | % | |||||||
Income from mine operations in Q2 Fiscal 2024 was $20.9 million, up 46% compared to $14.4 million in Q2 Fiscal 2023. Income from mine operations at the Ying Mining District was $21.8 million, compared to $12.9 million in Q2 Fiscal 2023. Loss from mine operations at the GC Mine was $0.7 million, compared to income of $1.5 million in Q2 Fiscal 2023.
Corporate general and administrative expenses in Q2 Fiscal 2024 were $3.8 million, up 10% compared to $3.5 million in Q2 Fiscal 2023. Items included in corporate general and administrative expenses are as follows:
| Q1 Fiscal 2024 | Q1 Fiscal 2023 | Change | ||||||||||
| Amortization and depreciation | $ | 148 | $ | 142 | 4 | % | ||||||
| Office and administrative expenses | 516 | 460 | 12 | % | ||||||||
| Professional Fees | 239 | 55 | 335 | % | ||||||||
| Salaries and benefits | 1,541 | 1,699 | -9 | % | ||||||||
| Share-based compensation | 1,366 | 1,120 | 22 | % | ||||||||
| $ | 3,810 | $ | 3,476 | 10 | % | |||||||
Foreign exchange gain in Q2 Fiscal 2024 was $1.3 million compared to $4.3 million in Q2 Fiscal 2023. The foreign exchange gain or loss is mainly driven by the exchange rates of the US dollar and the Australian dollar against the Canadian dollar.
Loss on investments in Q2 Fiscal 2024 was $0.6 million, compared to $1.6 million in Q2 Fiscal 2023. The loss was mainly due to the changes in value of mark-to-market equity investments.
Share of loss in associates in Q2 Fiscal 2024 was $0.7 million, compared to $0.8 million in Q2 Fiscal 2023. Share of loss in an associate represents the Company’s equity pickup in NUAG and TIN.
Dilution gain on investment in associates in Q2 Fiscal 2024 was $0.7 million, compared to $nil in Q2 Fiscal 2023. In Q2 Fiscal 2024, the Company’s ownership in NUAG was diluted to 27.4% from 28.2%.
Impairment of mineral rights and properties in Q2 Fiscal 2024 was $nil million, compared to $20.2 million in Q2 Fiscal 2023. In Q2 Fiscal 2023, the Company decided not to plan further significant work at the Las Yesca Project and an impairment charge of $20.2 was recorded.
Finance income in Q2 Fiscal 2024 was $1.7 million compared to $1.1 million in Q2 Fiscal 2023. The Company invests in short-term investments which include term deposits, money market instruments, and bonds.
Finance costs in Q2 Fiscal 2024 was $0.1 million compared to $0.1 million in Q2 Fiscal 2023. The finance costs primarily comprised of the following:
| Q2 Fiscal 2024 | Q2 Fiscal 2023 | |||||||
| Interest on lease obligation | $ | 6 | $ | 12 | ||||
| Unwinding of discount of environmental rehabilitation provision | 48 | 61 | ||||||
| $ | 54 | $ | 73 | |||||
Income tax expenses in Q2 Fiscal 2024 were $3.9 million, down 29% compared to $3.8 million in Q2 Fiscal 2023. The income tax expense recorded in Q2 Fiscal 2024 included a current income tax expense of $2.5 million (Q2
| Management’s Discussion and Analysis | Page 18 |
SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three and Six Months Ended September 30, 2023
(Expressed in thousands of U.S. dollars, except per share data or unless otherwise stated)
Fiscal 2023 - $2.4 million) and a deferred income tax expense of $1.4 million (Q2 Fiscal 2023 - $1.4 million). The current income tax expenses in Q2 Fiscal 2024 included withholding tax expenses of $nil (Q2 Fiscal 2023- $1.3 million), which was paid at a rate of 10% on dividends distributed out of China.
| (c) | Overview of the Financial Results for the six months ended September 30, 2023 |
Net income attributable to equity shareholders of the Company for the six months ended September 30, 2023 was $20.3 million or $0.11 per share, compared to net income of $8.5 million or $0.05 per share in the same prior year period.
Compared to the same prior year period, the Company’s consolidated financial results for the six months ended September 30, 2023 were mainly impacted by i) an increase of 74% in gold sold, and decreases of 8%, 11% and 11%, respectively, in silver, lead and zinc sold; ii) increases of 22% and 16%, respectively, in the realized selling price for gold and silver, and decreases of 3% and 30%, respectively, in the realized selling prices for lead and zinc; iii) a negative impact of $6.9 million in foreign exchange; iv) an improvement of $4.8 million in mark-to-market investments, and v) $nil impairment charge while a $20.2 million impairment charge was against the mineral rights and properties in the same prior year period.
Revenue for the six months ended September 30, 2023 was $114.0 million, down 1% compared to $115.3 million in the same prior year period. The decrease is mainly due to the decreases of silver, lead and zinc sold offset by the increase of gold sold and the net realized selling prices in gold and silver. The following table summarizes the metals sold, net realized selling price and revenue achieved for each metal.
| Six months ended September 30, 2023 | Six months ended September 30, 2022 | |||||||||||||||||||||||
Ying Mining District | GC | Consolidated | Ying Mining District | GC | Consolidated | |||||||||||||||||||
Metal Sales | ||||||||||||||||||||||||
| Gold (ounces) | 4,010 | - | 4,010 | 2,300 | - | 2,300 | ||||||||||||||||||
| Silver (in thousands of ounces) | 3,129 | 264 | 3,393 | 3,408 | 296 | 3,704 | ||||||||||||||||||
| Lead (in thousands of pounds) | 29,277 | 3,228 | 32,505 | 32,347 | 4,046 | 36,393 | ||||||||||||||||||
| Zinc (in thousands of pounds) | 4,295 | 7,203 | 11,498 | 3,917 | 8,951 | 12,868 | ||||||||||||||||||
| Revenue | ||||||||||||||||||||||||
| Gold (in thousands of $) | 7,080 | - | 7,080 | 3,332 | - | 3,332 | ||||||||||||||||||
| Silver (in thousands of $) | 62,351 | 3,954 | 66,305 | 58,390 | 3,774 | 62,164 | ||||||||||||||||||
| Lead (in thousands of $) | 25,004 | 2,718 | 27,722 | 28,329 | 3,486 | 31,815 | ||||||||||||||||||
| Zinc (in thousands of $) | 3,527 | 5,747 | 9,274 | 4,667 | 10,253 | 14,920 | ||||||||||||||||||
| Other (in thousands of $) | 2,453 | 1,164 | 3,617 | 2,203 | 897 | 3,100 | ||||||||||||||||||
| 100,415 | 13,583 | 113,998 | 96,921 | 18,410 | 115,331 | |||||||||||||||||||
| Average Selling Price, Net of Value Added Tax and Smelter Charges | ||||||||||||||||||||||||
| Gold ($ per ounce) | 1,766 | - | 1,766 | 1,449 | - | 1,449 | ||||||||||||||||||
| Silver ($ per ounce) | 19.93 | 14.98 | 19.54 | 17.13 | 12.75 | 16.78 | ||||||||||||||||||
| Lead ($ per pound) | 0.85 | 0.84 | 0.85 | 0.88 | 0.86 | 0.88 | ||||||||||||||||||
| Zinc ($ per pound) | 0.82 | 0.80 | 0.81 | 1.19 | 1.15 | 1.16 | ||||||||||||||||||
Costs of mine operations for the six months ended September 30, 2023 were $69.8 million, down 8% compared to $76.1 million in the same prior year period. Items included in costs of mine operations are as follows:
| Six months ended September 30, | ||||||||||||
| 2023 | 2022 | Change | ||||||||||
| Production costs | $ | 45,566 | $ | 51,542 | -12 | % | ||||||
| Depreciation and amortization | 14,178 | 14,912 | -5 | % | ||||||||
| Mineral resource taxes | 2,963 | 2,848 | 4 | % | ||||||||
| Government fees and other taxes | 1,408 | 1,340 | 5 | % | ||||||||
| General and administrative | 5,639 | 5,426 | 4 | % | ||||||||
| $ | 69,754 | 76,068 | -8 | % | ||||||||
Production costs expensed for the six months ended September 30, 2023 were $45.6 million, down 12% compared to $51.5 million in the same prior year period. The increase was mainly due to less metals sold and a
| Management’s Discussion and Analysis | Page 19 |
SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three and Six Months Ended September 30, 2023
(Expressed in thousands of U.S. dollars, except per share data or unless otherwise stated)
decrease of 6% in per tonne production costs. The production costs expensed represent approximately 573,000 tonnes of ore processed and expensed at $79.53 per tonne, compared to approximately 610,000 tonnes of ore processed and expensed at $84.50 per tonne in the same prior year period.
