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

August 15, 2014

Commission File No. 0001-34184

SILVERCORP METALS INC.
(Translation of registrant's name into English)

Suite 1378 - 200 Granville Street
Vancouver, BC Canada V6C 1S4
(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.

Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes [   ] No [X]

If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):

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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: August 15, 2014 SILVERCORP METALS INC.
 
 

/s/ Maria Tang

 

Maria Tang

 

Chief Financial Officer

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EXHIBIT INDEX

EXHIBIT DESCRIPTION OF EXHIBIT
 
99.1 News Release - August 14, 2014 Silvercorp Reports Financial and Operating Results for the First Quarter of Fiscal Year 2015
99.2 Silvercorp Metals Inc. Financial Statements for the 1st Quarter ended June 30, 2014
99.3 Silvercorp Metals Inc. MD&A for the 1st Quarter ended June 30, 2014
99.4 Form 52-109F2 Certificate of interim filings- full certificate- CFO
99.5 Form 52-109F2 Certificate of interim filings- full certificate- CEO
99.6 News Release - August 15, 2014 Silvercorp announces first quarter dividend of CAD$0.025

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Exhibit 99.1

Exhibit 99.1


 
NEWS RELEASE
     
Trading Symbol: TSX: SVM
  NYSE: SVM


SILVERCORP REPORTS FINANCIAL AND OPERATING RESULTS
FOR THE FIRST QUARTER OF FISCAL YEAR 2015

VANCOUVER, British Columbia – August 14, 2014 – Silvercorp Metals Inc. (“Silvercorp” or the “Company”) (TSX: SVM) (NYSE: SVM) reported its financial and operating results for the first quarter ended June 30, 2014 (“Q1 Fiscal 2015”).

The Company is pleased that operational improvements enacted in the prior fiscal year have attributed to favourable results in all aspects of operations. Compared to the same quarter last year, silver head grade improved from 200 grams per tonne (“g/t”) to 227 g/t, lead head grade increased from 2.7% to 3.3%, cash mining cost decreased 16% to $42.77 per tonne, and overhead costs decreased by 36% to $4.8 million in Q1 Fiscal 2015. Combined with more efficient capital spending, the Company’s cash and short-term investments balance increased to $80.2 million as at the end of the quarter.

FIRST QUARTER HIGHLIGHTS

FINANCIALS

In Q1 Fiscal 2015, net income attributable to equity holders of the Company was $2.7 million or $0.02 per share compared to $4.6 million, or $0.03 per share for the three months ended June 30, 2013 (“Q1 Fiscal 2014”).

In the current quarter, the Company’s financial results were mainly impacted by the following: (i) improved production cost control yielded higher profit margins of 51% compared to 44% in the same prior year quarter, (ii) general and administrative spending declined by 36% from the prior year quarter, offset by (iii) lower metal production as silver, lead and zinc production decreased 18%, 14%,

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and 67%, respectively and (iv) lower net realized silver price of $15.79 per ounce, which is 11% lower compared to $17.66 per ounce in the same prior year quarter.

In Q1 Fiscal 2015, the Company realized sales of $30.6 million, a decrease of 23% from $39.8 million in Q1 Fiscal 2014. Metal sales were mainly impacted by a lower net realized silver price and lower production, offset by higher head grades achieved.

Cost of sales in Q1 Fiscal 2015 was $15.0 million compared to $22.5 million in Q1 Fiscal 2014 and included cash costs of $11.9 million compared to $18.9 million in Q1 Fiscal 2014. The decrease in cost of sales is attributable to an overall decrease of 11% in production costs and 20% less ore production in the quarter compared to the prior year period.

The gross profit margin in Q1 Fiscal 2015 was 51% compared to 44% in Q1 Fiscal 2014. The increase in gross profit is mainly driven by the reduction of production cost offset by decreases in silver prices.

Cash flows from operations in Q1 Fiscal 2015 were $13.8 million or $0.08 per share, compared to $17.7 million, or $0.10 per share, in Q1 Fiscal 2014.

OPERATIONS

In Q1 Fiscal 2015, the Company produced 1.1 million ounces of silver, 3,461 ounces of gold, 11.5 million pounds of lead, and 1.2 million pounds of zinc, compared to 1.4 million ounces of silver, 3,777 ounces of gold, 13.5 million pounds of lead, and 3.7 million pounds of zinc, respectively, in Q1 Fiscal 2014. Metal production in this quarter was positively impacted by improved dilution control, which resulted in a 14% and 23% increase in silver and lead head grades. This was offset by a 20% decrease in ore mined which resulted in overall lower metal production.

Including the trial mining production from the GC mine, the total metal production in the quarter was 1.27 million ounces of silver, 13.0 million pounds of lead and 3.5 million pounds of zinc.

1. Ying Mining District, Henan Province, China

In Q1 Fiscal 2015, the total ore mined at the Ying Mining District was 173,485 tonnes compared to total ore production of 233,257 tonnes in Q1 Fiscal 2014. In the current quarter, the Company’s ongoing focus on dilution control resulted in 26% lower ore production. As a result of improved dilution control, silver and lead head grades at the Ying Mining District improved 14% and 23%, respectively, to 227 g/t for silver and 3.3% for lead, from 200 g/t for silver and 2.7% for lead, respectively, in Q1 Fiscal 2014.

In Q1 Fiscal 2015, the Ying Mining District produced 1.1 million ounces of silver, 822 ounces of gold, 11.5 million pounds of lead, and 1.2 million pounds of zinc, compared to 1.4 million ounces of silver, 1,282 ounces of gold, 13.1 million pounds of lead, and 2.9 million pounds of zinc in Q1 Fiscal 2014. The decrease in metals produced is mainly due to the lower ore production offset by improved head grades experienced in the quarter.

The cost control initiatives at the Ying Mining District yielded positive results in Q1 Fiscal 2015 where total and cash mining costs per tonne were $58.35 and $46.96, a 10% and 15% decrease, respectively, compared to $65.09 and $54.95, in Q1 Fiscal 2014. The overall decrease of 15% in cash mining costs per tonne was mainly due to reductions in (i) mining preparation expenditures; (ii) labour and material costs; and (iii) mine administration costs. On a per tonne basis, labour costs decreased 40%, mine administration costs decreased 33% and mining preparation expenditures decreased 18%, respectively, as compared to Q1 Fiscal 2014.

On the foundation of production cost efficiencies and lower overhead administrative costs, the all-in sustaining cost per ounce of silver, net of by-product credits, in this quarter, improved to $8.85 compared to $11.36 in the prior year quarter.

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In Q1 Fiscal 2015, total ore milled was 169,480 tonnes, a decrease of 28% compared to 236,173 tonnes in Q1 Fiscal 2014. Cash milling costs were $12.16 compared to $12.06 in Q1 Fiscal 2014.

The consolidated operational results for the past five quarters at the Ying Mining District are summarized in the table below:

Quarterly opertional results - Ying Mining District          
  Q1 2015 Q4 2014 Q3 2014 Q2 2014 Q1 2014
  30-Jun-14 31-Mar-14 31-Dec-13 30-Sep-13 30-Jun-13
Ore Mined (tonne)          

Direct Smelting Ore (tonne)

928 393 715 503 963

Stockpiled Ore (tonne)

172,557 89,664 148,135 152,599 232,294    
  173,485 90,057 148,850 153,102 233,257  
Run of Mine Ore (tonne)          

Direct Smelting Ore (tonne)

928 393 715 503 963

Ore Milled (tonne)

168,552 90,879 149,040 156,790 235,210   
  169,480 91,272 149,755 157,293 236,173   
Metal Sales          

Silver (in thousands of ounces)

1,126 582 883 1,021 1,364

Gold (in thousands of ounces)

0.8 0.4 0.9 0.9 1.3

Lead (in thousands of pounds)

11,529 5,165 8,814 9,519 13,063

Zinc (in thousands of pounds)

1,211 883 1,572 2,199 2,926   
Head Grade of Run of Mine Ore          

Silver (gram/tonne)

227 216 202 217 200

Lead (%)

3.3 2.7 2.9 2.9 2.7

Zinc (%)

0.7 0.6 0.7 1.0 0.8   
Recovery Rate of Run of Mine Ore          

Silver (%)

93.6 92.9 93.1 92.7 92.3

Lead (%)

95.8 95.3 95.7 94.8 94.6

Zinc (%)

56.8 62.4 64.2 68.5 68.4   
Cash Mining Cost ($ per tonne) 46.96 49.04 50.59 45.22 54.95
Total Mining Costs($ per tonne) 58.35 60.85 60.89 56.08 65.09
Cash Milling Cost ($ per tonne) 12.16 15.08 16.00 14.89 12.06  
Total Milling Cost ($ per tonne) 14.48 19.93 18.60 17.29 13.62   
Cash Cost per Ounce of Silver ($) 0.46 2.82 2.00 0.49 3.23
Total Production Cost per Ounce of Silver ($) 2.92 5.86 4.39 3.41 5.33   

2. BYP Mine, Hunan Province, China

In Q1 Fiscal 2015, the BYP mine processed 30,548 tonnes of ore compared to 29,975 tonnes in Q1 Fiscal 2014. In Q1 Fiscal 2015, the Company sold 2,639 ounces of gold compared to 2,338 ounces of gold in Q1 Fiscal 2014. Gold head grade for Q1 Fiscal 2015 was 2.8 g/t compared to 2.8 g/t in Q1 Fiscal 2014.

Certain capital upgrades are necessary at the BYP mine in order to sustain ongoing production. However, in consideration of the required expenditures and the current market environment, the Company has decided to defer such capital investments until a later time. As such, in August 2014, the Company has suspended mining activities at the BYP mine. As the BYP mine is not viewed as a core asset, the Company is considering various strategic options for this project.

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Exploration and development expenditures at the BYP mine were $0.3 million in the current quarter compared to $1.6 million in the prior year quarter.

DEVELOPMENT AND EXPLORATION

1. Ying Mining District, Henan Province, China

During the quarter, the Company completed approximately 16,500 metres (“m”) of horizontal tunnels, raises and declines. Total exploration and development expenditures for the Ying Mining District were $8.1 million compared to $9.7 million in Q1 Fiscal 2014.

2. GC Project, Guangdong Province, China

During the quarter, with the temporary Safety Production Permit, the Company continued mine development, ramping up trial mining production, mill processing and stope preparation work. As at the end of July, the Company has passed the final site inspection for the Safety Production Permit. The issuance of the final Safety Production Permit is expected prior to the expiration of the temporary permit which was extended to the end of September 2014.

As part of trial mining activities in Q1 Fiscal 2015, the Company mined 48,396 tonnes of ore and milled 55,784 tonnes of ore, yielding 145,000 ounces of silver, 1.5 million pounds of lead, 2.3 million pounds of zinc and 3.6 million pounds of sulphur. The head grades at the GC mine were 110 g/t for silver, 1.4% for lead, 2.5% for zinc, and 9.0% for sulphur.

Total and cash mining cost per tonne were $64.62 and $42.23 respectively, while total and cash milling cost per tonne were $25.54 and $19.17. A summary of the operational and financial results1 of the GC mine are as follows:

GC Mine   Three months ended  
June 30, 2014  
Ore mined (tonne)   48,396  
Ore milled (tonne)   55,784  
Head Grades
Silver (gram/tonne)   110  
Lead (%)   1.4  
Zinc (%)   2.5  
Sulphur (%)   9.0  
Metal Production
Silver ('000 Oz)   145  
Lead ('000 Lb)   1,461  
Zinc ('000 Lb)   2,314  
Sulphur ('000 Lb)   3,626  
Production Cost
Cash production cost ($/tonne) $ 61.40  
Total production cost ($/tonne) $ 90.16  
Financials
Metal sales ('000s) $ 4,437  
Cash production cost ('000s) $ 2,993  
Total production cost ('000s) $ 4,376  
Cash profit margin (%)   33%  

Based on the operational results in this quarter, the Company is pleased that the GC mine is approaching its expected operational level in accordance to the guidance for this fiscal year. Prior to

_______________________________________________________
1
Production in the trial mining phase at the GC mine is excluded from the Company’s total reported production results on page 10. Revenue from metal sales is offset against cost capitalized.

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declaration of commercial production, the Company will continue to ramp up mining in the coming quarters to reach operational results that consistently and sustainably achieve our planned production. While the GC mine has not declared commercial production, revenue from metal sales is offset against costs capitalized.

In Q1 Fiscal 2015, $0.4 million (Q1 Fiscal 2014 - $6.2 million) of exploration and development expenditures were incurred at the GC mine.

Myles Gao, P.Geo., President & CEO, is the Qualified Person for Silvercorp under NI 43-101 and has reviewed and given consent to the technical information contained in this News Release.

This earnings release should be read in conjunction with the Company's Management Discussion & Analysis, Financial Statements and Notes to Financial Statements for the corresponding period, which have been posted on SEDAR at www.sedar.com and are also available on the Company's website at www.silvercorp.ca. All figures are in United States dollars unless otherwise stated.

About Silvercorp

Silvercorp is a low-cost silver-producing Canadian mining company with multiple mines in China. The Company is currently developing the GC project in southern China which it expects will become its next operating mine. The Company’s vision is to deliver shareholder value by focusing on the acquisition of under developed projects with resource potential and the ability to grow organically. For more information, please visit our website at www.silvercorp.ca.

