Silvercorp Announces Pricing of US$130 Million Convertible Senior Notes Offering

Trading Symbols: TSX/NYSE American: SVM 

VANCOUVER, British Columbia – November 21, 2024 – Silvercorp Metals Inc. (“Silvercorp” or the “Company”) (TSX/NYSE American: SVM) today announced that it has priced its previously announced private placement offering of US$130,000,000 aggregate principal amount of 4.75% convertible senior notes due 2029 (the "Notes" and the "Offering"). The Company also granted the initial purchasers of the Notes an option to purchase up to an additional US$20,000,000 aggregate principal amount of Notes, exercisable in whole or in part at any time until 20 days after the closing of the Offering.

The Notes will be senior unsecured obligations of the Company. The Notes will accrue interest payable semi-annually in arrears at a rate of 4.75% per annum and will mature on December 15, 2029, unless earlier repurchased, redeemed or converted. The initial conversion rate of the Notes is 216.0761 common shares of the Company ("Common Shares") per $1,000 principal amount of Notes, or an initial conversion price of approximately US$4.63 (equivalent to approximately C$6.48) per Common Share. The initial conversion price of the Notes represents a premium of approximately 30% over the last reported sale price of the Company's Common Shares on November 20, 2024, which was US$3.56 per share as reported on the NYSE American LLC.

The Notes will be convertible at the option of holders, prior to the close of business on the business day immediately preceding September 15, 2029, only under certain circumstances and during certain periods, and thereafter, at any time until the close of business on the second scheduled trading day immediately preceding the maturity date. Upon conversion, the Notes may be settled, at the Company's election, in cash, Common Shares or a combination thereof. The Notes will not be redeemable at the Company's option prior to December 20, 2027, except upon the occurrence of certain tax law changes. On or after December 20, 2027 and on or prior to the 51st scheduled trading day immediately preceding the maturity date, the Notes will be redeemable at the Company's option if the last reported sale price of the Company's Common Shares has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which the Company provides notice of redemption at a redemption price equal to 100% of the principal amount of the Notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date.

The Offering is expected to close on or about November 25, 2024, subject to customary closing conditions.

The Company estimates that the net proceeds from the sale of the Notes, after deducting initial purchaser discounts but before deducting the other estimated expenses of the offering, will be approximately US$124.2 million (or approximately US$143.5 million if the initial purchasers exercise their option to purchase additional Notes in full). The Company intends to use the net proceeds from the Offering (including any net proceeds from the sale of any additional Notes that may be sold should the initial purchasers exercise their option to purchase additional Notes) for the construction of copper-gold mining projects outside of China, for the exploration and development of other projects and for working capital.

The Notes are being offered on a private placement basis and are not being offered by way of a prospectus in Canada. The Notes and the distribution of Common Shares issuable upon conversion of the Notes have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), or any state securities laws and may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and the rules promulgated thereunder and applicable state securities laws.

This news release does not constitute an offer to sell or a solicitation of an offer to buy the Notes or any other securities and shall not constitute an offer, solicitation or sale in the United States or in any other jurisdiction in which such an offer, solicitation or sale would be unlawful prior to the registration and qualification under the securities laws of such state or jurisdiction. The Offering may be made only by means of an offering memorandum.