Mine general and administrative expenses for the mine operations for the six months ended September 30, 2023 were $5.6 million, up 4% compared to $5.4 million in the same prior year period. Items included in general and administrative expenses for the mine operations are as follows:
| Six months ended September 30, | ||||||||||||
| 2023 | 2022 | Change | ||||||||||
| Amortization and depreciation | $ | 541 | $ | 618 | -12 | % | ||||||
| Office and administrative expenses | 1,548 | 1,386 | 12 | % | ||||||||
| Professional Fees | 227 | 233 | -3 | % | ||||||||
| Salaries and benefits | 3,323 | 3,189 | 4 | % | ||||||||
| $ | 5,639 | $ | 5,426 | 4 | % | |||||||
Income from mine operations for the six months ended September 30, 2023 was $44.2 million, up 13% compared to $39.3 million in the same prior year period. Income from mine operations at the Ying Mining District was $43.5 million, compared to $34.3 million in the same prior year period. Income from mine operations at the GC Mine was $0.9 million, compared to $5.2 million in the same prior year period.
Corporate general and administrative expenses for the six months ended September 30, 2023 were $7.5 million, up 6% compared to $7.0 million in the same prior year period. Items included in corporate general and administrative expenses are as follows:
| Six months ended September 30, | ||||||||||||
| 2023 | 2022 | Change | ||||||||||
| Amortization and depreciation | $ | 296 | $ | 291 | 2 | % | ||||||
| Office and administrative expenses | 1,057 | 815 | 30 | % | ||||||||
| Professional Fees | 414 | 363 | 14 | % | ||||||||
| Salaries and benefits | 2,956 | 3,272 | -10 | % | ||||||||
| Share-based compensation | 2,737 | 2,292 | 19 | % | ||||||||
| $ | 7,460 | $ | 7,033 | 6 | % | |||||||
Foreign exchange loss for the six months ended September 30, 2023 was $0.9 million compared to a gain of $6.0 million in the same prior year period. The foreign exchange gain or loss is mainly driven by the exchange rates of the US dollar and the Australian dollar against the Canadian dollar.
Gain on investments for the six months ended September 30, 2023 was $0.5 million, compared to a loss of $4.3 million in the same prior year period. The gain or loss was mainly due to the changes in value of mark-to-market equity investments.
Share of loss in an associate for the six months ended September 30, 2023 was $1.3 million, compared to $1.5 million in the same prior year period. Share of loss in an associate represents the Company’s equity pickup in NUAG and TIN.
Dilution gain on investment in associate for the six months ended September 30, 2023 was $0.7 million, compared to $nil in the same prior year period. As at September 30, 2023, the Company’s ownership in NUAG was diluted to 27.4% from 28.2% as at March 31, 2023.
Impairment of mineral rights and properties for the six months ended September 30, 2023 was $nil million, compared to $20.2 million in the same prior year period. In Q2 Fiscal 2023, the Company decided not to plan further significant work at the Las Yesca Project and an impairment charge of $20.2 was recorded.
Finance income for the six months ended September 30, 2023 was $3.2 million compared to $2.4 million in the same prior year period. The Company invests in short-term investments which include term deposits, money market instruments, and bonds.
| Management’s Discussion and Analysis | Page 20 |
SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three and Six Months Ended September 30, 2023
(Expressed in thousands of U.S. dollars, except per share data or unless otherwise stated)
Finance costs for the six months ended September 30, 2023 was $0.1 million compared to $0.6 million in the same prior year period. The finance costs primarily comprised of the following:
| Six months ended September 30, | ||||||||
| 2023 | 2022 | |||||||
| Interest on lease obligation | $ | 13 | $ | 26 | ||||
| Unwinding of discount of environmental rehabilitation provision | 101 | 124 | ||||||
| Impairment charges against debt investment | - | 445 | ||||||
| $ | 114 | $ | 595 | |||||
Income tax expenses for the six months ended September 30, 2023 were $10.1 million, up 2% compared to $9.9 million in the same prior year period. The income tax expense recorded for the six months ended September 30, 2023 included a current income tax expense of $7.4 million (same prior year period - $6.4 million) and a deferred income tax expense of $2.7 million (same prior year period - $3.5 million). The current income tax expenses for the six months ended September 30, 2023 included withholding tax expenses of $2.5 million (same prior year period- $2.6 million), which was paid at a rate of 10% on dividends distributed out of China.
| 6. | 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 well as the cash flow activities during the period.
| As at | September 30, 2023 | March
31, 2023 | Changes | |||||||||
| Cash and cash equivalents | $ | 119,098 | $ | 145,692 | $ | (26,594 | ) | |||||
| Short-term investments | 69,993 | 57,631 | 12,362 | |||||||||
| $ | 189,091 | $ | 203,323 | $ | (14,232 | ) | ||||||
| Working capital | $ | 154,330 | $ | 177,808 | $ | (23,478 | ) | |||||
| Three months ended September 30, | Six months ended September 30, | |||||||||||||||||||||||
| 2023 | 2022 | Changes | 2023 | 2022 | Changes | |||||||||||||||||||
| Cash flow | ||||||||||||||||||||||||
| Cash provided by operating activities | $ | 28,844 | $ | 14,064 | $ | 14,780 | $ | 57,725 | $ | 54,240 | $ | 3,485 | ||||||||||||
| Cash provided by (used in) investing activities | (51,064 | ) | 17,252 | (68,316 | ) | (72,180 | ) | 26,307 | (98,487 | ) | ||||||||||||||
| Cash provided by (used in) financing activities | (637 | ) | (4,995 | ) | 4,358 | (10,163 | ) | (11,887 | ) | 1,724 | ||||||||||||||
| Increase (decrease) in cash and cash equivalents | (22,857 | ) | 26,321 | (49,178 | ) | (24,618 | ) | 68,660 | (93,278 | ) | ||||||||||||||
| Effect of exchange rate changes on cash and cash equivalents | (1,323 | ) | (10,212 | ) | 8,889 | (1,976 | ) | (15,592 | ) | 13,616 | ||||||||||||||
| Cash and cash equivalents, beginning of the period | 143,278 | 150,261 | (6,983 | ) | 145,692 | 113,302 | 32,390 | |||||||||||||||||
| Cash and cash equivalents, end of the period | $ | 119,098 | $ | 166,370 | $ | (47,272 | ) | $ | 119,098 | $ | 166,370 | $ | (47,272 | ) | ||||||||||
Cash, cash equivalents and short-term investments as at September 30, 2023 were $189.1 million, down 7% or $14.2 million compared to $203.3 million as at March 31, 2023. The decrease is mainly due to i) $30.1 million spent on mineral rights and property development expenditures and the acquisition of plant and equipment; ii) $27.5 million investment in an associate and other investments; iii) $10.2 million used in financing activities; and offset by iv) $57.7 million cash from operations.
Working capital as at September 30, 2023 was $154.3 million, down 13% compared to $177.8 million as at March 31, 2023.
Cash flow provided by operating activities in Q2 Fiscal 2024 was $28.8 million, up $14.7 million, compared to $14.1 million in Q2 Fiscal 2023. The increase was due to:
| ● | $25.6 million cash flow from operating activities before changes in non-cash operating working capital, up $4.7 million, compared to $20.9 million in Q2 Fiscal 2023, and the increase was mainly due to higher income from mine operations; and |
| ● | $3.2 million cash provided by the changes in non-cash working capital, compared to $6.8 million use in Q2 |
| Management’s Discussion and Analysis | Page 21 |
SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three and Six Months Ended September 30, 2023
(Expressed in thousands of U.S. dollars, except per share data or unless otherwise stated)
Fiscal 2023.
For the six months ended September 30, 2023, cash flow provided by operating activities was $57.7 million, up $3.5 million compared to $54.2 million. Before changes in non-cash operating working capital, cash flow from operating activities was $49.5 million, down $2.6 million compared to $52.1 million for the same prior year period.