For further information

Silvercorp Metals Inc.
Lorne Waldman
Senior Vice President
Phone: (604) 669-9397
Toll Free: 1 (888) 224-1881
Email: investor@silvercorp.ca
Website: www.silvercorp.ca

CAUTIONARY DISCLAIMER - FORWARD LOOKING STATEMENTS

Certain of the statements and information in this press release 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; the accuracy of mineral resource and mineral reserve estimates at the Company’s material properties; the sufficiency of the Company’s capital to finance the Company’s operations; estimates of the Company’s revenues and capital expenditures; estimated production from the Company’s mines in the Ying Mining District; timing of receipt of permits and regulatory approvals; availability of funds from production to finance the Company’s operations; and access to and availability of funding for future construction, use of proceeds from any financing and development of the Company’s properties.

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: fluctuating commodity prices; calculation of resources, reserves and mineralization and precious and base metal recovery; interpretations and assumptions of mineral resource and mineral reserve estimates; exploration and development programs; feasibility and engineering

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reports; permits and licences; title to properties; property interests; joint venture partners; acquisition of commercially mineable mineral rights; financing; recent market events and conditions; economic factors affecting the Company; timing, estimated amount, capital and operating expenditures and economic returns of future production; integration of future acquisitions into the Company’s existing operations; competition; operations and political conditions; regulatory environment in China and Canada; environmental risks; foreign exchange rate fluctuations; insurance; risks and hazards of mining operations; key personnel; conflicts of interest; dependence on management; internal control over financial reporting as per the requirements of the Sarbanes-Oxley Act; and bringing actions and enforcing judgments under U.S. securities laws.

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 reflected in the forward-looking statements or information due to a variety of risks, uncertainties and other factors, including, without limitation, those referred to in the Company’s Annual Information Form for the year ended March 31, 2014 under the heading “Risk Factors”. 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 based on the assumptions, beliefs, expectations and opinions of management as of the date of this press release, and 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.

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SILVERCORP METALS INC.
Condensed Consolidated Interim Balance Sheets
(Unaudited) (Expressed in thousands of U.S. dollars, except for per share figures)

      June 30, 2014     March 31, 2014  
ASSETS              
Current Assets              

Cash and cash equivalents

  $ 68,813   $ 60,614  

Short-term investments

    11,422     12,864  

Trade and other receivables

    3,588     4,004  

Inventories

    5,433     5,362  

Due from related parties

    70     68  

Prepaids and deposits

    7,081     6,165  
      96,407     89,077  
               
Non-current Assets              

Long-term prepaids and deposits

    3,606     4,000  

Investment in an associate

    3,712     3,715  

Other investments

    1,590     2,393  

Plant and equipment

    101,441     101,876  

Mineral rights and properties

    274,095     266,258  
TOTAL ASSETS   $ 480,851   $ 467,319  
               
LIABILITIES AND EQUITY              
Current Liabilities              

Accounts payable and accrued liabilities

  $ 28,155   $ 23,802  

Deposits received

    7,805     7,031  

Dividends payable

    800     773  

Income tax payable

    2,106     515  

Due to related parties

    286     281  
      39,152     32,402  
Non-current Liabilities              

Deferred income tax liabilities

    17,380     16,536  

Environmental rehabilitation

    5,868     5,819  
Total Liabilities     62,400     54,757  
               
Equity              

Share capital

    233,513     233,513  

Share option reserve

    10,843     10,492  

Reserves

    25,409     25,409  

Accumulated other comprehensive loss

    (18,560 )   (20,141 )

Retained earnings

    102,937     100,993  
Total equity attributable to the equity holders of the Company   354,142     350,266  
               
Non-controlling interests     64,309     62,296  
Total Equity     418,451     412,562  
               
TOTAL LIABILITIES AND EQUITY   $ 480,851   $ 467,319  
               

 

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SILVERCORP METALS INC.
Condensed Consolidated Interim Statements of Income
(Unaudited) (Expressed in thousands of U.S. dollars, except for per share figures)

 

      Three Months Ended June 30,  
      2014     2013  
               
Sales   $ 30,616   $ 39,835  
Cost of sales     14,963     22,482  
Gross profit     15,653     17,353  
               
General and administrative     4,768     7,501  
General exploration and property investigation     909     1,048  
Other taxes     672     595  
Foreign exchange loss (gain)     1,125     (1,881 )
Loss on disposal of plant and equipment     -     28  
Share of loss in associate     132     14  
Loss on investments     15     574  
Other income     (156 )   (115 )
Income from operations     8,188     9,589  
               
Finance income     164     928  
Finance costs     (32 )   (33 )
Income before income taxes     8,320     10,484  
               
Income tax expense     3,685     4,000  
Net income   $ 4,635   $ 6,484  
               
Attributable to:              
Equity holders of the Company   $ 2,744   $ 4,562  
Non-controlling interests     1,891     1,922  
    $ 4,635   $ 6,484  
               
Earnings per share attributable to the equity holders of the Company              
Basic earnings per share   $ 0.02   $ 0.03  
Diluted earnings per share   $ 0.02   $ 0.03  
Weighted Average Number of Shares Outstanding - Basic     170,883,808     170,781,058  
Weighted Average Number of Shares Outstanding - Diluted     170,883,808     170,839,083  

 

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SILVERCORP METALS INC.
Condensed Consolidated Interim Statements of Cash Flow
(Unaudited) (Expressed in thousands of U.S. dollars, except for per share figures)

      Three Months Ended June 30,  
      2014     2013  
Cash provided by              
Operating activities              

Net (loss) income

  $ 4,635   $ 6,484  

Add (deduct) items not affecting cash:

             

Unwinding of discount of environmental rehabilitation

    32     33  

Depreciation, amortization and depletion

    3,423     3,932  

Share of loss in associate

    132     14  

Income tax expense (recovery)

    3,685     4,000  

Loss on investments

    15     574  

Loss on disposal of plant and equipment

    -     28  

Share-based compensation

    351     715  

Income taxes paid

    (1,296 )   (3,349 )

Changes in non-cash operating working capital

    2,849     5,261  
Net cash provided by operating activities     13,826     17,692  
               
Investing activities              

Mineral rights and properties

             

Capital expenditures

    (6,305 )   (13,643 )

Plant and equipment

             

Additions

    (1,578 )   (5,553 )

Net redemptions of short-term investments

    1,731     24,991  

Proceeds on sale of a subsidiary (net of cash disposed, $4)

    -     1,630  
Net cash provided by (used in) investing activities     (6,152 )   7,425  
               
Financing activities              

Related parties

             

Payments made

    -     (1,207 )

Cash dividends distributed

    (775 )   (4,160 )
Net cash used in financing activities     (775 )   (5,367 )
Effect of exchange rate changes on cash and cash equivalents     1,300     (400 )
               
Increase in cash and cash equivalents     8,199     19,350  
               
Cash and cash equivalents, beginning of the period     60,614     72,283  
Cash and cash equivalents included in assets held for sale     -     (52 )
Cash and cash equivalents, end of the period   $ 68,813   $ 91,581  
               

 

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SILVERCORP METALS INC.
Mining Data
(Expressed in thousands of U.S. dollars, except for mining data figures)

 

  Three months ended June 30, 2014
  Ying Mining    
  District1 BYP Total
Production Data      

Mine Data

     

Ore Mined (tonne)

173,485 36,203 209,688

Run of Mine Ore (tonne)

169,480 30,548 200,028

Mining cost per tonne of ore mined ($)

58.35 30.61 53.56

Cash mining cost per tonne of ore mined ($)

46.96 22.70 42.77

Non cash mining cost per tonne of ore mined ($)

11.39 7.91 10.79

Unit shipping costs($)

4.77 - 3.95

Milling cost per tonne of ore milled ($)

14.48 14.33 14.46

Cash milling cost per tonne of ore milled ($)

12.16 13.29 12.33

Non cash milling cost per tonne of ore milled ($)

2.32 1.04 2.13

Average Production Cost

     

Silver ($ per ounce)

7.60 - 7.72

Gold ($ per ounce)

434 573 483

Lead ($ per pound)

0.36 - 0.37

Zinc ($ per pound)

0.30 - 0.31

Total production cost per ounce of Silver ($)

2.92   2.92

Total cash cost per ounce of Silver ($)

0.46   0.46

Total production cost per ounce of Gold ($)

  573 573

Total cash cost per ounce of Gold ($)

  455 455

All-in sustaining cost per ounce of Silver ($)2

8.85 15.06 11.62

All-in cost per ounce of Silver ($)2

11.03 16.06 14.58

Total Recovery of the Run of Mine Ore

     

Silver (%)

93.6   93.6

Gold (%)

  89.7 89.7

Lead (%)

95.8   95.8

Zinc (%)

56.8   56.8

Head Grades of Run of Mine Ore

     

Silver (gram/tonne)

227   227

Gold (gram/tonne)

  2.8 2.8

Lead (%)

3.3   3.3

Zinc (%)

0.7   0.7
Sales Data      

Metal Sales

     

Silver (in thousands of ounces)

1,126 - 1,126

Gold (in thousands of ounces)

0.8 2.6 3.5

Lead (in thousands of pounds)

11,529 - 11,529

Zinc (in thousands of pounds)

1,211 - 1,211

Metal Sales

     

Silver (in thousands of $)

17,778 - 17,778

Gold (in thousands of $)

741 2,681 3,422

Lead (in thousands of $)

8,654 - 8,654

Zinc (in thousands of $)

762 - 762  
  27,935 2,681 30,616  

Average Selling Price, Net of Value Added Tax and Smelter Charges

     

Silver ($ per ounce)

15.79 - 15.79

Gold ($ per ounce)

901 1,016 989

Lead ($ per pound)

0.75 - 0.75

Zinc ($ per pound)

0.63 - 0.63

1 Ying Mining District includes mines: SGX, TLP, HPG&LM.
2 BYP gold ounces converted to silver equivalent using a ratio of 50:1.

10





SILVERCORP METALS INC.
Mining Data
(Expressed in thousands of U.S. dollars, except for mining data figures)

 

  Three months ended June 30, 2013
  Ying Mining           
  District1 X Mines2 BYP Total
Production Data          

Mine Data

         

Ore Mined (tonne)

233,257 -   29,075 262,332

Run of Mine Ore (tonne)

236,173 6,929 * 29,975 273,077

Mining cost per tonne of ore mined ($)

65.09 -   51.17 63.55

Cash mining cost per tonne of ore mined ($)

54.95 -   21.04 51.19

Non cash mining cost per tonne of ore mined ($)

10.14 -   30.13 12.35

Unit shipping costs($)

3.98 -   - 3.54

Milling cost per tonne of ore milled ($)

13.62 -   14.05 13.67

Cash milling cost per tonne of ore milled ($)

12.06 -   13.06 12.17

Non cash milling cost per tonne of ore milled ($)

1.56 -   0.99 1.50

Average Production Cost

         

Silver ($ per ounce)

9.63 -   - 9.96

Gold ($ per ounce)

546 -   926 616

Lead ($ per pound)

0.41 -   - 0.42

Zinc ($ per pound)

0.34 -   0.44 0.34

Total production cost per ounce of Silver ($)

5.33 -     5.33

Total cash cost per ounce of Silver ($)

3.23 -     3.23

Total production cost per ounce of Gold ($)

      913 913

Total cash cost per ounce of Gold ($)

      448 448

All-in sustaining cost per ounce of Silver ($)3

11.36 -   26.78 15.51

All-in cost per ounce of Silver ($)3

15.01 -   28.62 25.73

Total Recovery of the Run of Mine Ore

         

Silver (%)

92.3 -     92.3

Gold (%)

      92.5 92.5

Lead (%)

94.6 -     94.6

Zinc ( %)

68.4 -     68.4

Head Grades of Run of Mine Ore

         

Silver (gram/tonne)

200 -     200

Gold (gram/tonne)

      2.8 2.8

Lead (%)

2.7 -     2.7

Zinc (%)

0.8 -     0.8
Sales Data          

Metal Sales

         

Silver (in thousands of ounces)

1,364 10 * - 1,374

Gold (in thousands of ounces)

1.3 0.2 * 2.3 3.8

Lead (in thousands of pounds)

13,063 405 * - 13,468

Zinc (in thousands of pounds)

2,926 484 * 282 3,692

Metal Sales

         

Silver (in thousands of $)

24,091 -   - 24,091

Gold (in thousands of $)

1,283 -   2,669 3,952

Lead (in thousands of $)

9,833 -   - 9,833

Zinc (in thousands of $)

1,806 -   153 1,959   
  37,013 -   2,822 39,835   

Average Selling Price,Net of Value Added Tax and Smelter Charges

         

Silver ($ per ounce)

17.66 -     17.66

Gold ($ per ounce)

1,001 -   1,141 1,092

Lead ($ per pound)

0.75 -     0.75

Zinc ($ per pound)

0.62 -   0.54 0.61

1 Ying Mining District includes mines: SGX, TLP, HPG&LM.
2 X Mines includes the XBG project and XHP project.
3 BYP gold ounces converted to silver equivalent using a ratio of 50:1.
* Represents development tunnelling ore at the X mines.

11




Exhibit 99.2

Exhibit 99.2



SILVERCORP METALS INC.

CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
For the three months periods ended June 30, 2014 and 2013
(Expressed in thousands of US dollars, unless otherwise stated)
(Unaudited)





SILVERCORP METALS INC.
Condensed Consolidated Interim Balance Sheets
(Unaudited) (Expressed in thousands of U.S. dollars)

 

  Notes   As at June 30, 2014     As at March 31, 2014  
ASSETS              
Current Assets              

Cash and cash equivalents

20 $ 68,813   $ 60,614  

Short-term investments

    11,422     12,864  

Trade and other receivables

    3,588     4,004  

Inventories

3   5,433     5,362  

Due from related parties

11   70     68  

Prepaids and deposits

    7,081     6,165  
      96,407     89,077  
               
Non-current Assets              

Long-term prepaids and deposits

    3,606     4,000  

Investment in an associate

4   3,712     3,715  

Other investments

5   1,590     2,393  

Plant and equipment

6   101,441     101,876  

Mineral rights and properties

7   274,095     266,258  
TOTAL ASSETS   $ 480,851   $ 467,319  
               
LIABILITIES AND EQUITY              
Current Liabilities              

Accounts payable and accrued liabilities

  $ 28,155   $ 23,802  

Deposits received

    7,805     7,031  

Dividends payable

    800     773  

Income tax payable

    2,106     515  

Due to related parties

11   286     281  
      39,152     32,402  
Non-current Liabilities              

Deferred income tax liabilities

    17,380     16,536  

Environmental rehabilitation

    5,868     5,819  
Total Liabilities     62,400     54,757  
               
Equity              

Share capital

8   233,513     233,513  

Share option reserve

    10,843     10,492  

Reserves

    25,409     25,409  

Accumulated other comprehensive loss

9   (18,560 )   (20,141 )

Retained earnings

    102,937     100,993  
Total equity attributable to the equity holders of the Company   354,142     350,266  
               
Non-controlling interests 10   64,309     62,296  
Total Equity     418,451     412,562  
               
TOTAL LIABILITIES AND EQUITY   $ 480,851   $ 467,319  
Commitments and contingencies 19            

Approved on behalf of the Board:

(Signed) David Kong
Director

(Signed) Rui Feng
Director

See accompanying notes to the condensed consolidated interim financial statements

1





SILVERCORP METALS INC.
Condensed Consolidated Interim Statements of Income
(Unaudited) (Expressed in thousands of U.S. dollars, except for per share figures)

 

      Three Months Ended June 30,  
  Notes   2014     2013  
               
Sales 18(c) $ 30,616   $ 39,835  
Cost of sales 12   14,963     22,482  
Gross profit     15,653     17,353  
               
General and administrative 13   4,768     7,501  
General exploration and property investigation     909     1,048  
Other taxes     672     595  
Foreign exchange loss (gain)     1,125     (1,881 )
Loss on disposal of plant and equipment     -     28  
Share of loss in associate 4   132     14  
Loss on investments 5   15     574  
Other income     (156 )   (115 )
Income from operations     8,188     9,589  
               
Finance income 14   164     928  
Finance costs 14   (32 )   (33 )
Income before income taxes     8,320     10,484  
               
Income tax expense 15   3,685     4,000  
Net income   $ 4,635   $ 6,484  
               
Attributable to:              
Equity holders of the Company   $ 2,744   $ 4,562  
Non-controlling interests 10   1,891     1,922  
    $ 4,635   $ 6,484  
               
Earnings per share attributable to the equity holders of the Company              
Basic earnings per share   $ 0.02   $ 0.03  
Diluted earnings per share   $ 0.02   $ 0.03  
Weighted Average Number of Shares Outstanding - Basic     170,883,808     170,781,058  
Weighted Average Number of Shares Outstanding - Diluted     170,883,808     170,839,083  

See accompanying notes to the condensed consolidated interim financial statements

2





SILVERCORP METALS INC.
Condensed Consolidated Interim Statements of Comprehensive Income
(Unaudited) (Expressed in thousands of U.S. dollars)

 

      Three Months Ended June 30,  
  Notes   2014     2013  
               
Net income   $ 4,635   $ 6,484  
Other comprehensive income (loss), net of taxes:              
Items that may subsequently be reclassified to net income or loss:              

Currency translation adjustment, net of tax of $nil

    2,556     2,506  
Items that will not subsequently be reclassified to net income or loss:              

Unrealized loss on equity investments designated as FVTOCI, net of tax of $nil

5   (853 )   (3,062 )
Other comprehensive income (loss), net of taxes   $ 1,703   $ (556 )
Attributable to:              

Equity holders of the Company

  $ 1,581   $ (1,474 )

Non-controlling interests

10   122     918  
    $ 1,703   $ (556 )
Total comprehensive income, net of taxes   $ 6,338   $ 5,928  
               
Attributable to:              

Equity holders of the Company

  $ 4,325   $ 3,088  

Non-controlling interests

    2,013     2,840  
    $ 6,338   $ 5,928  

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 June 30,  
  Notes   2014     2013  
Cash provided by              
Operating activities              

Net (loss) income

  $ 4,635   $ 6,484  

Add (deduct) items not affecting cash:

             

Unwinding of discount of environmental rehabilitation

    32     33  

Depreciation, amortization and depletion

    3,423     3,932  

Share of loss in associate

    132     14  

Income tax expense (recovery)

    3,685     4,000  

Loss on investments

    15     574  

Loss on disposal of plant and equipment

    -     28  

Share-based compensation

    351     715  

Income taxes paid

    (1,296 )   (3,349 )

Changes in non-cash operating working capital

20   2,849     5,261  
Net cash provided by operating activities     13,826     17,692  
               
Investing activities              

Mineral rights and properties

             

Capital expenditures

    (6,305 )   (13,643 )

Plant and equipment

             

Additions

    (1,578 )   (5,553 )

Net redemptions of short-term investments

    1,731     24,991  

Proceeds on sale of a subsidiary (net of cash disposed, $4)

    -     1,630  
Net cash provided by (used in) investing activities     (6,152 )   7,425  
               
Financing activities              

Related parties

             

Payments made

    -     (1,207 )

Cash dividends distributed

    (775 )   (4,160 )
Net cash used in financing activities     (775 )   (5,367 )
Effect of exchange rate changes on cash and cash equivalents     1,300     (400 )
               
Increase in cash and cash equivalents     8,199     19,350  
               
Cash and cash equivalents, beginning of the period     60,614     72,283  
Cash and cash equivalents included in assets held for sale     -     (52 )
Cash and cash equivalents, end of the period   $ 68,813   $ 91,581  
Supplementary cash flow information 20            

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                                        
  Notes Number of
shares
  Amount   Share
option
reserve
    Reserves   Accumulated other
comprehensive
income (loss)
    Retained
earnings
    Total equity attributable to the equity holders of the Company     Non-
controlling
interests
     Total equity  
Balance, April 1, 2013   170,781,058 $ 233,082 $ 8,314   $ 24,717 $ (1,495 ) $ 155,817   $ 420,435   $ 77,668   $ 498,103  
Share-based compensation   -   -   715     -   -     -     715     -     715  
Dividends declared   -   -   -     -   -     (4,173 )   (4,173 )   -     (4,173 )
Comprehensive income (loss)   -   -   -     -   (1,474 )   4,562     3,088     2,840     5,928  
Balance, June 30, 2013   170,781,058 $ 233,082 $ 9,029   $ 24,717 $ (2,969 ) $ 156,206   $ 420,065   $ 80,508   $ 500,573  
Options exercised   102,750   431   (144 )   -   -     -     287     -     287  
Share-based compensation   -   -   1,607     -   -     -     1,607     -     1,607  
Dividends declared   -   -   -     -   -     (8,942 )   (8,942 )   -     (8,942 )
Distribution to non-controlling interests   -   -   -     -   -     -     -     (6,521 )   (6,521 )
Disposition of non-controlling interests upon sale of a subsidiary   -   -   -     -   -     -     -     (1,723 )   (1,723 )
Contribution to reserves   -   -   -     692   -     (692 )   -     -     -  
Cumulative translation adjustment realized upon sale of a subsidiary   -   -   -     -   (289 )   -     (289 )   -     (289 )
Comprehensive loss   -   -   -     -   (16,883 )   (45,579 )   (62,462 )   (9,968 )   (72,430 )
Balance, March 31, 2014   170,883,808 $ 233,513 $ 10,492   $ 25,409 $ (20,141 ) $ 100,993   $ 350,266   $ 62,296   $ 412,562  
Share-based compensation 8(b) -   -   351     -   -     -     351     -     351  
Dividends declared 8(c) -   -   -     -   -     (800 )   (800 )   -     (800 )
Comprehensive income   -   -   -     -   1,581     2,744     4,325     2,013     6,338  
Balance, June 30, 2014   170,883,808 $ 233,513 $ 10,843   $ 25,409 $ (18,560 ) $ 102,937   $ 354,142   $ 64,309   $ 418,451  

See accompanying notes to the condensed consolidated interim financial statements

5





SILVERCORP METALS INC.
Notes to Condensed Consolidated Interim Financial Statements as at June 30,
2014 and for three months ended June 30, 2014 and 2013
(Unaudited) (Expressed in thousands of U.S. dollars, unless 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 precious and base metal mineral properties. The Company’s producing mines and other current exploration and development projects are in China.

The Company is a publicly listed company incorporated in Canada with limited liability under the legislation of the Province of British Columbia. The Company’s shares are listed on the Toronto Stock Exchange and the New York Stock Exchange.

The head office, registered address and records office of the Company are located at 200 Granville Street, Suite 1378, Vancouver, British Columbia, Canada, V6C 1S4.

The condensed consolidated interim financial statements of the Company, as at and for the three months ended June 30, 2014, were authorized for issue in accordance with a resolution of the Board of Directors dated on August 13, 2014.

Operating results for the three months ended June 30, 2014, are not necessarily indicative of the results that may be expected for the year ending March 31, 2015.

Details of the Company’s significant subsidiaries which are consolidated are as follows:

      Proportion of ownership interest held  
    Place of June 30, March 31, Mineral
Name of subsidiaries Principal activity incorporation 2014 2014 properties
Silvercorp Metals China Inc. Holding company Canada 100% 100%  
Silvercorp Metals (China) Inc. Holding company China 100% 100%  
0875786 B.C. LTD. Mining Canada 100% 100%  
Fortune Mining Limited Holding company BVI (i) 100% 100% RZY
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 Barbados 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%  
Henan Huawei Mining Co. Ltd. ("Henan Huawei") Mining China 80% 80% HPG, LM
Henan Found Mining Co. Ltd. ("Henan Found") Mining China 77.5% 77.5% Ying, TLP
Songxian Gold Mining Co., Ltd. ("SX Gold") Mining China 77.5% 77.5% XHP
Xinshao Yunxiang Mining Co., Ltd. ("Yunxiang") Mining China 70% 70% BYP
Guangdong Found Mining Co. Ltd. (Guangdong Found") Mining China 95% 95% GC
(i) British Virgin Island ("BVI")          

Details of the Company’s associate are as follows:

      Proportion of ownership interest held
    Place of June 30, March 31,
Name of associate Principal activity incorporation 2014 2014
New Pacific Metals Corp. ("NUX") Mining Canada 16.1% 16.1%

 

6





SILVERCORP METALS INC.
Notes to Condensed Consolidated Interim Financial Statements as at June 30,
2014 and for three months ended June 30, 2014 and 2013
(Unaudited) (Expressed in thousands of U.S. dollars, unless otherwise stated)

 

2. SIGNIFICANT ACCOUNTING POLICIES

(a)Statement of Compliance

These condensed consolidated interim financial statements have been prepared in accordance with International Accounting Standards 34 – Interim Financial Reporting (“IAS 34”) in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board (“IFRS”). These condensed consolidated interim financial statements should be read in conjunction with the Company’s audited consolidated financial statements for the year ended March 31, 2014. These condensed consolidated interim financial statements follow the same significant accounting policies set out in note 2 to the audited consolidated financial statements for the year ended March 31, 2014, except for the policies set forth in note 2(b).

(b)Adoption of new accounting standards

IFRIC 21 – Levies, an interpretation of IAS 37 was issued by the IASB in May 2013 and provides interpretation on when to recognize a liability for a levy imposed by a government and clarifies the criteria for the recognition of a liability. IFRIC 21 is effective for annual periods commencing on or after January 1, 2014. The adoption of this standard had no impact on the Company.

(c) Accounting standards issued but not yet in effective

IFRS 15 – Revenue from contracts with customers, the final standard on revenue from contacts with customers was issued on May 28, 2014 and is effective for annual reporting periods beginning after December 15, 2016 for public entities with early adoption not permitted. Entities have the option of using either a full retrospective or a modified retrospective approach to adopt the guidance. The Company is assessing impact of this standard.

3. INVENTORIES

Inventories consist of the following:

    June 30, 2014   March 31, 2014  
Direct smelting ore and stockpile ore $ 795 $ 336
Concentrate inventory   708   773  
Total stockpile and concentrate   1,503   1,109
Material and supplies   3,930   4,253  
  $ 5,433 $ 5,362  

The amount of inventories recognized as expense during the three months ended June 30, 2014 and 2013 was equivalent to the cost of sales.