Cash flow used in investing activities in Q2 Fiscal 2024 was $51.1 million, compared to $17.3 million cash provided in Q2 Fiscal 2023, and comprised mostly of:
| ● | $20.9 million spent on investment in short-term investments (Q2 Fiscal 2023 - $18.3 million); |
| ● | $18.5 million spent on investment in other investments (Q2 Fiscal 2023 - $nil); |
| ● | $12.1 million spent on mineral exploration and development expenditures (Q2 Fiscal 2023 - $6.9 million); |
| ● | $5.0 million spent on investment in an associate (Q2 Fiscal 2023 - $0.2 million); |
| ● | $3.3 million spent to acquire plant and equipment (Q2 Fiscal 2023 - $4.5 million); offset by, |
| ● | $7.6 million proceeds from the redemptions of short-term investments (Q2 Fiscal 2023 - $47.1 million); |
| ● | $0.8 million proceeds from disposal of other investments (Q1 Fiscal 2023 - $nil). |
For the six months ended September 30, 2023, cash flow used in investing activities was $72.2 million, compared to $26.3 million provided by the same prior year period, and comprised mostly of:
| ● | $29.5 million spent on investment in short-term investments (same prior year period - $80.3 million); |
| ● | $24.0 million spent on mineral exploration and development expenditures (same prior year period - $22.8 million); |
| ● | $22.1 million spent on the acquisition of other investments (same prior year period - $1.8 million); |
| ● | $5.0 million spent on investment in an associate (same prior year period - $0.8 million); |
| ● | $6.6 million spent to acquire plant and equipment (same prior year period - $6.7 million); offset by, |
| ● | $13.5 million proceeds from the redemptions of short-term investments (same prior year period - $138.0 million); |
| ● | $0.8 million proceeds from the disposal of other investments (same prior year period - $0.5 million). |
Cash flow used in financing activities in Q2 Fiscal 2024 was $0.6 million, compared to $5.0 million cash from financing activities in Q2 Fiscal 2023, and comprised mostly of:
| ● | $0.1 million lease payment (Q2 Fiscal 2023 - $0.2 million); |
| ● | $0.6 million spent to buy back 196,554 common shares of the Company under the Normal Course Issuer Bid (Q2 Fiscal 2023 - $1.2 million to buy back 503,247 common shares); and |
| ● | $nil in distributions to non-controlling shareholders (Q2 Fiscal 2023 - $3.6 million). |
Cash flow used in financing activities for the six months ended September 30, 2023 was $10.2 million, compared to $11.9 million in the same prior year period, and comprised mostly of:
| ● | $0.1 million lease payment (same prior year period - $0.3 million); |
| ● | $7.2 million in distributions to non-controlling shareholders (same prior year period - $7.3 million); |
| ● | $2.2 million cash dividends paid to equity holders of the Company (same prior year period - $2.2 million); |
| ● | $0.6 million spent to buy back 196,554 common shares of the Company under the Normal Course Issuer Bid (same prior year period - $2.1 million spent to buy back 838,237 common shares). |
| Management’s Discussion and Analysis | Page 22 |
SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three and Six Months Ended September 30, 2023
(Expressed in thousands of U.S. dollars, except per share data or unless otherwise stated)
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.
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.
As at September 30, 2023, the Company has cash, cash equivalents, and short-term investments of $189.1 million and working capital of $154.3 million. The Company’s financial position at September 30, 2023 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 2024 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 September 30, 2023.
| Within a year | 2-5 years | Total | ||||||||||
| Accounts payable and accrued liabilities | $ | 44,877 | $ | - | $ | 44,877 | ||||||
| Deposit received | 3,851 | - | 3,851 | |||||||||
| Lease obligation | 273 | 183 | 456 | |||||||||
| Income tax payable | 927 | - | 927 | |||||||||
| $ | 49,928 | $ | 183 | $ | 50,111 | |||||||
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.
As at September 30, 2023, the Company has working capital of $154.3 million (March 31, 2023 - $177.8 million). The Company believes it has sufficient capital to meet its cash needs for the next 12 months, including the cost of compliance with continuous reporting requirements.
| 7. | 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.
| Management’s Discussion and Analysis | Page 23 |
SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three and Six Months Ended September 30, 2023
(Expressed in thousands of U.S. dollars, except per share data or unless otherwise stated)
As at September 30, 2023, the total inflated and undiscounted amount of estimated cash flows required to settle the Company’s environmental rehabilitation provision was $9.6 million (March 31, 2023 - $10.2 million) over the next twenty years, which has been discounted using an average discount rate of 2.83% (March 31, 2023 – 2.83%).
The accretion of the discounted charge for the six months ended September 30, 2023 was $0.1 million (same prior year period - $0.1 million), and reclamation expenditures incurred in Q2 Fiscal 2024 was $0.4 million (same prior year period - $0.2 million).
| 8. | 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 USD 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, Mexico, and Tanzania; environmental risks; risks related to its relations with employees and local communities where the Company operates, and emerging risks relating to the spread of COVID-19, 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 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 condensed interim consolidated financial statements for the three and six months ended September 30, 2023 under Note 20 “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.
| Management’s Discussion and Analysis | Page 24 |
SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three and Six Months Ended September 30, 2023
(Expressed in thousands of U.S. dollars, except per share data or unless otherwise stated)
Foreign exchange risk
The Company reports its financial statements in US dollars. The functional currency of the head office, Canadian subsidiaries and all intermediate holding companies is CAD and the functional currency of all Chinese subsidiaries is RMB. The functional currency of New Infini and its subsidiaries is USD. 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 Canadian dollar against the U.S. dollar and the Australian dollar as at September 30, 2023 is summarized as follows:
| Cash and cash equivelents | Short-term investments | Other investments | Accounts payable and accrued liabilities | Net financial assets explosure | Effect of +/- 10% change in currency | |||||||||||||||||||
| US dollar | $ | 67,790 | $ | 2,772 | $ | 2,530 | $ | (330 | ) | $ | 72,762 | $ | 7,276 | |||||||||||
| Australian dollar | 240 | - | 25,536 | - | 25,776 | 2,578 | ||||||||||||||||||
| $ | 68,030 | $ | 2,772 | $ | 28,066 | $ | (330 | ) | $ | 98,538 | $ | 9,854 | ||||||||||||
Interest rate risk
The Company is exposed to interest rate risk on its cash equivalents and short-term investments. As at September 30, 2023, all of its interest-bearing cash equivalents and short-term investments earn interest at market rates that are fixed to maturity or at variable interest rates with terms of less than one year. The Company monitors its exposure to changes in interest rates on cash equivalents and short-term investments. 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.
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 balance sheet 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 September 30, 2023 (at March 31, 2023 - $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 June 30, 2023, 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 and other comprehensive income of $3.3 million and $0.1 million, respectively.
| (b) | Metal Price Risk |
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.
| Management’s Discussion and Analysis | Page 25 |
SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three and Six Months Ended September 30, 2023
(Expressed in thousands of U.S. dollars, except per share data or unless otherwise stated)
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; 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 joint venture partners or under its permits or licenses.
| (c) | Uncertainty in the Estimation of Mineral Resources and Mineral Reserves, and Metal Recovery |
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 herein are estimates only 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 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 existing known and experienced recoveries will continue.
| (d) | COVID-19 and Other Pandemics |
The spread of COVID-19 impacted our operations, our employees and our contractors, not only as it related to significant health concerns, but also in terms of governmental restrictions on, and in some cases suspensions of, our operations, limitations on the movement of people and supplies, inflation and cost escalation availability of food and other goods, and personal well-being, among others. Our suppliers and service providers were also similarly impacted.
While COVID-19 had significant, direct impacts on our operations, our business, our workforce, and our production, the extent to which COVID-19, or other pathogens that might emerge, will impact our operations in the future is highly uncertain and cannot be predicted with confidence.
| Management’s Discussion and Analysis | Page 26 |
SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three and Six Months Ended September 30, 2023
(Expressed in thousands of U.S. dollars, except per share data or unless otherwise stated)
Moreover, the continued presence of, or spread, of COVID-19 or other pathogens globally may have material adverse effects on the economies and financial markets of many countries, resulting in an economic downturn that could have significant impacts on commodity prices, demand for metals, investor confidence, and general financial market liquidity, all of which may adversely affect our business and the market price of our common shares, as well as impacting our suppliers and commercial partners. In addition, such a pandemic could also impact our ability to raise capital and cause continued interest rate volatility that could make obtaining financing or refinancing our debt obligations more challenging or more expensive (if such financing is available at all). Inflationary pressures relating to COVID-19 global financial support measures and current supply chain challenges continue to have both direct and indirect impacts and could worsen with additional outbreaks or the spread of global pathogens.
| (e) | Permits, licenses and national security clearance |
All mineral resources and mineral reserves of the Company’s subsidiaries are owned by their respective governments, and mineral exploration and mining activities 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. 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. No guarantee can be given that the national security clearance for Zhonghe Silver Project 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.
Nearly all mining projects require government approval. There can be no certainty that approvals necessary to develop and operate mines on the Company’s properties will be granted or renewed in a timely and/or economical manner, or at all.
In addition, China has further strengthened its national security review of foreign investment. The Measures will continue to create an additional layer of uncertainty with respect to foreign investment. Investment plans, timetables, terms and conditions for closing for investment must consider the timing and contingency of obtaining approval from the national security review process.
| (f) | Title to properties |
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.
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
| Management’s Discussion and Analysis | Page 27 |
SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three and Six Months Ended September 30, 2023
(Expressed in thousands of U.S. dollars, except per share data or unless otherwise stated)
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.
| (g) | Operations and political conditions |
All the Company’s material operations are located in China. These operations are subject to the risks normally associated with conducting business in China, which has different regulatory and legal standards than North America. Some of these risks are more prevalent in countries which are less developed or have emerging economies, including uncertain political and economic environments, as well as risks of civil disturbances or other risks which may limit or disrupt a project, restrict the movement of funds or result in the deprivation of contractual rights or the taking of property by nationalization or expropriation without fair compensation, risk of adverse changes in laws or policies, increases in foreign taxation or royalty obligations, license fees, permit fees, delays in obtaining or the inability to obtain necessary governmental permits, limitations on ownership and repatriation of earnings, and foreign exchange controls and currency devaluations.
In addition, the Company may face import and export regulations, including export restrictions, disadvantages of competing against companies from countries that are not subject to similar laws, restrictions on the ability to pay dividends offshore, and risk of loss due to disease and other potential endemic health issues. Although the Company is not currently experiencing any significant or extraordinary problems in China arising from such risks, there can be no assurance that such problems will not arise in the future. The Company currently does not carry political risk insurance coverage.