7





SILVERCORP METALS INC.
Notes to Condensed Consolidated Interim Financial Statements as at June 30,
2014 and for three months ended June 30, 2014 and 2013
(Unaudited) (Expressed in thousands of U.S. dollars, unless otherwise stated)

 

4. INVESTMENT IN AN ASSOCIATE

New Pacific Metals Corp. (“NUX”) is a Canadian public company listed on the TSX (symbol: NUX). NUX is a related party of the Company by way of two common directors and officers.

As at June 30, 2014, the Company owned 10,806,300 common shares (March 31, 2014 – 10,806,300) of NUX, representing an ownership interest of 16.1% (March 31, 2014 – 16.1%).

The Company accounts for its investment in NUX common shares using the equity method since it is able to exercise significant influence over the financial and operating policies of NUX. The summary of the investment in NUX common shares and its market value as at the respective balance sheet dates are as follows:

            Value of NUX's
  Number of         common shares per
  shares   Amount     quoted market price  
Balance, April 1, 2013 10,806,300 $ 6,523   $ 6,703
Share of loss     (87 )    
Impairment     (2,304 )    
Foreign exchange impact     (417 )      
Balance, March 31, 2014 10,806,300 $ 3,715   $ 3,715
Share of loss     (132 )    
Foreign exchange impact     129        
Balance, June 30, 2014 10,806,300 $ 3,712   $ 3,037  

 

5. OTHER INVESTMENTS
 
      June 30, 2014     March 31, 2014  
Equity investments designated as FVTOCI          
Publicly-traded companies (a) $ 1,590 $ 2,377
Yongning Smelting Co. Ltd. (b)   -   -
Jinduicheng Xise (Canada) Co. Ltd. (c)   -   -
Warrants (a)   -     16  
    $ 1,590   $ 2,393  

(a) Investments in publicly-traded companies with no significant influence

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. These equity interests are for long-term investment purposes and consist of common shares and warrants.

Common shares are designated as fair value through other comprehensive income (“FVTOCI”) and are measured at fair value on initial recognition and subsequent measurement. As of June 30, 2014, none of

8





SILVERCORP METALS INC.
Notes to Condensed Consolidated Interim Financial Statements as at June 30,
2014 and for three months ended June 30, 2014 and 2013
(Unaudited) (Expressed in thousands of U.S. dollars, unless otherwise stated)

the shares held by the Company represented more than 10% of the respective outstanding shares of investees.

Warrants, by their nature, meet the definition of derivatives and are classified as fair value through profit and loss (“FVTPL”). The fair value of the warrants was determined using the Black-Scholes pricing model as at the acquisition date as well as at each period end. For the three months ended June 30, 2014, fair value changes in the amount of $15 were recorded in loss on investments (for three months ended June 30, 2013 – loss of $574).

Common shares:

    Fair value     Accumulated mark-to-market loss included in OCI  
April 1, 2013 $ 5,236   $ (2,403 )

Unrealized loss on equity investments designated as FVTOCI

  (2,554 )   (2,554 )

Impact of foreign currency translation

  (305 )   -  
March 31, 2014 $ 2,377   $ (4,957 )

Unrealized loss on equity investments designated as FVTOCI

  (853 )   (853 )

Impact of foreign currency translation

  66     -  
June 30, 2014 $ 1,590   $ (5,810 )

Warrants:

    Fair value     Accumulated mark-to-market loss included in net income  
April 1, 2013 $ 627   $ (935 )

Loss on investments

  (589 )   (589 )

Impact of foreign currency translation

  (22 )   -  
March 31, 2014 $ 16   $ (1,524 )

Loss on investments

  (15 )   (15 )

Impact of foreign currency translation

  (1 )   -  
June 30, 2014 $ -   $ (1,539 )

(b) Luoyang Yongning Smelting Co. Ltd. (“Yongning Smelting”)

Yongning Smelting is a private company based in China. The Company invested in Yongning Smelting through its subsidiary Henan Found. As at June 30, 2014, the Company’s total investment in Yongning Smelting represented 15% (March 31, 2014 – 15%) of Yongning Smelting’s total equity interest. The fair value of the investment as at June 30, 2014 was determined to be $nil (March 31, 2014 - $nil), using a market based approach taking into consideration Yongning Smelting’s operational data and its financial position. The investment in Yongning is for long-term investment purposes and consists of common shares of Yongning.

(c) Jinduicheng Xise (Canada) Co. Ltd. (“Jinduicheng”)

Jinduicheng is a private mining company based in Canada. The Company invested in Jinduicheng through a private placement. As at June 30, 2014, the Company’s total investment in Jinduicheng represents 6% (March 31, 2014 - 6%) of Jinduicheng’s total equity interest. The fair value of the investment as at June 30, 9





SILVERCORP METALS INC.
Notes to Condensed Consolidated Interim Financial Statements as at June 30,
2014 and for three months ended June 30, 2014 and 2013
(Unaudited) (Expressed in thousands of U.S. dollars, unless otherwise stated)

2014 was determined to be $nil (March 31, 2014 - $nil), using a market based approach taking into consideration of Jinduicheng’s mineral reserve and resource data and its financial position. The investment in Jinduicheng is for long-term investment purposes and consists of common shares of Jinduicheng.

6. PLANT AND EQUIPMENT

Plant and equipment consist of:

    Land use                                
    rights and     Office           Motor     Construction        
Cost   building     equipment     Machinery     vehicles     in progress     Total  
Balance as at April 1, 2013 $ 56,006   $ 5,289   $ 20,013   $ 6,859   $ 33,846   $ 122,013  

Additions

  1,018     1,421     2,593     815     6,091     11,938  

Disposals

  (5,594 )   (364 )   (1,191 )   (499 )   (64 )   (7,712 )

Reclassification of asset groups

  29,498     38     4,392     2     (33,930 )   -  

Impact of foreign currency translation

  (591 )   (117 )   (107 )   (14 )   442     (387 )
Balance as at March 31, 2014 $ 80,337   $ 6,267   $ 25,700   $ 7,163   $ 6,385   $ 125,852  

Additions

  120     71     303     40     959     1,493  

Disposals

  -     (3 )   -     -     -     (3 )

Impact of foreign currency translation

  190     48     56     15     18     327  
Ending balance as at June 30, 2014 $ 80,647   $ 6,383   $ 26,059   $ 7,218   $ 7,362   $ 127,669  
                                     
Accumulated depreciation and amortization                                    
Balance as at April 1, 2013 $ (7,119 ) $ (2,206 ) $ (6,458 ) $ (2,713 ) $ -   $ (18,496 )

Disposals

  561     233     388     380     -     1,562  

Depreciation and amortization

  (2,818 )   (1,127 )   (2,104 )   (1,151 )   -     (7,200 )

Impact of foreign currency translation

  76     27     38     17     -     158  
Balance as at March 31, 2014 $ (9,300 ) $ (3,073 ) $ (8,136 ) $ (3,467 ) $ -   $ (23,976 )

Disposals

  -     3     -     -     -     3  

Depreciation and amortization

  (1,020 )   (244 )   (605 )   (283 )   -     (2,152 )

Impact of foreign currency translation

  (39 )   (34 )   (21 )   (9 )   -     (103 )
Ending balance as at June 30, 2014 $ (10,359 ) $ (3,348 ) $ (8,762 ) $ (3,759 ) $ -   $ (26,228 )
                                     
Carrying amounts                                    
Balance as at March 31, 2014 $ 71,037   $ 3,194   $ 17,564   $ 3,696   $ 6,385   $ 101,876  
Balance as at June 30, 2014 $ 70,288   $ 3,035   $ 17,297   $ 3,459   $ 7,362   $ 101,441  

10





SILVERCORP METALS INC.
Notes to Condensed Consolidated Interim Financial Statements as at June 30,
2014 and for three months ended June 30, 2014 and 2013
(Unaudited) (Expressed in thousands of U.S. dollars, unless otherwise stated)

 

7. MINERAL RIGHTS AND PROPERTIES

Mineral rights and properties consist of:

Cost   Ying     TLP     HPG     LM     BYP     GC     XBG     XHP     RZY     Silvertip     Total  
Balance as at April 1, 2013 $ 84,426   $ 19,778   $ 9,794   $ 19,994   $ 62,889   $ 93,959   $ 13,491   $ 19,909   $ 229   $ 28,664   $ 353,133  
Capitalized expenditures   15,170     3,391     3,711     8,130     1,480     15,899     363     1,838     -     930     50,912  
Environmental rehabiliation   (1 )   (25 )   (52 )   (1 )   (27 )   (24 )   -     (15 )   -     -     (145 )
Impairment loss   -     -     -     -     (49,606 )   -     (1,554 )   -     -     (15,413 )   (66,573 )
Disposition of mineral property   -     -     -     -     -     -     (12,500 )   -     -     (13,530 )   (26,030 )
Foreign currecy translation impact   (317 )   (58 )   (61 )   (134 )   581     (364 )   200     (38 )   (19 )   (651 )   (861 )
Balance as at March 31, 2014 $ 99,278   $ 23,086   $ 13,392   $ 27,989   $ 15,317   $ 109,470   $ -   $ 21,694   $ 210   $ -   $ 310,436  
Capitalized expenditures   4,117     788     1,079     2,068     255     424     -     678     -     -     9,409  
Foreign currecy translation impact   258     53     33     69     34     282     -     51     7     -     787  
Ending balance as at June 30, 2014 $ 103,653   $ 23,927   $ 14,504   $ 30,126   $ 15,606   $ 110,176   $ -   $ 22,423   $ 217   $ -   $ 320,632  
                                                                     
Accumulated depletion                                                                  
Balance as at April 1, 2013 $ (23,296 ) $ (1,926 ) $ (2,258 ) $ (2,770 ) $ (5,996 ) $ -   $ -   $ (209 ) $ -   $ -   $ (36,455 )
Depletion   (3,294 )   (901 )   (765 )   (768 )   (1,796 )   -     -     (332 )   -     -     (7,856 )
Foreign currecy translation impact   57     15     13     13     30     -     -     5     -     -     133  
Balance as at March 31, 2014 $ (26,533 ) $ (2,812 ) $ (3,010 ) $ (3,525 ) $ (7,762 ) $ -   $ -   $ (536 ) $ -   $ -   $ (44,178 )
Depletion   (1,200 )   (282 )   (277 )   (237 )   (254 )   -     -     (4 )   -     -     (2,254 )
Foreign currecy translation impact   (62 )   (7 )   (8 )   (9 )   (18 )   -     -     (1 )   -     -     (105 )
Ending balance as at June 30, 2014 $ (27,795 ) $ (3,101 ) $ (3,295 ) $ (3,771 ) $ (8,034 ) $ -   $ -   $ (541 ) $ -   $ -   $ (46,537 )
                                                                   
Carrying amounts                                                                  
Balance as at March 31, 2013 $ 72,745   $ 20,274   $ 10,382   $ 24,464   $ 7,555   $ 109,470   $ -   $ 21,158   $ 210   $ -   $ 266,258  
Balance as at June 30, 2014 $ 75,858   $ 20,826   $ 11,209   $ 26,355   $ 7,572   $ 110,176   $ -   $ 21,882   $ 217   $ -   $ 274,095  

The Company’s mining permit for the Ying mine will expire in September 2014. As of June 30, 2014, the Company has completed and filed all the required documents to renew this mining permit. Among the documents completed and filed with the Department of Land and Resources of Henan Province (“Henan DOLAR”) was a Chinese government qualified Mineral Resource and Reserve Report (“2013 Mineral Reserve Report”). The 2013 Mineral Reserve Report updates the mineral resources and reserves estimates included in the mineral veins and blocks defined by the 2005 Mineral Reserve report which was filed when the Company initially applied for the mining permit for the Ying mine in 2006 (“2005 Mineral Reserve Report”). The 2013 Mineral Reserve Report also includes extensive resource and reserve discoveries made up to December 31, 2012 in mineral veins and blocks not defined by the 2005 Mineral Reserve report. Chinese regulations require a mineral right fee be paid if more resources and reserves (utilized or mined-out plus remaining) are estimated in 2013 Mineral Reserve Report than in the 2005 Mineral Reserve Report. The 2013 Mineral Reserve Report contain a significant increase in resources and reserves compared to the 2005 Mineral Reserve Report estimate, substantial mineral right fees are expected when the permit is renewed in September 2014. A mineral right fee valuation report for the Ying mine, based on the 2013 Mineral Reserve Report is being prepared by a qualified and independent mineral right valuation firm. At this time the potential fee is unknown and no amount have been accrued.

8. SHARE CAPITAL

(a) Authorized

Unlimited number of common shares without par value. All shares issued as at June 30, 2014 were fully paid.

11





SILVERCORP METALS INC.
Notes to Condensed Consolidated Interim Financial Statements as at June 30,
2014 and for three months ended June 30, 2014 and 2013
(Unaudited) (Expressed in thousands of U.S. dollars, unless otherwise stated)

(b) Stock options

The Company has a stock option plan which allows for the maximum number of common shares to be reserved for issuance on the exercise of options granted under the stock option plan to be a rolling 10% of the issued and outstanding common shares from time to time. The maximum exercise period may not exceed 10 years from the date of the grant of the options to employees, officers, and consultants. The following is a summary of option transactions:

        Weighted average
  Number of     exercise price per
  shares     share CAD$  
Balance, April 1, 2013 4,503,969   $ 6.58
Options granted 1,253,500     3.23
Options exercised (102,750 )   2.89
Options forfeited (364,312 )   6.07
Options expired (222,500 )   6.16  
Balance, March 31, 2014 5,067,907   $ 5.88
Options granted 822,000     1.75
Options forfeited (322,000 )   5.73
Options expired (480,001 )   2.65   
Balance, June 30, 2014 5,087,906   $ 5.53  

During the three months ended June 30, 2014, a total of 822,000 options with a life of five years was granted to directors, officers, and employees at an exercise price of CAD$1.75 per share subject to a vesting schedule over a four-year term with 6.25% options vesting every three months from the date of grant.