The Company’s interests in its mineral properties are held through joint venture companies established under and governed by the laws of China. The Company’s joint venture partners in China include state-sector entities and, like other state-sector entities, their actions and priorities may be dictated by government policies instead of purely commercial considerations. Additionally, companies with a foreign ownership component operating in China may be required to work within a framework which is different from that imposed on domestic Chinese companies. The Chinese government currently allows foreign investment in certain mining projects under central government guidelines. There can be no assurance that these guidelines will not change in the future.
| (h) | Regulatory environment in China |
The Company’s principal mining operations are in China. The laws of China differ significantly from those of Canada and all such laws are subject to change. Mining is subject to potential risks and liabilities associated with pollution of the environment and disposal of waste products occurring as a result of mineral exploration and production.
Failure to comply with applicable laws and regulations may result in enforcement actions and may also include corrective measures requiring capital expenditures, installation of additional equipment or remedial actions. Parties engaged in mining operations may be required to compensate those suffering loss or damage by reason of mining activities and may have civil or criminal fines or penalties imposed for violations of applicable laws and regulations. China’s legislation is undergoing a relatively fast transformation with some old laws superseded by newly enacted laws. New laws and regulations, amendments to existing laws and regulations, administrative interpretation of existing laws and regulations, or more stringent enforcement of existing laws and regulations could create risks or uncertainty for investors in mineral projects or have a material adverse impact on future cash flow, results of operations and the financial condition of the Company.
In addition, China has further strengthened its national security review of foreign investment. The measures will
| Management’s Discussion and Analysis | Page 28 |
SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three and Six Months Ended September 30, 2023
(Expressed in thousands of U.S. dollars, except per share data or unless otherwise stated)
continue to create an additional layer of uncertainty with respect to foreign investment. Investment plans, timetables, terms and conditions for closing for investment must take into account the timing and contingency of obtaining approval from the national security review process.
| (i) | Environmental and safety risks |
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. 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.
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 the Company and may cause material changes or delays in the Company’s intended activities. There can be no assurance that the Company has 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 the Company’s business, results of operations or financial condition. It is possible that future changes in these laws or regulations could have a significant adverse impact on some portion of the Company’s business, causing the Company to re-evaluate those activities at that time. The Company’s compliance with environmental laws and regulations entails uncertain costs.
| (j) | Risks and hazards of mining operations |
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 COVID-19 pandemic, 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 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.
| (k) | Cybersecurity Risks |
The Company is subject to cybersecurity risks including unauthorized access to privileged information, destroying 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
| Management’s Discussion and Analysis | Page 29 |
SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three and Six Months Ended September 30, 2023
(Expressed in thousands of U.S. dollars, except per share data or unless otherwise stated)
assurance that measures we take to ensure the integrity of our systems will provide protection, especially because cyberattack techniques used change frequently or are not recognized until successful. The Company has not experienced any material cybersecurity incident in the past, but there can be no assurance that the Company will not experience a material cybersecurity incident in the future. If our systems are compromised, do not operate properly or are disable, 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.
| (l) | 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 cost 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.
| (m) | Claims and Legal Proceeding Risks |
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
| Management’s Discussion and Analysis | Page 30 |
SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three and Six Months Ended September 30, 2023
(Expressed in thousands of U.S. dollars, except per share data or unless otherwise stated)
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.
| 9. | Off-Balance Sheet Arrangements |
The Company does not have any off-balance sheet arrangements.
| 10. | Transactions with Related Parties |
Related party transactions are made on terms agreed upon with the related parties. The balances with related parties are unsecured. Related party transactions not disclosed elsewhere in this MD&A are as follows:
| September 30, 2023 | March 31, 2023 | |||||||
| NUAG (a) | $ | 214 | $ | 51 | ||||
| TIN (b) | 46 | 37 | ||||||
| $ | 260 | $ | 88 | |||||
| (a) | 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 six months ended September 30, 2023, the Company recovered $0.2 million and $0.5 million, respectively (three and six months ended September 30, 2022 - $0.2 million and $0.3 million, respectively) from NUAG for services rendered and expenses incurred on behalf of NUAG. The costs recovered from NUAG were recorded as a direct reduction of general and administrative expenses on the unaudited condensed consolidated statements of income. |
| (b) | 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 six months ended September 30, 2023, the Company recovered $0.05 million and $0.13 million, respectively (three and six months ended September 30, 2022 - $0.04 million and $0.1 million, respectively,), from TIN for services rendered and expenses incurred on behalf of TIN. The costs recovered from TIN were recorded as a direct reduction of general and administrative expenses on the unaudited condensed consolidated statements of income. |
| 11. | Alternative Performance (Non-IFRS) 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-IFRS) measures that do not have standardized meaning prescribed by IFRS and 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. 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 six months ended September 30, 2023 and 2022:
| (a) | Adjusted Earnings and Adjusted Earnings per Share |
Adjusted earnings and adjusted earnings per share are non-IFRS 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, 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, but rather should be evaluated in conjunction with such IFRS 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
| Management’s Discussion and Analysis | Page 31 |
SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three and Six Months Ended September 30, 2023
(Expressed in thousands of U.S. dollars, except per share data or unless otherwise stated)
adjustments and reversal, foreign exchange gain or loss, dilution gain or loss, share-based compensation, share of gain or loss of associates, and gain or loss on investments. 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 earning per share.
| Three
months ended September 30, | Six
months ended September 30, | |||||||||||||||
| 2023 | 2022 | 2023 | 2022 | |||||||||||||
| Net income (loss) as reported for the period | $ | 14,770 | $ | (10,202 | ) | $ | 27,983 | $ | 3,882 | |||||||
| Adjustments, net of tax | ||||||||||||||||
| Share-based compensation included in general and administrative | 1,366 | 1,120 | $ | 2,737 | $ | 2,292 | ||||||||||
| Foreign exchange loss (gain) | (1,314 | ) | (4,340 | ) | 913 | (5,996 | ) | |||||||||
| Share of loss in associates | 705 | 771 | 1,345 | 1,499 | ||||||||||||
| Loss (gain) on investments | 603 | 1,596 | (483 | ) | 4,267 | |||||||||||
| Dilution gain on investment in associates | (733 | ) | - | (733 | ) | – | ||||||||||
| Impairment charges to mineral rights and properties | - | 20,211 | - | 20,211 | ||||||||||||
| Impairment loss on bonds investments included in finance costs | - | - | - | 445 | ||||||||||||
| Adjusted earnings for the period | $ | 15,397 | $ | 9,156 | $ | 31,762 | $ | 26,600 | ||||||||
| Non-controlling interest as reported | 3,720 | (8,490 | ) | 7,716 | (4,575 | ) | ||||||||||
| Adjustments to non-controlling interest | - | 10,894 | - | 10,894 | ||||||||||||
| Adjusted non-controlling interest | 3,720 | 2,404 | 7,716 | 6,319 | ||||||||||||
| Adjusted earnings attributable to equity holders | $ | 11,677 | $ | 6,752 | $ | 24,046 | $ | 20,281 | ||||||||
| Adjusted earnings per share attributable to the equity shareholders of the Company | ||||||||||||||||
| Basic adjusted earning per share | $ | 0.07 | $ | 0.04 | $ | 0.14 | $ | 0.11 | ||||||||
| Diluted adjusted earning per share | $ | 0.06 | $ | 0.04 | $ | 0.13 | $ | 0.11 | ||||||||
| Basic weighted average shares outstanding | 176,844,107 | 176,693,226 | 176,885,599 | 177,007,901 | ||||||||||||
| Diluted weighted average shares outstanding | 179,750,876 | 179,245,850 | 179,792,368 | 179,375,066 | ||||||||||||
| (b) | Working Capital |
Working capital is an alternative performance (non-IFRS) measure calculated as current asset less current liabilities. Working capital dose not have any standardized meaning prescribed by IFRS 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-IFRS) 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.
The following table provides a reconciliation of the Company’s production in silver equivalent:
| Six months ended September 30, 2023 | Six months ended September 30, 2022 | |||||||||||||||||||||||
Ying Mining District | GC | Consolidated | Ying Mining District | GC | Consolidated | |||||||||||||||||||
| Gold production (ounces) | 4,010 | - | 4,010 | 2,300 | - | 2,300 | ||||||||||||||||||
| Realized selling price for gold ($/ounce) | 1,766 | - | 1,766 | 1,449 | - | 1,449 | ||||||||||||||||||
| Realized selling price for silver ($/ounce) | 19.93 | 14.98 | 19.54 | 17.13 | 12.75 | 16.78 | ||||||||||||||||||
| Production | ||||||||||||||||||||||||
| Gold coverted into silver (in thousands of ounces) | 355 | - | 355 | 195 | - | 195 | ||||||||||||||||||
| Silver production (in thousands of ounces) | 3,103 | 267 | 3,370 | 3,353 | 305 | 3,658 | ||||||||||||||||||
| Silver Equivalent (in thousands ounces) | 3,458 | 267 | 3,725 | 3,548 | 305 | 3,853 | ||||||||||||||||||
| Q2 Fiscal 2024 | Q2 Fiscal 2023 | |||||||||||||||||||||||
Ying Mining District | GC | Consolidated | Ying Mining District | GC | Consolidated | |||||||||||||||||||
| Gold production (ounces) | 2,458 | - | 2,458 | 1,200 | - | 1,200 | ||||||||||||||||||
| Realized selling price for gold ($/ounce) | 1,815 | - | 1,815 | 1,316 | - | 1,316 | ||||||||||||||||||
| Realized selling price for silver ($/ounce) | 20.02 | 14.54 | 19.74 | 15.81 | 11.79 | 15.50 | ||||||||||||||||||
| Production | ||||||||||||||||||||||||
| Gold coverted into silver (in thousands of ounces) | 225 | - | 225 | 100 | - | 100 | ||||||||||||||||||
| Silver production (in thousands of ounces) | 1,506 | 84 | 1,590 | 1,657 | 141 | 1,798 | ||||||||||||||||||
| Silver Equivalent (in thousands ounces) | 1,731 | 84 | 1,815 | 1,757 | 141 | 1,898 | ||||||||||||||||||
| Management’s Discussion and Analysis | Page 32 |
SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three and Six Months Ended September 30, 2023
(Expressed in thousands of U.S. dollars, except per share data or unless otherwise stated)
| (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-IFRS 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 is calculated by deducting revenue from the sales of all metals other than silver 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 cost accretion, lease liability payments, and sustaining capital expenditures. 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 relate to the current production activities. 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 September 30, 2023 | Three months ended September 30, 2022 | |||||||||||||||||||||||||||||||||||||||||||
| (Expressed in thousands of U.S. dollars, except ounce and per ounce amount) | Ying Mining District | GC | Other | Corporate | Consolidated | Ying Mining District | GC | Other | Corporate | Consolidated | ||||||||||||||||||||||||||||||||||
| Production costs expensed as reported | A | $ | 17,796 | $ | 3,441 | $ | 31 | $ | - | $ | 21,268 | $ | 20,967 | $ | 4,431 | $ | - | $ | - | $ | 25,398 | |||||||||||||||||||||||
| By-product sales | ||||||||||||||||||||||||||||||||||||||||||||
| Gold | (4,565 | ) | - | - | - | (4,565 | ) | (1,579 | ) | - | - | - | (1,579 | ) | ||||||||||||||||||||||||||||||
| Lead | (12,358 | ) | (769 | ) | - | - | (13,127 | ) | (13,294 | ) | (1,406 | ) | - | - | (14,700 | ) | ||||||||||||||||||||||||||||
| Zinc | (1,736 | ) | (1,879 | ) | - | - | (3,615 | ) | (2,128 | ) | (4,290 | ) | - | - | (6,418 | ) | ||||||||||||||||||||||||||||
| Other | (1,190 | ) | (342 | ) | - | - | (1,532 | ) | (894 | ) | (433 | ) | - | - | (1,327 | ) | ||||||||||||||||||||||||||||
| Total by-product sales | B | (19,849 | ) | (2,990 | ) | - | - | (22,839 | ) | (17,895 | ) | (6,129 | ) | - | - | (24,024 | ) | |||||||||||||||||||||||||||
| Total cash costs, net of by-product credits | C=A+B | (2,053 | ) | 451 | 31 | - | (1,571 | ) | 3,072 | (1,698 | ) | - | - | 1,374 | ||||||||||||||||||||||||||||||
| Add: Mineral resources tax | 1,495 | 102 | - | - | 1,597 | 1,104 | 204 | - | - | 1,308 | ||||||||||||||||||||||||||||||||||
| General and administrative | 2,156 | 671 | 91 | 3,810 | 6,728 | 1,956 | 702 | 104 | 3,476 | 6,238 | ||||||||||||||||||||||||||||||||||
| Amortization included in general and administrative | (127 | ) | (81 | ) | (56 | ) | (148 | ) | (412 | ) | (139 | ) | (88 | ) | (74 | ) | (142 | ) | (443 | ) | ||||||||||||||||||||||||
| Property evaluation and business development* | - | - | 15 | 99 | 114 | - | - | - | 71 | 71 | ||||||||||||||||||||||||||||||||||
| Government fees and other taxes | 673 | 76 | 2 | - | 751 | 467 | 89 | - | - | 556 | ||||||||||||||||||||||||||||||||||
| Reclamation accretion | 31 | 10 | 7 | - | 48 | 42 | 11 | 8 | - | 61 | ||||||||||||||||||||||||||||||||||
| Lease payment | - | - | - | 65 | 65 | - | - | - | 169 | 169 | ||||||||||||||||||||||||||||||||||
| Sustaining capital expenditures | 9,892 | 847 | 76 | 14 | 10,829 | 4,737 | 678 | - | 9 | 5,424 | ||||||||||||||||||||||||||||||||||
| All-in sustaining costs, net of by-product credits | F | 12,067 | 2,076 | 166 | 3,840 | 18,149 | 11,239 | (102 | ) | 38 | 3,583 | 14,758 | ||||||||||||||||||||||||||||||||
| Add: Non-sustaining capital expenditures | 4,315 | 285 | - | - | 4,600 | 5,305 | 390 | 272 | - | 5,967 | ||||||||||||||||||||||||||||||||||
| All-in costs, net of by-product credits | G | 16,382 | 2,361 | 166 | 3,840 | 22,749 | 16,544 | 288 | 310 | 3,583 | 20,725 | |||||||||||||||||||||||||||||||||
| Silver ounces sold (’000s) | H | 1,498 | 80 | - | - | 1,578 | 1,649 | 140 | - | - | 1,789 | |||||||||||||||||||||||||||||||||
| Cash costs per ounce of silver, net of by-product credits | C/H | $ | (1.37 | ) | $ | 5.64 | $ | - | $ | - | $ | (1.00 | ) | $ | 1.86 | $ | (12.13 | ) | $ | - | $ | - | $ | 0.77 | ||||||||||||||||||||
| All-in sustaining costs per ounce of silver, net of by-product credits | F/H | $ | 8.06 | $ | 25.95 | $ | - | $ | - | $ | 11.50 | $ | 6.82 | $ | (0.73 | ) | $ | - | $ | - | $ | 8.25 | ||||||||||||||||||||||
| All-in costs per ounce of silver, net of by-product credits | G/H | $ | 10.94 | $ | 29.51 | $ | - | $ | - | $ | 14.42 | $ | 10.03 | $ | 2.06 | $ | - | $ | - | $ | 11.58 | |||||||||||||||||||||||
| By-product credits per ounce of silver | ||||||||||||||||||||||||||||||||||||||||||||
| Gold | (3.05 | ) | - | - | - | (2.89 | ) | (0.96 | ) | - | - | - | (0.88 | ) | ||||||||||||||||||||||||||||||
| Lead | (8.25 | ) | (9.61 | ) | - | - | (8.32 | ) | (8.06 | ) | (10.04 | ) | - | - | (8.22 | ) | ||||||||||||||||||||||||||||
| Zinc | (1.16 | ) | (23.49 | ) | - | - | (2.29 | ) | (1.29 | ) | (30.64 | ) | - | - | (3.59 | ) | ||||||||||||||||||||||||||||
| Other | (0.79 | ) | (4.28 | ) | - | - | (0.97 | ) | (0.54 | ) | (3.09 | ) | - | - | (0.74 | ) | ||||||||||||||||||||||||||||
| Total by-product credits per ounce of silver | $ | (13.25 | ) | $ | (37.38 | ) | $ | - | $ | - | $ | (14.47 | ) | $ | (10.85 | ) | $ | (43.77 | ) | $ | - | $ | - | $ | (13.43 | ) | ||||||||||||||||||
| Management’s Discussion and Analysis | Page 33 |
SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three and Six Months Ended September 30, 2023
(Expressed in thousands of U.S. dollars, except per share data or unless otherwise stated)
| Six months ended September 30, 2023 | Six months ended September 30, 2022 | |||||||||||||||||||||||||||||||||||||||||||
| Ying Mining District | GC | Other | Corporate | Consolidated | Ying Mining District | GC | Other | Corporate | Consolidated | |||||||||||||||||||||||||||||||||||
| Production costs expensed as reported | A | $ | 36,431 | $ | 9,104 | $ | 31 | $ | - | $ | 45,566 | $ | 42,102 | $ | 9,440 | $ | - | $ | - | $ | 51,542 | |||||||||||||||||||||||
| By-product sales | ||||||||||||||||||||||||||||||||||||||||||||
| Gold | (7,080 | ) | - | - | - | (7,080 | ) | (3,332 | ) | - | - | - | (3,332 | ) | ||||||||||||||||||||||||||||||
| Lead | (25,004 | ) | (2,718 | ) | - | - | (27,722 | ) | (28,329 | ) | (3,486 | ) | - | - | (31,815 | ) | ||||||||||||||||||||||||||||
| Zinc | (3,527 | ) | (5,747 | ) | - | - | (9,274 | ) | (4,667 | ) | (10,253 | ) | - | - | (14,920 | ) | ||||||||||||||||||||||||||||