The fair value of stock options granted during the three months ended June 30, 2014 and 2013 were calculated as of the date of grant using the Black-Scholes option pricing model with the following weighted average assumptions:

  Three Months ended June 30,  
  2014 2013  
Risk free interest rate 1.21% 1.21%
Expected life of option in years 3.12 years 3.12 years
Expected volatility 54% 57%
Expected dividend yield 1.14% 3.1%
Estimated forfeiture rate 11% 10%
Weighted average share price at date of grant $1.75 $3.25  

The weighted average grant date fair value of options granted during the three months ended June 30, 2014 was CAD$0.61 (for three months ended June 30, 2013 - CAD$1.07). Volatility was determined based on the historical volatility of the Company’s shares over the estimated life of stock options. For the three months ended June 30, 2014, a total of $351 (for three months ended June 30, 2013 - $715) in share-based compensation expense was recognized and included in the general and administrative expenses in the consolidated statements of income.

12





SILVERCORP METALS INC.
Notes to Condensed Consolidated Interim Financial Statements as at June 30,
2014 and for three months ended June 30, 2014 and 2013
(Unaudited) (Expressed in thousands of U.S. dollars, unless otherwise stated)

 

The following table summarizes information about stock options outstanding at June 30, 2014:

  Number of options Weighted average   Weighted average Number of options   Weighted average
  Exercise price outstanding at remaining contractual   exercise price in exercisable at June   exercise price in
  in CAD$ June 30, 2014 life (Years)   CAD$ 30, 2014   CAD$  
$ 1.75 822,000 4.91 $ 1.75 - $ -
$ 2.98 340,500 4.56 $ 2.98 21,284 $ 2.98
$ 3.25 333,500 3.92 $ 3.25 83,375 $ 3.25
$ 3.41 418,500 4.20 $ 3.41 78,475 $ 3.41
$ 3.91 324,500 3.69 $ 3.91 101,410 $ 3.91
$ 5.35 330,000 3.11 $ 5.35 144,382 $ 5.35
$ 5.40 328,500 3.43 $ 5.40 123,190 $ 5.40
$ 6.53 259,000 2.97 $ 6.53 129,500 $ 6.53
$ 6.69 414,000 2.68 $ 6.69 232,881 $ 6.69
$ 7.00 263,000 0.52 $ 7.00 263,000 $ 7.00
$ 7.27 262,500 2.40 $ 7.27 164,065 $ 7.27
$ 7.40 141,000 0.80 $ 7.40 141,000 $ 7.40
$ 8.23 269,125 1.26 $ 8.23 235,252 $ 8.23
$ 9.20 220,500 1.93 $ 9.20 151,598 $ 9.20
$ 12.16 189,781 1.51 $ 12.16 154,160 $ 12.16
$ 14.96 171,500 1.77 $ 14.96 128,626 $ 14.96  
$ 1.75 - 14.96 5,087,906 3.17 $ 5.53 2,152,198 $ 7.46  

(c) Cash dividends declared and distributed

During the three months ended June 30, 2014, dividends of $800 (for three months ended June 30, 2013 - $4,173) were declared, which was a cash dividend of $0.005 per share (for three months ended June 30, 2013 - $0.025 per share).

9. ACCUMULATED OTHER COMPREHENSIVE INCOME

 

    June 30, 2014     March 31, 2014  
Change in fair value on equity investments designated as FVTOCI $ (37,462 ) $ (36,609 )
Currency translation adjustment   18,902     16,468  
Balance, end of the period $ (18,560 ) $ (20,141 )

The unrealized (loss) gain on equity investments designated as FVTOCI and on currency translation adjustment are net of tax of $nil for all periods presented.

13





SILVERCORP METALS INC.
Notes to Condensed Consolidated Interim Financial Statements as at June 30,
2014 and for three months ended June 30, 2014 and 2013
(Unaudited) (Expressed in thousands of U.S. dollars, unless otherwise stated)

 

10. NON-CONTROLLING INTERESTS

The continuity of non-controlling interests is summarized as follows:

                Henan           Guangdong              
    Henan Found     ZX/CX     Huawei     Yunxiang     Found     SX Gold     Total  
Balance, April 1, 2013 $ 43,747   $ 5,045   $ 5,477   $ 16,074   $ 2,230   $ 5,095   $ 77,668  
Share of net income (loss)   4,986     (33 )   961     5     (83 )   (1,434 )   4,402  
Share of impairment loss   -     (470 )   -     (11,271 )   -     -     (11,741 )
Share of other comprehensive income (loss)   112     -     3     124     1     (29 )   211  
Distributions   (5,537 )   -     (984 )   -     -     -     (6,521 )
Disposition upon sale of a subsidiary   2,819     (4,542 )   -     -     -     -     (1,723 )
Balance, March 31, 2014 $ 46,127   $ -   $ 5,457   $ 4,932   $ 2,148   $ 3,632   $ 62,296  
Share of net income (loss)   1,583     -     151     271     (34 )   (80 )   1,891  
Share of other comprehensive income (loss)   94     -     13     10     9     (4 )   122  
Balance, June 30, 2014 $ 47,804   $ -   $ 5,621   $ 5,213   $ 2,123   $ 3,548   $ 64,309  

As at June 30, 2014, non-controlling interests in Henan Found, Henan Huawei, Yunxiang, Guangdong Found and SX Gold were 22.5%, 20%, 30%, 5% and 22.5%, respectively.

11. RELATED PARTY TRANSACTIONS

Related party transactions not disclosed elsewhere in the financial statements are as follows:

Due from related parties   June 30, 2014     March 31, 2014  
NUX (a) $ 45 $ 48
Henan Non-ferrous Geology Bureau (b)   25     20  
  $ 70   $ 68  

 

Due to related parties   June 30, 2014     March 31, 2014  
Parkside Management Ltd. (f) $ 286   $ 281  

 

(a)

According to a services and administrative costs reallocation agreement between the Company and NUX, the Company recovers costs for services rendered to NUX and expenses incurred on behalf of NUX. During the three months ended June 30, 2014, the Company recovered $57 (for three months ended June 30, 2013 - $111) from NUX for services rendered and expenses incurred on behalf of NUX. The costs recovered from NUX were recorded as a direct reduction of general and administrative expenses on the consolidated statements of income.

 

 

(b)

Henan Non-ferrous Geology Bureau (“Henan Geology Bureau”) is a 22.5% equity interest holder of Henan Found.

 

 

(c)

For the three months ended June 30, 2014, the Company paid $nil (for three months ended June 30, 2013 - $102) consulting fees to McBrighton Consulting Ltd., a private consulting services company controlled by a director of the Company.

 

 

(d)

For the three months ended June 30, 2014, the Company paid $126 (for three months ended June 30, 2013 - $nil) consulting fees to Greensea Management Ltd., a private consulting services company controlled by a director of the Company.

14





SILVERCORP METALS INC.
Notes to Condensed Consolidated Interim Financial Statements as at June 30,
2014 and for three months ended June 30, 2014 and 2013
(Unaudited) (Expressed in thousands of U.S. dollars, unless otherwise stated)

 

(e)  

For the three months ended June 30, 2014, the Company paid $nil (for three months ended June 30, 2013 - $102) consulting fees to R. Feng Consulting Ltd., a private consulting services company controlled by a director of the Company.

 

 

(f)

For the three months ended June 30, 2014, the Company paid and accrued $187 (for three months ended June 30, 2013 - $58) consulting fees to Parkside Management Limited, a private consulting services company controlled by a director of the Company.

 

 

(g)

The Company rents a Beijing office from a relative of a director and officer of the Company for $12 (RMB 74,712) per month. For the three months ended June 30, 2014, total rents were $36 (for three months ended June 30, 2013 - $36).

 

 

(h)

Henan Xinhui Mining Co., Ltd. (“Henan Xinhui”) is a 20% equity interest holder of Henan Huawei.

 

 

(i)

GRT Mining Investment (Beijing) Co., Ltd. (“GRT”), a private company controlled by a relative of a director and officer, is a 5% equity interest holder of Guangdong Found.

Transactions with related parties are made on normal commercial terms and are considered to be at arm’s length. The balances with related parties are unsecured, non-interest bearing, and due on demand.

12. COST OF SALES

Cost of sales consists of:

    Three months ended June 30,   
    2014     2013   
Direct mining and milling cost $ 11,881 $ 18,904
Depreciation, amortization and depletion   3,082     3,578   
Cost of sales $ 14,963   $ 22,482   

 

13. GENERAL AND ADMINISTRATIVE

General and administrative expenses consist of:

    Three months ended June 30,  
General and administrative   2014     2013   
Office and administrative expenses $ 1,886 $ 3,191
Amortization and depreciation   341   354
Salaries and benefits   1,490   2,244
Share-based compensation   351   715
Professional fees   700      997   
  $ 4,768   $ 7,501   

 

15





SILVERCORP METALS INC.
Notes to Condensed Consolidated Interim Financial Statements as at June 30,
2014 and for three months ended June 30, 2014 and 2013
(Unaudited) (Expressed in thousands of U.S. dollars, unless otherwise stated)

 

14. FINANCE ITEMS

Finance items consist of:

    Three months ended June 30,  
Finance income   2014     2013  
Interest income $ 164   $ 928  

 

    Three months ended June 30,  
Finance costs   2014     2013  
Unwinding of discount of environmental rehabilitation provision $ 32   $ 33  

 

15. INCOME TAX

The significant components of income tax expense recognized in the statements of income are as follows:

    Three months ended June 30,  
Income tax expense   2014     2013  
Current $ 2,880 $ 2,063
Deferred   805   1,937  
  $ 3,685   $ 4,000  

 

16. CAPITAL DISCLOSURES

The Company’s objectives of capital management are intended to safeguard the entity’s ability to support the Company’s normal operating requirement on an ongoing basis, continue the development and exploration of its mineral properties, and support any expansionary plans.

The capital of the Company consists of the items included in equity. Risk and capital management are primarily the responsibility of the Company’s corporate finance function and is monitored by the Board of Directors. The Company manages the capital structure and makes adjustments depending on economic conditions. Funds have been primarily secured through profitable operations and issuances of equity capital. The Company invests all capital that is surplus to its immediate needs in short-term, liquid and highly rated financial instruments, such as cash and other short-term deposits, all held with major financial institutions. Significant risks are monitored and actions are taken, when necessary, according to the Company’s approved policies.

17. FINANCIAL INSTRUMENTS

The Company manages its exposure to financial risks, including liquidity risk, foreign exchange rate 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.

16





SILVERCORP METALS INC.
Notes to Condensed Consolidated Interim Financial Statements as at June 30,
2014 and for three months ended June 30, 2014 and 2013
(Unaudited) (Expressed in thousands of U.S. dollars, unless otherwise stated)

(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 7, Financial Instruments: Disclosures (“IFRS 7”).

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 table sets forth the Company’s financial assets that are measured at fair value on a recurring basis by level within the fair value hierarchy at June 30, 2014 that are not otherwise disclosed. As required by IFRS 7, assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. As of June 30, 2014 and March 31, 2014, the Company did not have financial liabilities measured at fair value on a recurring basis.

    Level 1   Level 2   Level 3   Total  
Financial assets                
Cash and cash equivalents $ 68,813 $ - $ - $ 68,813
Common shares of publicly traded companies   1,590   -   -   1,590
Yongning Smelting Co. Ltd.(1)   -   -   -   -
Jinduicheng Xise (Canada) Co. Ltd.(1)   -   -   -   -
Warrants   -   -   -   -  
(1) Level 3 financial instrument                

Fair value of the other financial instruments excluded from the table above approximates their carrying amount as of June 30, 2014 and March 31, 2014, respectively.

Reconciliation of level 3 fair value measurement of financial assets is as follows:

    Fair value through other comprehensive income  
    Yongning Smelting     Jinduicheng   Total  
Balance at April 1, 2013 $ 9,653   $ - $ 9,653  
Other comprehensive loss arising on revaluation   (9,651 )   -   (9,651 )
Foreign exchange impact   (2 )   -   (2 )
Balance at March 31, 2014 $ -   $ - $ -  
Balance at June 30, 2014 $ -   $ - $ -  

 

17





SILVERCORP METALS INC.
Notes to Condensed Consolidated Interim Financial Statements as at June 30,
2014 and for three months ended June 30, 2014 and 2013
(Unaudited) (Expressed in thousands of U.S. dollars, unless otherwise stated)

(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.

    June 30, 2014   March 31, 2014  
    Within a year  
Accounts payable and accrued liabilities $ 28,155 $ 23,802
Dividends payable   800   773  
  $ 28,955 $ 24,575  

(c) Foreign exchange risk

The Company undertakes transactions denominated in foreign currencies and is exposed to foreign exchange risk arising from such transactions.

The Company conducts its mining operations in China and thereby the majority of the Company’s assets, liabilities, revenues and expenses are denominated in RMB, which was tied to a basket of currencies of China’s largest trading partners.

The Company currently does not engage in foreign currency hedging, and the exposure of the Company’s financial assets and financial liabilities to foreign exchange risk is summarized as follows:

    June 30, 2014   March 31, 2014  
Financial assets denominated in U.S. Dollars $ 17,145 $ 979
Financial assets denominated in Chinese RMB $ 50,613 $ 57,358  

As at June 30, 2014, with other variables unchanged, a 1% strengthening (weakening) of the RMB against the USD would have increased (decreased) net income by approximately $0.5 million.

As at June 30, 2014, with other variables unchanged, a 1% strengthening (weakening) of the CAD against the USD would have decreased (increased) net income by approximately $0.2 million.

(d)Interest rate risk

Interest risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate due to changes in market interest rates. The Company’s cash equivalents and short term investments primarily includes highly liquid investments that earn interest at market rates that are fixed to maturity or at variable interest rates. Due to the short-term nature of these financial instruments, fluctuations in market rates do not have significant impact on the fair values of the financial instruments as of June 30, 2014.

18





SILVERCORP METALS INC.
Notes to Condensed Consolidated Interim Financial Statements as at June 30,
2014 and for three months ended June 30, 2014 and 2013
(Unaudited) (Expressed in thousands of U.S. dollars, unless otherwise stated)

(e) Credit risk

Credit risk is the risk that one party to a financial instrument will fail to discharge an obligation and cause the other party to incur a financial loss. The Company is exposed to credit risk primarily associated to accounts receivable, due from related parties, cash and cash equivalents and short term investments. The carrying amount of assets included on the balance sheet represents the maximum credit exposure.

The Company undertakes credit evaluations on counterparties as necessary and has monitoring processes intended to mitigate credit risks. The Company has trade receivables from its major customers primarily in China engaged in the mining and milling of base and polymetallic metals. The historical level of customer default is zero and aging of trade receivables are no more than 180 days, and, as a result, the credit risk associated with trade receivables from customers as at June 30, 2014 is considered to be immaterial. There were no amounts in receivables which were past due at June 30, 2014 (at March 31, 2014 - $nil) for which no provision is recognized.

(f) Equity price risk

The Company holds certain marketable securities that will fluctuate in value as a result of trading on Canadian financial markets. As the Company’s marketable securities holding are mainly in mining companies, the value will also fluctuate based on commodity prices. Based upon the Company’s portfolio at June 30, 2014, 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 comprehensive income of approximately $0.2 million.

18. SEGMENTED INFORMATION

Operating segments are components of the Company whose separate financial information is available and that is evaluated regularly by the Company’s Chief Executive Officer who is the Chief Operating Decision Maker (“CODM”). The operational segments are determined based on the Company’s management and internal reporting structure. In the prior year, the Company revised its operating segments presentation to reflect the disposals in the prior year and the oversight of its operations by the CODM. These figures have been restated to conform to the current year presentation. Operating segments are summarized as follow:

Operational Segments Subsidiaries Included in the Segment Properties Included in the Segment
Mining    

Henan Luoning

Henan Found and Henan Huawei Ying, TLP, HPG and LM

Hunan

Yunxiang BYP

Guangdong

Guangdong Found GC

Other

SX Gold and 0875786 B.C. Ltd. XHP
Administrative    

Vancouver

Silvercorp Metals Inc., BVI and Barbados' holding companies RZY

Beijing

Silvercorp Metals (China) Inc.  

19





SILVERCORP METALS INC.
Notes to Condensed Consolidated Interim Financial Statements as at June 30,
2014 and for three months ended June 30, 2014 and 2013
(Unaudited) (Expressed in thousands of U.S. dollars, unless otherwise stated)

(a) Segmented information for assets and liabilities are as follows:

June 30, 2014
  Mining Administrative    
    Henan                       Total
Balance sheet items:   Luoning   Hunan Guangdong   Other   Beijing   Vancouver      
                                   
Current assets $ 42,179 $ 3,620 $ 3,801 $ 2,273 $ 704 $ 43,830 $ 96,407
Plant and equipment   44,443   6,325   40,443   8,409   1,499   322   101,441
Mineral rights and properties   134,248   7,572   110,176   21,882   -   217   274,095
Investment in an associate   -   -   -   -   -   3,712   3,712
Other investments   -   -   -   -   -   1,590   1,590
Long-term prepaids and deposits   1,148   123   2,131   195   -   9   3,606  
Total assets $ 222,018 $ 17,640 $ 156,551 $ 32,759 $ 2,203 $ 49,680 $ 480,851  
                               
Current liabilities $ 25,146 $ 1,543 $ 4,992 $ 4,793 $ 180 $ 2,498 $ 39,152
Deferred income tax liabilities   16,581   588   211   -   -   -   17,380
Environmental rehabilitation   3,783   933   881   271   -   -   5,868  
Total liabilities $ 45,510 $ 3,064 $ 6,084 $ 5,064 $ 180 $ 2,498 $ 62,400  

 

March 31, 2014
  Mining Administrative    
    Henan                       Total
Balance sheet items:   Luoning   Hunan Guangdong   Other   Beijing   Vancouver      
                               
Current assets $ 32,805 $ 3,062 $ 4,287 $ 2,195 $ 626 $ 46,102 $ 89,077
Plant and equipment   44,231   6,070   41,079   8,591   1,528   377   101,876
Mineral rights and properties   127,865   7,555   109,470   21,158   -   210   266,258
Investment in an associate   -   -   -   -   -   3,715   3,715
Other investments   -   -   -   -   -   2,393   2,393
Long-term prepaids and deposits   1,606   184   2,013   188   -   9   4,000  
Total assets $ 206,507 $ 16,871 $ 156,849 $ 32,132 $ 2,154 $ 52,806 $ 467,319  
                               
Current liabilities $ 19,562 $ 1,725 $ 4,407 $ 4,161 $ 79 $ 2,468 $ 32,402
Deferred income tax liabilities   15,534   580   422   -   -   -   16,536
Environmental rehabilitation   3,753   925   873   268   -   -   5,819  
Total liabilities $ 38,849 $ 3,230 $ 5,702 $ 4,429 $ 79 $ 2,468 $ 54,757  

20





SILVERCORP METALS INC.
Notes to Condensed Consolidated Interim Financial Statements as at June 30,
2014 and for three months ended June 30, 2014 and 2013
(Unaudited) (Expressed in thousands of U.S. dollars, unless otherwise stated)

(b) Segmented information for operating results are as follows:

Three months ended June 30, 2014
    Mining     Administrative        
    Henan                                   Total  
Statement of operations:   Luoning     Hunan     Guangdong     Other     Beijing     Vancouver        
Sales $ 27,935   $ 2,681   $ -   $ -   $ -   $ -   $ 30,616  
Cost of sales   (13,450 )   (1,513 )   -     -       -     -       (14,963 )
Gross profit   14,485     1,168     -     -     -     -     15,653  
                                           
Operating (expenses) income   (3,380 )   (268 )   (1 )   20     (438 )   (3,398 )   (7,465 )
Finance items   (201 )   2     5     (2 )   105     223     132  
Income tax (expenses) recovery   (3,889 )   (6 )   211     -     (1 )   -     (3,685 )
Net income (loss) $ 7,015   $ 896   $ 215   $ 18   $ (334 ) $ (3,175 ) $ 4,635  
                                           
Attributable to:                                          
Equity holders of the Company   5,281     625     249     98     (334 )   (3,175 )   2,744  
Non-controlling interests   1,734     271     (34 )   (80 )   -     -     1,891  
Net income (loss) $ 7,015   $ 896   $ 215   $ 18   $ (334 ) $ (3,175 ) $ 4,635  

 

Three months ended June 30, 2013
    Mining     Administrative        
    Henan                                 Total  
Statement of operations:   Luoning     Hunan      Guangdong   Other     Beijing     Vancouver        
Sales $ 37,013   $ 2,822   $ - $ -   $ -   $ -   $ 39,835  
Cost of sales   (20,192 )   (2,290 )   -   -     -     -     (22,482 )
Gross profit   16,821     532     -   -     -     -     17,353  
                                             
Operating (expenses) income   (3,825 )   (472 )   18   (480 )   (357 )   (2,648 )   (7,764 )
Finance items   767     (4 )   8   (10 )   57     77     895  
Income tax expenses   (3,785 )   (213 )   -   (1 )   (1 )   -     (4,000 )
Net income (loss) $ 9,978   $ (157 ) $ 26 $ (491 ) $ (301 ) $ (2,571 ) $ 6,484  
                                             
Attributable to:                                        
Equity holders of the Company   7,851     (118 )   25   (324 )   (301 )   (2,571 )   4,562  
Non-controlling interests   2,127     (39 )   1   (167 )   -     -     1,922  
Net income (loss) $ 9,978   $ (157 ) $ 26 $ (491 ) $ (301 ) $ (2,571 ) $ 6,484  

21





SILVERCORP METALS INC.
Notes to Condensed Consolidated Interim Financial Statements as at June 30,
2014 and for three months ended June 30, 2014 and 2013
(Unaudited) (Expressed in thousands of U.S. dollars, unless otherwise stated)

(c) Sales by metal

The sales generated for the three months ended June 30, 2014 and 2013 comprise:

    Three Months Ended June 30, 2014    
    Henan Luoning   Hunan   Total   
Silver (Ag) $ 17,778 $ - $ 17,778
Gold (Au)   741   2,681   3,422
Lead (Pb)   8,654   -   8,654
Zinc (Zn)   762   -   762   
  $ 27,935 $ 2,681 $ 30,616   

 

    Three Months Ended June 30, 2013  
    Henan Luoning   Hunan   Total   
Silver (Ag) $ 24,091 $ - $ 24,091
Gold (Au)   1,283   2,669   3,952
Lead (Pb)   9,833   -   9,833
Zinc (Zn)   1,806   153   1,959   
  $ 37,013 $ 2,822 $ 39,835   

(d) Major customers

For the three months ended June 30, 2014, four major customers (for three months ended June 30, 2013 -three) accounted for 11% to 36%, (for three months ended June 30, 2013 - 12% to 37%) and collectively 79% (for three months ended June 30, 2013 - 71%) of the total sales of the Company.

19. COMMITMENTS AND CONTINGENCIES

Commitments, not disclosed elsewhere in these condensed consolidated interim financial statements, are as follows:

    Total   Less than 1 year   1-5 years   After 5 years  
Operating leases $ 6,746 $ 699 $ 3,850 $ 2,197
Commitments $ 6,418 $ - $ - $ 6,418  

As of June 30, 2014, the Company has two office rental agreements totaling $6,746 for the next nine years and commitments of $6,418 related to the GC property.

Due to the size, complexity and nature of the Company’s operations, various legal and tax matters arise in the ordinary course of business. The Company accrues for such items when a liability is both probable and the amount can be reasonably estimated. As at June 30, 2014 and 2013, no contingent liabilities were accrued.

22





SILVERCORP METALS INC.
Notes to Condensed Consolidated Interim Financial Statements as at June 30,
2014 and for three months ended June 30, 2014 and 2013
(Unaudited) (Expressed in thousands of U.S. dollars, unless otherwise stated)

 

20. SUPPLEMENTARY CASH FLOW INFORMATION

 

    June 30, 2014   March 31, 2014   
Cash on hand and at bank $ 47,019 $ 25,048
Bank term deposits and GICs   21,794   35,566   
Total cash and cash equivalents $ 68,813 $ 60,614  

 

    Three Months Ended June 30,  
Net change in non-cash working capital   2014     2013  

Trade and other receivables

$ 437   $ 61  

Inventories

  1,751     1,373  

Prepaids and deposits

  (878 )   (1,242 )

Accounts payable and accrued liabilities

  784     7,039  

Deposits received

  761     (2,037 )

Due to related parties

  (6 )   67  
  $ 2,849   $ 5,261  

 

Non-cash transactions:        

Additions of plant and equipment included in accounts payable and accrued liabilities

$ - $ 4,062

Capital expenditures of mineral rights and properties included in accounts payable and accrued liabilities

$ 4,036 $ 8,149

23




Exhibit 99.3

Exhibit 99.3


 

SILVERCORP METALS INC.


 

MANAGEMENT’S DISCUSSION AND ANALYSIS

For the Three Months Ended June 30, 2014

(Expressed in thousands of US dollars, unless otherwise stated)

 





Table of Contents  
1. Core Business and Strategy 2
2. First Quarter of Fiscal Year 2015 Highlights 2
3. Operating Performance 3
4. First Quarter Fiscal Year 2015 Financial Results 8
5. Liquidity and Capital Resources 10
6. Financial Instruments and Related Risks 11
7. Off-Balance Sheet Arrangements 13
8. Transactions with Related Parties 13
9. Alternative Performance (Non-IFRS) Measures 14
10. Critical Accounting Policies and Estimates 18
11. Changes in Accounting Standards 19
12. Other MD&A Requirements 19
13. Outstanding Share Data 19
14. Risks and Uncertainties 20
15. Disclosure Controls and Procedures 21
16. Changes in Internal Control over Financial Reporting 21
17. Directors and Officers 21
Forward Looking Statements 22

 





SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three Months Ended June 30, 2014
(Expressed in thousands of U.S. dollars, unless otherwise stated)

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 consolidated financial statements for the three months ended June 30, 2014 and the related notes contained therein. In addition, the following should be read in conjunction with the audited consolidated financial statements of the Company for the year ended March 31, 2014, the related MD&A, the Annual Information Form (available on SEDAR at www.sedar.com), and the annual report on Form 40-F. The Company reports its financial position, results of operations and cash flow in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board (“IFRS”). Silvercorp’s significant accounting policies are set out in Note 2 of the unaudited condensed consolidated financial statements for the three months ended June 30, 2014, as well as Note 2 to the audited consolidated financial statements for the year ended March 31, 2014. This MD&A refers to various non-IFRS measures, such as total and 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, cash flow from operations per share, and 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, we have provided detailed descriptions and reconciliations, in section 9 of this MD&A. This MD&A is prepared as of August 13, 2014.