| Other | (2,453 | ) | (1,164 | ) | - | - | (3,617 | ) | (2,203 | ) | (897 | ) | - | - | (3,100 | ) | ||||||||||||||||||||||||||||
| Total by-product sales | B | (38,064 | ) | (9,629 | ) | - | - | (47,693 | ) | (38,531 | ) | (14,636 | ) | - | - | (53,167 | ) | |||||||||||||||||||||||||||
| Total cash costs, net of by-product credits | C=A +B | (1,633 | ) | (525 | ) | 31 | - | (2,127 | ) | 3,571 | (5,196 | ) | - | - | (1,625 | ) | ||||||||||||||||||||||||||||
| Add: Mineral resources tax | 2,631 | 332 | - | - | 2,963 | 2,359 | 489 | - | - | 2,848 | ||||||||||||||||||||||||||||||||||
| General and administrative | 4,076 | 1,386 | 177 | 7,460 | 13,099 | 3,846 | 1,347 | 233 | 7,033 | 12,459 | ||||||||||||||||||||||||||||||||||
| Amortization included in general and administrative | (259 | ) | (167 | ) | (115 | ) | (296 | ) | (837 | ) | (278 | ) | (179 | ) | (161 | ) | (291 | ) | (909 | ) | ||||||||||||||||||||||||
| Property evaluation and business development* | - | - | 22 | 201 | 223 | - | - | - | 203 | 203 | ||||||||||||||||||||||||||||||||||
| Government fees and other taxes | 1,228 | 177 | 3 | - | 1,408 | 1,128 | 212 | - | - | 1,340 | ||||||||||||||||||||||||||||||||||
| Reclamation accretion | 66 | 21 | 14 | - | 101 | 86 | 23 | 15 | - | 124 | ||||||||||||||||||||||||||||||||||
| Lease payment | - | - | - | 129 | 129 | - | - | - | 337 | 337 | ||||||||||||||||||||||||||||||||||
| Sustaining capital expenditures | 17,611 | 2,601 | 127 | 23 | 20,362 | 15,647 | 2,035 | - | 12 | 17,694 | ||||||||||||||||||||||||||||||||||
| All-in sustaining costs, net of by-product credits | F | 23,720 | 3,825 | 259 | 7,517 | 35,321 | 26,359 | (1,269 | ) | 87 | 7,294 | 32,471 | ||||||||||||||||||||||||||||||||
| Add: Non-sustaining capital expenditures | 9,652 | 514 | - | - | 10,166 | 10,493 | 828 | 461 | - | 11,782 | ||||||||||||||||||||||||||||||||||
| All-in costs, net of by-product credits | G | 33,372 | 4,339 | 259 | 7,517 | 45,487 | 36,852 | (441 | ) | 548 | 7,294 | 44,253 | ||||||||||||||||||||||||||||||||
| Silver ounces sold (’000s) | H | 3,129 | 264 | - | - | 3,393 | 3,408 | 296 | - | - | 3,704 | |||||||||||||||||||||||||||||||||
| Cash costs per ounce of silver, net of by-product credits | C/H | $ | (0.52 | ) | $ | (1.99 | ) | $ | - | $ | - | $ | (0.63 | ) | $ | 1.05 | $ | (17.55 | ) | $ | - | $ | - | $ | (0.44 | ) | ||||||||||||||||||
| All-in sustaining costs per ounce of silver, net of by-product credits | F/H | $ | 7.58 | $ | 14.49 | $ | - | $ | - | $ | 10.41 | $ | 7.73 | $ | (4.29 | ) | $ | - | $ | - | $ | 8.77 | ||||||||||||||||||||||
| All-in costs per ounce of silver, net of by-product credits | G/H | $ | 10.67 | $ | 16.44 | $ | - | $ | - | $ | 13.41 | $ | 10.81 | $ | (1.49 | ) | $ | - | $ | - | $ | 11.95 | ||||||||||||||||||||||
| By-product credits per ounce of silver | ||||||||||||||||||||||||||||||||||||||||||||
| Gold | (2.26 | ) | - | - | - | (2.09 | ) | (0.98 | ) | - | - | - | (0.90 | ) | ||||||||||||||||||||||||||||||
| Lead | (7.99 | ) | (10.30 | ) | - | - | (8.17 | ) | (8.31 | ) | (11.78 | ) | - | - | (8.59 | ) | ||||||||||||||||||||||||||||
| Zinc | (1.13 | ) | (21.77 | ) | - | - | (2.73 | ) | (1.37 | ) | (34.64 | ) | - | - | (4.03 | ) | ||||||||||||||||||||||||||||
| Other | (0.78 | ) | (4.41 | ) | - | - | (1.07 | ) | (0.65 | ) | (3.03 | ) | - | - | (0.84 | ) | ||||||||||||||||||||||||||||
| Total by-product credits per ounce of silver | $ | (12.16 | ) | $ | (36.48 | ) | $ | - | $ | - | $ | (14.06 | ) | $ | (11.31 | ) | $ | (49.45 | ) | $ | - | $ | - | $ | (14.36 | ) | ||||||||||||||||||
(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. Costs per tonne of ore processed is 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 is the mining costs divided by the tonnage of ore mined, shipping cost per tonne is the shipping costs divided by the tonnage of ore shipped from mine sites to mill sites; and milling costs per tonne is 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 costs, per tonne shipping costs, and per tonne milling costs. All-in sustaining production costs per tonne is an extension of the production costs per tonne and provides a comprehensive measure of the Company’s operating performance and ability to generate cash flows.
All-in sustaining production costs per tonne is based on the Company’s production costs, and further includes general and administrative expenses, government fees and other taxes, reclamation cost accretion, lease liability payments, and sustaining capital expenditures. 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.
| Management’s Discussion and Analysis | Page 34 |
SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three and Six Months Ended September 30, 2023
(Expressed in thousands of U.S. dollars, except per share data or unless otherwise stated)
The following table provides a reconciliation of production costs and all-in sustaining production costs per tonne of ore processed:
| Three months ended September 30, 2023 | Three months ended September 30, 2022 | |||||||||||||||||||||||||||||||||||||||||||
| (Expressed in thousands of U.S. dollars, except ounce and per ounce amount) | Ying Mining District |
GC | Other | Corporate | Consolidated | Ying Mining District |
GC | Other | Corporate | Consolidated | ||||||||||||||||||||||||||||||||||
| Production costs expensed as reported | $ | 17,796 | $ | 3,441 | $ | 31 | $ | - | $ | 21,268 | $ | 20,967 | $ | 4,431 | $ | - | $ | - | $ | 25,398 | ||||||||||||||||||||||||
| Adjustment for aggregate plant operations* | (289 | ) | - | - | - | (289 | ) | (230 | ) | - | - | - | (230 | ) | ||||||||||||||||||||||||||||||
| Changes in stockpile and concentrate inventory | ||||||||||||||||||||||||||||||||||||||||||||
| Less: stockpile and concentrate inventory – Beginning | (3,171 | ) | (41 | ) | (31 | ) | - | (3,243 | ) | (3,523 | ) | (178 | ) | (33 | ) | - | (3,734 | ) | ||||||||||||||||||||||||||
| Add: stockpile and concentrate inventory – Ending | 4,057 | 119 | - | - | 4,176 | 3,093 | 169 | 31 | - | 3,293 | ||||||||||||||||||||||||||||||||||
| Net change of depreciation and amortization charged to inventory | 77 | 12 | - | - | 89 | (10 | ) | (2 | ) | - | - | (12 | ) | |||||||||||||||||||||||||||||||
| Adjustment for foreign exchange movement | (75 | ) | (23 | ) | - | - | (98 | ) | 234 | 77 | 2 | - | 313 | |||||||||||||||||||||||||||||||
| 888 | 67 | (31 | ) | - | 924 | (206 | ) | 66 | - | - | (140 | ) | ||||||||||||||||||||||||||||||||
| Adjusted production cost | $ | 18,395 | $ | 3,508 | $ | - | $ | - | $ | 21,903 | $ | 20,531 | $ | 4,497 | $ | - | $ | - | $ | 25,028 | ||||||||||||||||||||||||
| Mining costs | A | 15,193 | 2,520 | - | - | 17,713 | 17,369 | 3,175 | - | - | 20,544 | |||||||||||||||||||||||||||||||||
| Shipping costs | B | 770 | - | - | - | 770 | 813 | - | - | - | 813 | |||||||||||||||||||||||||||||||||
| Milling Costs | C | 2,432 | 988 | - | - | 3,420 | 2,349 | 1,322 | - | - | 3,671 | |||||||||||||||||||||||||||||||||
| Total cash production cost | $ | 18,395 | $ | 3,508 | $ | - | $ | - | $ | 21,903 | $ | 20,531 | $ | 4,497 | $ | - | $ | - | $ | 25,028 | ||||||||||||||||||||||||
| General and administrative | 2,156 | 671 | 91 | 3,810 | 6,728 | 1,956 | 702 | 104 | 3,476 | 6,238 | ||||||||||||||||||||||||||||||||||
| Amortization included in general and administrative | (127 | ) | (81 | ) | (56 | ) | (148 | ) | (412 | ) | (139 | ) | (88 | ) | (74 | ) | (142 | ) | (443 | ) | ||||||||||||||||||||||||
| Property evaluation and business development | - | - | 15 | 99 | 114 | - | - | - | 71 | 71 | ||||||||||||||||||||||||||||||||||
| Government fees and other taxes | 673 | 76 | 2 | - | 751 | 467 | 89 | - | - | 556 | ||||||||||||||||||||||||||||||||||
| Reclamation accretion | 31 | 10 | 7 | - | 48 | 42 | 11 | 8 | - | 61 | ||||||||||||||||||||||||||||||||||
| Lease payment | - | - | - | 65 | 65 | - | - | - | 169 | 169 | ||||||||||||||||||||||||||||||||||
| Adjustment for aggregate plant operations | - | - | - | - | - | - | - | - | - | - | ||||||||||||||||||||||||||||||||||