1. 

Core Business and Strategy

Silvercorp Metals Inc. is engaged in the acquisition, exploration, development and mining of high-grade silver-related mineral properties in China. Silvercorp is the largest primary silver producer in China through the operation of the four silver-lead-zinc mines at the Ying Mining District in Henan Province, China and is currently ramping up trial mining production at the GC silver-lead-zinc project in Guangdong Province. The Company’s shares are traded on the New York Stock Exchange and the Toronto Stock Exchange and are included as a component of the S&P/TSX Composite and the S&P/TSX Global Mining Indexes.

2.     

First Quarter of Fiscal Year 2015 Highlights

•

Silver production1 of 1.1 million ounces and gold production of 3,461 ounces;

•

Lead production1 of 11.5 million pounds and zinc production1 of 1.2 million pounds;

•

Sales of $30.6 million;

•

Gross margin of 51%;

•

Cash flows from operations of $13.8 million, or $0.08 per share;

•

Net income of $2.7 million, or $0.02 per share;

•

Cash cost per ounce of silver, net of by-product credits2 , of $0.46;

•

All-in sustaining cost per ounce of silver, net of by-product credits2 , of $11.62; and

•

Trial mining1 at the GC mine produced 48,396 tonnes of ore yielding 145,000 ounces of silver, 1.5 million pounds of lead, and 2.3 million pounds of zinc.

______________________________________

1 Production in the trial mining phase at the GC mine is excluded from the Company’s total reported production results on page 3. Revenue from metal sales is offset against cost capitalized.

2 Non-IFRS measure, see section 9 for reconciliation.

Management’s Discussion and Analysis Page 2




SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three Months Ended June 30, 2014
(Expressed in thousands of U.S. dollars, unless otherwise stated)

 

3.     

Operating Performance

The following table summarizes consolidated and each mining district’s operational information for the three months ended June 30, 2014:

  Three months ended June 30, 2014
  Ying Mining
District
1
BYP Total
Production Data      

Mine Data

     

Ore Mined (tonne)

173,485 36,203 209,688

Run of Mine Ore (tonne)

169,480 30,548 200,028
         

+ Mining cost per tonne of ore mined ($)

58.35 30.61 53.56

Cash mining cost per tonne of ore mined ($)

46.96 22.70 42.77

Non cash mining cost per tonne of ore mined ($)

11.39 7.91 10.79
         

+ Unit shipping costs($)

4.77 - 3.95
         

+ Milling cost per tonne of ore milled ($)

14.48 14.33 14.46

Cash milling cost per tonne of ore milled ($)

12.16 13.29 12.33

Non cash milling cost per tonne of ore milled ($)

2.32 1.04 2.13
       

+ Average Production Cost

     

Silver ($ per ounce)

7.60 - 7.72

Gold ($ per ounce)

434 573 483

Lead ($ per pound)

0.36 - 0.37

Zinc ($ per pound)

0.30 - 0.31
         

+ Total production cost per ounce of Silver ($)

2.92   2.92

+ Total cash cost per ounce of Silver ($)

0.46   0.46

+ Total production cost per ounce of Gold ($)

  573 573

+ Total cash cost per ounce of Gold ($)

  455 455
         

+ All-in sustaining cost per ounce of Silver ($)2

8.85 15.06 11.62

+ All-in cost per ounce of Silver ($)2

11.03 16.06 14.58
       

Total Recovery of the Run of Mine Ore

     

Silver (%)

93.6   93.6

Gold (%)

  89.7 89.7

Lead (%)

95.8   95.8

Zinc (%)

56.8   56.8
       

Head Grades of Run of Mine Ore

     

Silver (gram/tonne)

227   227

Gold (gram/tonne)

  2.8 2.8

Lead (%)

3.3   3.3

Zinc (%)

0.7   0.7
       
Sales Data      

Metal Sales

     

Silver (in thousands of ounces)

1,126 - 1,126

Gold (in thousands of ounces)

0.8 2.6 3.5

Lead (in thousands of pounds)

11,529 - 11,529

Zinc (in thousands of pounds)

1,211 - 1,211
       

Metal Sales

     

Silver (in thousands of $)

17,778 - 17,778

Gold (in thousands of $)

741 2,681 3,422

Lead (in thousands of $)

8,654 - 8,654

Zinc (in thousands of $)

762 - 762  
  27,935 2,681 30,616  

Average Selling Price,Net of Value Added Tax and Smelter Charges

     

Silver ($ per ounce)

15.79 - 15.79

Gold ($ per ounce)

901 1,016 989

Lead ($ per pound)

0.75 - 0.75

Zinc ($ per pound)

0.63 - 0.63

 

1 Ying Mining District includes mines: SGX, TLP, HPG&LM.  
2 BYP gold ounces converted to silver equivalent using a ratio of 50:1.  
+Non-IFRS measures, see section 9 for reconciliation.  
Management’s Discussion and Analysis Page 3

 





SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three Months Ended June 30, 2014
(Expressed in thousands of U.S. dollars, unless otherwise stated)

The following table summarizes consolidated and each mining district’s operational information for the three months ended June 30, 2013:

  Three months ended June 30, 2013
  Ying Mining
District
1
X Mines2 BYP Total
Production Data          

Mine Data

         

Ore Mined (tonne)

233,257 -   29,075 262,332

Run of Mine Ore (tonne)

236,173 6,929 * 29,975 273,077
           

+ Mining cost per tonne of ore mined ($)

65.09 -   51.17 63.55

Cash mining cost per tonne of ore mined ($)

54.95 -   21.04 51.19

Non cash mining cost per tonne of ore mined ($)

10.14 -   30.13 12.35
           

+ Unit shipping costs($)

3.98 -   - 3.54
           

+ Milling cost per tonne of ore milled ($)

13.62 -   14.05 13.67

Cash milling cost per tonne of ore milled ($)

12.06 -   13.06 12.17

Non cash milling cost per tonne of ore milled ($)

1.56 -   0.99 1.50
           

+ Average Production Cost

         

Silver ($ per ounce)

9.63 -   - 9.96

Gold ($ per ounce)

546 -   926 616

Lead ($ per pound)

0.41 -   - 0.42

Zinc ($ per pound)

0.34 -   0.44 0.34
           

+ Total production cost per ounce of Silver ($)

5.33 -     5.33

+ Total cash cost per ounce of Silver ($)

3.23 -     3.23

+ Total production cost per ounce of Gold ($)

      913 913

+ Total cash cost per ounce of Gold ($)

      448 448
           

+ All-in sustaining cost per ounce of Silver ($)3

11.36 -   26.78 15.51

+ All-in cost per ounce of Silver ($)3

15.01 -   28.62 25.73
           

Total Recovery of the Run of Mine Ore

         

Silver (%)

92.3 -     92.3

Gold (%)

      92.5 92.5

Lead (%)

94.6 -     94.6

Zinc ( %)

68.4 -     68.4
           

Head Grades of Run of Mine Ore

         

Silver (gram/tonne)

200 -     200

Gold (gram/tonne)

      2.8 2.8

Lead (%)

2.7 -     2.7

Zinc (%)

0.8 -     0.8
           
Sales Data          

Metal Sales

         

Silver (in thousands of ounces)

1,364 10 * - 1,374

Gold (in thousands of ounces)

1.3 0.2 * 2.3 3.8

Lead (in thousands of pounds)

13,063 405 * - 13,468

Zinc (in thousands of pounds)

2,926 484 * 282 3,692
           

Metal Sales

         

Silver (in thousands of $)

24,091 -   - 24,091

Gold (in thousands of $)

1,283 -   2,669 3,952

Lead (in thousands of $)

9,833 -   - 9,833

Zinc (in thousands of $)

1,806 -   153 1,959  
  37,013 -   2,822 39,835  

Average Selling Price, Net of Value Added Tax and Smelter Charges

         

Silver ($ per ounce)

17.66 -     17.66

Gold ($ per ounce)

1,001 -   1,141 1,092

Lead ($ per pound)

0.75 -     0.75

Zinc ($ per pound)

0.62 -   0.54 0.61

 

1 Ying Mining District includes mines: SGX, TLP, HPG&LM.
2 X Mines includes the XBG project and XHP project.
3 BYP gold ounces converted to silver equivalent using a ratio of 50:1.
* Represents development tunnelling ore at the X mines.
+ Non-IFRS measures, see section 9 for reconciliation.



Management’s Discussion and Analysis Page 4




SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three Months Ended June 30, 2014
(Expressed in thousands of U.S. dollars, unless otherwise stated)

(a)     

Mine and Milling Production

For the three months ended June 30, 2014 (“Q1 Fiscal 2015”), on a consolidated basis, the Company mined 209,688 tonnes of ore, a 20% decrease compared to 262,332 tonnes in the three months ended June 30, 2013 (“Q1 Fiscal 2014”). The decrease in ore mined was a result of improved dilution control initiatives implemented at the Ying Mining District. Correspondingly, ore milled decreased 27% to 200,028 tonnes of ore compared to 273,077 tonnes in Q1 Fiscal 2014.

(b)     

Mining and Milling Costs

In Q1 Fiscal 2015, the consolidated total mining cost and cash mining cost were $53.56 and $42.77 per tonne, a decrease of 16% and 16% as compared to $63.55 and $51.19 per tonne, respectively, in Q1 Fiscal 2014. The ongoing focus on production efficiencies and cost control initiatives is positively impacting mining cost per tonne at the Ying Mining District.

The consolidated total milling cost and cash milling cost in Q1 Fiscal 2015 were $14.46 and $12.33 per tonne compared to $13.67 and $12.17 per tonne, respectively, in Q1 Fiscal 2014.

(c)     

Metal Production

In Q1 Fiscal 2015, the Company produced 1.1 million ounces of silver, 3,461 ounces of gold, 11.5 million pounds of lead, and 1.2 million pounds of zinc, compared to 1.4 million ounces of silver, 3,777 ounces of gold, 13.5 million pounds of lead, and 3.7 million pounds of zinc, respectively, in Q1 Fiscal 2015. Metal production in this quarter was positively impacted by improved dilution control, which resulted in a 14% and 23% increase in silver and lead head grades. This was offset by a 27% decrease in ore milled which resulted in overall lower metal production.

Including the trial mining production from the GC mine3, the total metal production in the quarter was 1.27 million ounces of silver, 13.0 million pounds of lead and 3.5 million pounds of zinc.

(d)     

Total and Cash Cost per Ounce of Silver, Net of By-Product Credits4

In Q1 Fiscal 2015, the consolidated total production cost and cash cost per ounce of silver, net of byproduct credits, were $2.92 and $0.46 compared to $5.33 and $3.23, respectively, in Q1 Fiscal 2014. The overall decrease in cash cost per ounce of silver, net of by-product credits, is mainly due to the effectiveness of ongoing production efficiencies and cost control initiatives that resulted in a 16% decrease in per tonne cash mining costs. The impact of the cost efficiencies is partially offset by a 21% decrease in by-product revenue due to lower lead and zinc production compared to the prior year quarter.

(e)     

All-in Sustaining Cost per Ounce of Silver, Net of By-Product Credits4

In Q1 Fiscal 2015, the consolidated all-in sustaining cost per ounce of silver, net of by-product credits, is $11.62 compared to $15.51 in Q1 Fiscal 2014. The decrease compared to the prior year quarter is driven by production cost efficiencies, lower sustaining capital expenditures, and less corporate overhead expenditures. The cost control initiatives yielded positive results as per tonne cash mining costs decreased by 16% along with decreases of 36% and 21% in overhead general and administrative expense and sustaining capital expenditures, respectively, compared to Q1 Fiscal 2014.

(f)     

Operation Review

 

(i)     

Ying Mining District

The Ying Mining District consists of four mines (SGX, HPG, TLP, and LM) and is the Company’s primary source of production.

______________________________________
3 Production in the trial mining phase at the GC mine is excluded from the Company’s total reported production results on page 3. Revenue from metal sales is offset against cost capitalized.
4 Non-IFRS measure, see section 9 for reconciliation

Management’s Discussion and Analysis Page 5




SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three Months Ended June 30, 2014
(Expressed in thousands of U.S. dollars, unless otherwise stated)

In the prior fiscal year, the Company completed a comprehensive review at the Ying Mining District and enacted a series of improvements covering all aspects of operations including cost control, mine planning and strategy, contractor compensation contracts, dilution control, and performance-based compensation package for mine management. As a result of the initiatives, operational results in this quarter yielded improved head grades, better dilution control, lower production costs, reduced labour head count and compensation, lower discretionary overhead costs and more efficient capital expenditures.