| Sustaining capital expenditures | 9,892 | 847 | 76 | 14 | 10,829 | 4,737 | 678 | - | 9 | 5,424 | ||||||||||||||||||||||||||||||||||
| All-in sustaining production cost | D | $ | 31,020 | $ | 5,031 | $ | 135 | $ | 3,840 | $ | 40,026 | $ | 27,594 | $ | 5,889 | $ | 38 | $ | 3,583 | $ | 37,104 | |||||||||||||||||||||||
| Non-sustaining capital expenditures | 4,315 | 285 | - | - | 4,600 | 5,305 | 390 | 272 | - | 5,967 | ||||||||||||||||||||||||||||||||||
| All in production cost | E | $ | 35,335 | $ | 5,316 | $ | 135 | $ | 3,840 | $ | 44,626 | $ | 32,899 | $ | 6,279 | $ | 310 | $ | 3,583 | $ | 43,071 | |||||||||||||||||||||||
| Ore mined (’000s) | F | 220.636 | 52.829 | - | - | 273.465 | 215.927 | 75.054 | - | - | 290.981 | |||||||||||||||||||||||||||||||||
| Ore shipped (’000s) | G | 236.756 | 52.829 | - | - | 289.585 | 206.931 | 75.054 | - | - | 281.985 | |||||||||||||||||||||||||||||||||
| Ore milled (’000s) | H | 212.868 | 48.239 | - | - | 261.107 | 216.262 | 75.381 | - | - | 291.643 | |||||||||||||||||||||||||||||||||
| Per tonne Production cost | ||||||||||||||||||||||||||||||||||||||||||||
| Cash mining cost ($/tonne) | I=A/F | 68.86 | 47.70 | - | - | 64.77 | 80.44 | 42.30 | - | - | 70.60 | |||||||||||||||||||||||||||||||||
| Shipping costs ($/tonne) | J=B/G | 3.25 | - | - | - | 2.66 | 3.93 | - | - | - | 2.88 | |||||||||||||||||||||||||||||||||
| Cash milling costs ($/tonne) | K=C/H | 11.42 | 20.48 | - | - | 13.10 | 10.86 | 17.54 | - | - | 12.59 | |||||||||||||||||||||||||||||||||
| Cash production costs ($/tonne) | L=I+J+K | $ | 83.53 | $ | 68.18 | $ | - | $ | - | $ | 80.53 | $ | 95.23 | $ | 59.84 | $ | - | $ | - | $ | 86.07 | |||||||||||||||||||||||
| All-in sustaining production costs ($/tonne) | M=(D-A-B-C)/H+L | $ | 142.84 | $ | 99.75 | $ | - | $ | - | $ | 149.94 | $ | 127.89 | $ | 78.31 | $ | - | $ | - | $ | 127.48 | |||||||||||||||||||||||
| All in costs ($/tonne) | N=M+(E-D)/H | $ | 163.11 | $ | 105.66 | $ | - | $ | - | $ | 167.56 | $ | 152.42 | $ | 83.48 | $ | - | $ | - | $ | 147.94 | |||||||||||||||||||||||
| Six months ended September 30, 2023 | Six months ended September 30, 2022 | |||||||||||||||||||||||||||||||||||||||||||
| Ying Mining District |
GC | Other | Corporate | Consolidated | Ying Mining District |
GC | Other | Corporate | Consolidated | |||||||||||||||||||||||||||||||||||
| Production costs expensed as reported | $ | 36,431 | $ | 9,104 | $ | 31 | $ | - | $ | 45,566 | $ | 42,102 | $ | 9,440 | $ | - | $ | - | $ | 51,542 | ||||||||||||||||||||||||
| Adjustment for aggregate plant operations* | (449 | ) | - | - | - | (449 | ) | (666 | ) | - | - | - | (666 | ) | ||||||||||||||||||||||||||||||
| Changes in stockpile and concentrate inventory | ||||||||||||||||||||||||||||||||||||||||||||
| Less: stockpile and concentrate inventory – Beginning | (3,657 | ) | (246 | ) | (32 | ) | - | (3,935 | ) | (4,740 | ) | (139 | ) | (35 | ) | - | (4,914 | ) | ||||||||||||||||||||||||||
| Add: stockpile and concentrate inventory – Ending | 4,057 | 119 | - | - | 4,176 | 3,093 | 169 | 31 | - | 3,293 | ||||||||||||||||||||||||||||||||||
| Net change of depreciation and amortization charged to inventory | (10 | ) | (22 | ) | - | - | (32 | ) | (283 | ) | 3 | - | - | (280 | ) | |||||||||||||||||||||||||||||
| Adjustment for foreign exchange movement | 281 | 51 | 1 | - | 333 | 944 | 10 | 4 | - | 958 | ||||||||||||||||||||||||||||||||||
| 671 | (98 | ) | (31 | ) | - | 542 | (986 | ) | 43 | - | - | (943 | ) | |||||||||||||||||||||||||||||||
| Adjusted production cost | $ | 36,653 | $ | 9,006 | $ | - | $ | - | $ | 45,659 | $ | 40,450 | $ | 9,483 | $ | - | $ | - | $ | 49,933 | ||||||||||||||||||||||||
| Mining costs | A | 30,406 | 6,635 | - | - | 37,041 | 34,132 | 6,808 | - | - | 40,940 | |||||||||||||||||||||||||||||||||
| Shipping costs | B | 1,491 | - | - | - | 1,491 | 1,647 | - | - | - | 1,647 | |||||||||||||||||||||||||||||||||
| Milling Costs | C | 4,756 | 2,371 | - | - | 7,127 | 4,671 | 2,675 | - | - | 7,346 | |||||||||||||||||||||||||||||||||
| Total cash production cost | $ | 36,653 | $ | 9,006 | $ | - | $ | - | $ | 45,659 | $ | 40,450 | $ | 9,483 | $ | - | $ | - | $ | 49,933 | ||||||||||||||||||||||||
| General and administrative | 4,076 | 1,386 | 177 | 7,460 | 13,099 | 3,846 | 1,347 | 233 | 7,033 | 12,459 | ||||||||||||||||||||||||||||||||||
| Amortization included in general and administrative | (259 | ) | (167 | ) | (115 | ) | (296 | ) | (837 | ) | (278 | ) | (179 | ) | (161 | ) | (291 | ) | (909 | ) | ||||||||||||||||||||||||
| Property evaluation and business development | - | - | 22 | 201 | 223 | - | - | - | 203 | 203 | ||||||||||||||||||||||||||||||||||
| Government fees and other taxes | 1,228 | 177 | 3 | - | 1,408 | 1,128 | 212 | - | - | 1,340 | ||||||||||||||||||||||||||||||||||
| Reclamation accretion | 66 | 21 | 14 | - | 101 | 86 | 23 | 15 | - | 124 | ||||||||||||||||||||||||||||||||||
| Lease payment | - | - | - | 129 | 129 | - | - | - | 337 | 337 | ||||||||||||||||||||||||||||||||||
| Adjustment for aggregate plant operations | - | - | - | - | - | - | - | - | - | - | ||||||||||||||||||||||||||||||||||
| Sustaining capital expenditures | 17,611 | 2,601 | 127 | 23 | 20,362 | 15,647 | 2,035 | - | 12 | 17,694 | ||||||||||||||||||||||||||||||||||
| All-in sustaining production cost | D | $ | 59,375 | $ | 13,024 | $ | 228 | $ | 7,517 | $ | 80,144 | $ | 60,879 | $ | 12,921 | $ | 87 | $ | 7,294 | $ | 81,181 | |||||||||||||||||||||||
| Non-sustaining capital expenditures | 9,652 | 514 | - | - | 10,166 | 10,493 | 828 | 461 | - | $ | 11,782 | |||||||||||||||||||||||||||||||||
| All in production cost | E | $ | 69,027 | $ | 13,538 | $ | 228 | $ | 7,517 | $ | 90,310 | $ | 71,372 | $ | 13,749 | $ | 548 | $ | 7,294 | $ | 92,963 | |||||||||||||||||||||||
| Ore mined (’000s) | F | 434.384 | 142.301 | - | - | 576.685 | 429.965 | 161.120 | - | - | 591.085 | |||||||||||||||||||||||||||||||||
| Ore shipped (’000s) | G | 456.737 | 142.301 | - | - | 599.038 | 428.317 | 161.120 | - | - | 589.437 | |||||||||||||||||||||||||||||||||
| Ore milled (’000s) | H | 421.677 | 134.525 | - | - | 556.202 | 428.317 | 161.502 | - | - | 589.819 | |||||||||||||||||||||||||||||||||
| Per tonne Production cost | ||||||||||||||||||||||||||||||||||||||||||||
| Cash mining cost ($/tonne) | I=A/F | 70.00 | 46.63 | - | - | 64.23 | 79.38 | 42.25 | - | - | 69.26 | |||||||||||||||||||||||||||||||||
| Shipping costs ($/tonne) | J=B/G | 3.26 | - | - | - | 2.49 | 3.85 | - | - | - | 2.79 | |||||||||||||||||||||||||||||||||
| Cash milling costs ($/tonne) | K=C/H | 11.28 | 17.62 | - | - | 12.81 | 10.91 | 16.56 | - | - | 12.45 | |||||||||||||||||||||||||||||||||
| Cash production costs ($/tonne) | L=I+J+K | $ | 84.54 | $ | 64.25 | $ | - | $ | - | $ | 79.53 | $ | 94.14 | $ | 58.81 | $ | - | $ | - | $ | 84.50 | |||||||||||||||||||||||
| All-in sustaining production costs ($/tonne) | M=(D-A-B-C)/H+L | $ | 138.42 | $ | 94.12 | $ | - | $ | - | $ | 141.53 | $ | 141.84 | $ | 80.10 | $ | - | $ | - | $ | 137.48 | |||||||||||||||||||||||
| All in costs ($/tonne) | N=M+(E-D)/H | $ | 161.31 | $ | 97.94 | $ | - | $ | - | $ | 159.81 | $ | 166.33 | $ | 85.22 | $ | - | $ | - | $ | 157.45 | |||||||||||||||||||||||
| * | The operation of the aggregate plant is considered an integrated part of the operations at the Ying Mining District, and its revenue is treated as credits to offset its production costs. |
| 12. | Material Accounting Policies, Judgments, and Estimates |
| (a) | Material Accounting Policies |
The accounting policies applied in the preparation of these unaudited condensed interim consolidated financial statements are consistent with those applied and disclosed in the audited financial statements for the year ended
| Management’s Discussion and Analysis | Page 35 |
SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three and Six Months Ended September 30, 2023
(Expressed in thousands of U.S. dollars, except per share data or unless otherwise stated)
March 31, 2023 with the exception of the mandatory adoption of certain noted below:
Amendment to IAS 12 - Deferred Tax related to Assets and Liabilities arising from a Single Transaction
The amendments to IAS 12 clarify that the initial recognition exemption does not apply to transactions in which equal amounts of deductible and taxable temporary differences arise on initial recognition.
The adoption of this amendment did not have a material impact on the Company.
Amendments to IAS 1 and IFRS Practice Statement 2 – Disclosure of Accounting policies
The amendments require that an entity discloses its material accounting policies, instead of its significant accounting policies. Further amendments explain how an entity can identify a material accounting policy. Examples of when an accounting policy is likely to be material are added. To support the amendment, the IASB has also developed guidance and examples to explain and demonstrate the application of the ‘four-step materiality process’ described in IFRS Practice Statement 2. This amendment did not have a material impact on the Company’s condensed interim consolidated financial statements.
Amendments to IAS 8 – Definition of Accounting Estimates
The amendments replace the definition of a change in accounting estimates with a definition of accounting estimates. Under the new definition, accounting estimates are “monetary amounts in financial statements that are subject to measurement uncertainty.”
The definition of a change in accounting estimates was deleted. However, IASB retained the concept of changes in accounting estimates in IFRS with the following clarification:
| ● | A change in accounting estimate that results from new information or new developments is not the correction of an error. |
| ● | The effects of a change in an input or a measurement technique used to develop an accounting estimate are changes in accounting estimates if they do not result from the correction of prior period errors. |
The adoption of this amendment did not have a material impact on the Company’s condensed interim consolidated financial statements.
| (b) | Critical Judgments and Estimates |
The preparation of financial statements in conformity with IFRS requires management to make estimates and assumptions that affect the amounts reported on the consolidated financial statements. These critical accounting estimates represent management estimates and judgements that are uncertain and any changes in these estimates could materially impact the Company’s consolidated financial statements. Management continuously reviews its estimates and assumptions using the most current information available. The Company’s critical accounting policies, judgements and estimates are described in Note 2 of the unaudited condensed consolidated interim financial statements for the three and six months ended September 30, 2023, as well as the audited financial statements for the year ended March 31, 2023.
| 13. | New Accounting Standards |
Certain new accounting standards and interpretations have been published that are not effective for the current period and have not been early adopted. Management is still evaluating and does not expect any such pronouncements to have a material impact on the Company’s consolidated financial statements upon adoption.
| 14. | Other MD&A Requirements |
Additional information relating to the Company:
| (a) | may be found on SEDAR+ at www.sedarplus.ca; |
| (b) | may be found at the Company’s website www.silvercorpmetals.com; |
| (c) | may be found in the Company’s Annual Information Form; and |
| Management’s Discussion and Analysis | Page 36 |
SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three and Six Months Ended September 30, 2023
(Expressed in thousands of U.S. dollars, except per share data or unless otherwise stated)
| (d) | is also provided in the Company’s annual audited consolidated financial statements as of March 31, 2023. |
| 15. | 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 – 176,819,989 common shares with a recorded value of $256.1 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 | ||||||
| 478,000 | $ | 3.93 | 2027-04-26 | |||||
| 60,000 | $ | 4.08 | 2028-02-23 | |||||
| 487,001 | $ | 5.46 | 2025-05-26 | |||||
| 380,000 | $ | 9.45 | 2025-11-11 | |||||
| 1,405,001 | ||||||||
| (c) | Restricted Share Units (RSUs) |
Outstanding – 2,883,080 RSUs.
| 16. | 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 September 30, 2023, 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.
| 17. | 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
| Management’s Discussion and Analysis | Page 37 |
SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three and Six Months Ended September 30, 2023
(Expressed in thousands of U.S. dollars, except per share data or unless otherwise stated)
financial statements for external purposes in accordance with IFRS 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.
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. Based on the evaluation, management concluded that the Company’s internal control over financial reporting as of September 30, 2023 was effective and provides a reasonable assurance of the reliability of the Company’s financial reporting and preparation of the financial statements.
| 18. | Changes in Internal Control over Financial Reporting |
There has been no change in the Company’s internal control over financial reporting during the period ended September 30, 2023 that has materially affected or is reasonably likely to materially affect, its internal control over financial reporting.
| Management’s Discussion and Analysis | Page 38 |
SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three and Six Months Ended September 30, 2023
(Expressed in thousands of U.S. dollars, except per share data or unless otherwise stated)
| 19. | 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 | |
| Yikang Liu, Director | Derek Liu, Chief Financial Officer | |
| Paul Simpson, Director | Lon Shaver, President | |
| Marina A. Katusa, Director | Jonathon Hoyles, General Counsel | |
| Ken Robertson, 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”, “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; |
| ● | statements regarding the proposed transactions between the Company and OreCorp; |
| ● | plans, projections and estimates included in the Fiscal 2024 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,
| ● | COVID–19; |
| ● | fluctuating commodity prices; |
| ● | fluctuating currency exchange rates; |
| ● | increasing labour cost; |
| ● | exploration and development programs; |
| ● | feasibility and engineering reports; |
| Management’s Discussion and Analysis | Page 39 |
SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three and Six Months Ended September 30, 2023
(Expressed in thousands of U.S. dollars, except per share data or unless otherwise stated)
| ● | permits and licenses; |
| ● | title to our properties; |
| ● | operations and political conditions; |
| ● | regulatory environment in China, Mexico and Canada; |
| ● | environmental risks; |
| ● | mining operations; |
| ● | cybersecurity; |
| ● | climate changes; |
| ● | the completion and timing of the proposed transactions between the Company and OreCorp; |
| ● | general economic conditions; and |
| ● | matters referred to in this MD&A under the heading “Risks and Uncertainties” and other public filings of the Company. |
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 COVID-19 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 cost 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 40 |
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 September 30, 2023. |
| 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 July 1, 2023 and ended on September 30, 2023 that has materially affected, or is reasonably likely to materially affect, the issuer’s ICFR. |
Date: November 9, 2023
/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 September 30, 2023. |
| 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 July 1, 2023 and ended on September 30, 2023 that has materially affected, or is reasonably likely to materially affect, the issuer’s ICFR. |
Date: November 9, 2023
/s/ “Derek Liu”
Derek Liu
Chief Financial Officer
2