In Q1 Fiscal 2015, the total ore mined at the Ying Mining District was 173,485 tonnes compared to total ore production of 233,257 tonnes in Q1 Fiscal 2014. In the current quarter, the Company’s ongoing focus on dilution control resulted in 26% lower ore production. As a result of improved dilution control, silver and lead head grades at the Ying Mining District improved 14% and 23%, respectively, to 227 grams per tonne (“g/t”) for silver and 3.3% for lead from 200 g/t for silver and 2.7% for lead, respectively, in Q1 Fiscal 2014.

In Q1 Fiscal 2015, the Ying Mining District produced 1.1 million ounces of silver, 822 ounces of gold, 11.5 million pounds of lead, and 1.2 million pounds of zinc, compared to 1.4 million ounces of silver, 1,282 ounces of gold, 13.1 million pounds of lead, and 2.9 million pounds of zinc in Q1 Fiscal 2014. The decrease in metals produced is mainly due to the lower ore production offset by improved head grades experienced in the quarter.

The cost control initiatives at the Ying Mining District yielded positive results in Q1 Fiscal 2015 where total and cash mining costs per tonne were $58.35 and $46.96, a 10% and 15% decrease, respectively, compared to $65.09 and $54.95, in Q1 Fiscal 2014. The overall decrease of 15% in cash mining costs per tonne was mainly due to reductions in (i) mining preparation expenditures; (ii) labour and material costs due to improved dilution control; and (iii) mine administration costs. On a per tonne basis, labour costs decreased 40%, mine administration costs decreased 33% and mining preparation expenditures decreased 18%, respectively, as compared to Q1 Fiscal 2014.

On the foundation of production cost efficiencies and lower overhead administrative costs, the all-in sustaining cost per ounce of silver, net of by-product credits, in this quarter, improved to $8.85 compared to $11.36 in the prior year quarter.

In Q1 Fiscal 2015, total ore milled was 169,480 tonnes, a decrease of 28% compared to 236,173 tonnes in Q1 Fiscal 2014. Cash milling costs were $12.16 compared to $12.06 in Q1 Fiscal 2014.

During the quarter, the Company completed approximately 16,500 metres (“m”) of horizontal tunnels, raises and declines. Total exploration and development expenditures for the Ying Mining District were $8.1 million compared to $9.7 million in Q1 Fiscal 2014.

(ii)     

GC Mine

During the quarter, with the temporary Safety Production Permit, the Company continued mine development to ramp up trial mining production, mill processing and stope preparation work. As at the end of July, the Company has passed the final site inspection for the Safety Production Permit. The issuance of the final Safety Production Permit is expected prior to the expiration of the temporary permit which was extended to the end of September 2014.

As part of trial mining activities in Q1 Fiscal 2015, the Company mined 48,396 tonnes of ore and milled 55,784 tonnes of ore, yielding 145,000 ounces of silver, 1.5 million pounds of lead, 2.3 million pounds of zinc and 3.6 million pounds of sulphur. The head grades at the GC mine were 110 g/t for silver, 1.4% for lead, 2.5% for zinc, and 9.0% for sulphur.

Total and cash mining cost per tonne were $64.62 and $42.23 respectively, while total and cash milling cost per tonne were $25.54 and $19.17.

Management’s Discussion and Analysis Page 6




SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three Months Ended June 30, 2014
(Expressed in thousands of U.S. dollars, unless otherwise stated)

A summary of the operational and financial results5 of the GC mine are as follows:

 GC Mine   Three months ended
June 30, 2014
 
Ore mined (tonne)   48,396  
Ore milled (tonne)   55,784  
Head Grades
Silver (gram/tonne)   110  
Lead (%)   1.4  
Zinc (%)   2.5  
Sulphur (%)   9.0  
Metal Production
Silver ('000 Oz)   145  
Lead ('000 Lb)   1,461  
Zinc ('000 Lb)   2,314  
Sulphur ('000 Lb)   3,626  
Production Cost
Cash production cost ($/tonne) $ 61.40  
Total production cost ($/tonne) $ 90.16  
Financials
Metal sales ('000s) $ 4,437  
Cash production cost ('000s) $ 2,993  
Total production cost ('000s) $ 4,376  
Cash profit margin (%)   33%  

 

Based on the operational results in this quarter, the Company is pleased that the GC mine is approaching its expected operational level according to the guidance for this fiscal year. Prior to the declaration of commercial production, the Company will continue to ramp up mining in the coming quarters to reach operational results that consistently and sustainably achieve our planned production. While the GC mine has not declared commercial production, revenue from metal sales is offset against costs capitalized.

In Q1 Fiscal 2015, $0.4 million (Q1 Fiscal 2014 - $6.2 million) of exploration and development expenditures were incurred at the GC mine.

(iii)     

BYP Mine

In Q1 Fiscal 2015, the BYP mine processed 30,548 tonnes of ore compared to 29,975 tonnes in Q1 Fiscal 2014. In Q1 Fiscal 2015, the Company sold 2,639 ounces of gold compared to 2,338 ounces of gold in Q1 Fiscal 2014. Gold head grade for Q1 Fiscal 2015 was 2.8 g/t compared to 2.8 g/t in Q1 Fiscal 2014.

Certain capital upgrades are necessary at the BYP mine in order to sustain ongoing production. However, in consideration of the required expenditures and the current market environment, the Company has decided to defer such capital investments until a later time. As such, in August 2014, the Company has suspended mining activities at the BYP mine. As the BYP mine is not viewed as a core asset, the Company is considering various strategic options for this project.

Exploration and development expenditures at the BYP mine were $0.3 million in the current quarter compared to $1.6 million in the prior year quarter.

(iv)     

XHP Project

Since the prior fiscal year, activities at the XHP project have been suspended as part the Company’s cost saving measures.

______________________________________
5 Production in the trial mining phase at the GC mine is excluded from the Company’s total reported production results on page 3.  Revenue from metal sales is offset against cost capitalized.

Management’s Discussion and Analysis Page 7




SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three Months Ended June 30, 2014
(Expressed in thousands of U.S. dollars, unless otherwise stated)

4.     

First Quarter Fiscal Year 2015 Financial Results


The tables below set out selected quarterly results for the past eight quarters:        
    Jun 30, 2014     Mar 31, 2014     Dec 31, 2013     Sept 30, 2013  
Sales $ 30,616   $ 16,135   $ 23,970   $ 28,460  
Gross profit   15,653     6,945     10,469     13,637  
Expenses and foreign exchange   (7,474 )   (3,717 )   (5,733 )   (9,188 )
Other items   141     (6,305 )   708     (65,790 )
Net income (loss)   4,635     (4,677 )   3,144     (53,307 )

Net income (loss), attributable to the shareholders of the Company

  2,744     (4,541 )   2,163     (43,201 )
Basic earnings (loss) per share   0.02     (0.03 )   0.01     (0.25 )
Diluted earnings (loss) per share   0.02     (0.03 )   0.01     (0.25 )
Cash dividend declared   800     773     4,017     4,152  

Cash dividend declared per share (CAD)

  0.005     0.005     0.025     0.025  

                       
    Jun 30, 2013     Mar 31, 2013     Dec 31, 2012     Sept 30, 2012  
Sales $ 39,835   $ 33,147   $ 58,717   $ 45,209  
Gross profit   17,353     17,087     37,476     28,415  
Expenses and foreign exchange   (7,263 )   (6,396 )   (7,947 )   (9,062 )
Other items   394     1,430     (8,631 )   1,427  
Net income   6,484     8,391     10,631     13,503  

Net income, attributable to the shareholders of the Company

  4,562     6,361     5,236     9,500  
Basic earnings per share   0.03     0.04     0.03     0.06  
Diluted earnings per share   0.03     0.04     0.03     0.06  
Cash dividend declared   4,173     4,204     4,291     4,255  

Cash dividend declared per share (CAD)

  0.025     0.025     0.025     0.025  

 

Financial results including sales, gross profit, net income, basic earnings per share, and diluted earnings per share are heavily influenced by changes in commodity prices, particularly, the silver price.

Net income attributable to the shareholders of the Company in Q1 Fiscal 2015 was $2.7 million, or $0.02 per share compared to $4.6 million, or $0.03 per share in Q1 Fiscal 2014.

In the current quarter, the Company’s financial results were mainly impacted by the following: (i) improved production cost control yielded higher profit margins of 51% compared to 44% in the same prior year quarter, (ii) overhead general and administrative spending was 36% less than the prior year quarter, offset by (iii) lower metal production as silver, lead and zinc production decreased 18%, 14%, and 67%, comparatively and (iv) lower net realized silver price of $15.79 per ounce, which is 11% lower compared to $17.66 per ounce in the same prior year quarter.

Sales in Q1 Fiscal 2015 were $30.6 million compared to $39.8 million in Q1 Fiscal 2014. Silver and gold sales represented $17.8 million and $3.4 million, respectively, while base metals represented $9.4 million of total sales in this quarter compared to silver, gold and base metals of $24.1 million, $4.0 million, and $11.8 million, respectively, in Q1 Fiscal 2014.

Fluctuations in sales revenue are mainly dependent on metal production and the realized metal price. The net realized selling price is calculated using Shanghai Metal Exchange (“SME”) prices, less smelter charges and recovery, and a value added tax (“VAT”) at a rate of 17% (VAT is not applied to gold sales).

Management’s Discussion and Analysis Page 8




SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three Months Ended June 30, 2014
(Expressed in thousands of U.S. dollars, unless otherwise stated)

The following table is a reconciliation of the Company’s net realized selling prices in Q1 Fiscal 2015, including a comparison with London Metal Exchange (“LME”) prices:

    Silver (in US$/ounce)   Gold (in US$/ounce) Lead (in US$/pound)   Zinc (in US$/pound)
    Q1 2015   Q1 2014   Q1 2015   Q1 2014   Q1 2015   Q1 2014   Q1 2015   Q1 2014
Net realized selling prices $ 15.43 $ 17.66 $ 987 $ 1,092 $ 0.75 $ 0.75 $ 0.63 $ 0.61
Add back: Value added taxes   2.62   3.00   -   -   0.13   0.13   0.11   0.10
Add back: Smelter charges and recovery   2.14   2.96   303   354   0.13   0.15   0.36   0.35
SME $ 20.19 $ 23.62 $ 1,290 $ 1,446 $ 1.01 $ 1.03 $ 1.10 $ 1.06
LME $ 19.62 $ 23.23 $ 1,288 $ 1,421 $ 0.92 $ 0.93 $ 0.91 $ 0.83

 

Cost of sales in Q1 Fiscal 2015 was $15.0 million compared to $22.5 million in Q1 Fiscal 2014. The cost of sales included cash costs of $11.9 million compared to $18.9 million in Q1 Fiscal 2014. The decrease in cost of sales is attributable to an overall decrease of 11% in production costs and 20% lower ore production in the quarter.

Gross profit in Q1 Fiscal 2015 was 51% compared to 44% in Q1 Fiscal 2014. The increase in gross profit is mainly driven by the reduction of production cost offset by decreases in silver prices.

General and administrative (“G&A”) expenses in Q1 Fiscal 2015 were $4.8 million, a decrease of 36% compared to $7.5 million in Q1 Fiscal 2014. The decrease was primarily a result of the Company’s cost reduction initiatives in response to the lower metal price environment. Main reductions were made in labour salaries, benefits and headcount as well as discretionary overhead spending. Significant items included in general and administrative expenses in Q1 Fiscal 2015 are as follows:

(i)     

Office and administrative expenses of $1.9 million (Q1 Fiscal 2014 - $3.2 million);

 

 

(ii)     

Salaries and benefits of $1.5 million (Q1 Fiscal 2014 - $2.2 million);

 

 

(iii)     

Stock based compensation expense of $0.4 million (Q1 Fiscal 2014 - $0.7 million); and

 

 

(iv)     

Professional fees of $0.7 million (Q1 Fiscal 2014 - $1.0 million).

General exploration and property investigation expenses in Q1 Fiscal 2015 were $0.9 million (Q1 Fiscal 2014 - $1.0 million).

Foreign exchange loss in Q1 Fiscal 2015 was $1.1 million compared to a gain of $1.9 million in Q1 Fiscal 2014. The foreign exchange gain or loss is mainly driven by the fluctuations of the RMB and US dollar against the functional currency of the entities.

Loss on disposal of plant and equipment in Q1 Fiscal 2015 was $nil compared to $28 in Q1 Fiscal 2014. The loss is related to the disposal of obsolete equipment.

Share of loss in an associate in Q1 Fiscal 2015 was $132 (Q1 Fiscal 2014 - $14), representing the Company’s equity pickup in New Pacific Metals Corp. (“New Pacific”). The Company recorded on the statement of income its proportionate share of New Pacific’s net gain or loss, as the Company is able to exercise significant influence over the financial and operating policies of New Pacific.

Loss on investments in Q1 Fiscal 2015 was $15 compared to $574 in Q1 Fiscal 2014. The Company has been acquiring equity interests in other publicly-traded mining companies on the open market or by participating in private placements. These equity interests, including common shares and warrants are for long-term investment purpose. Due to their nature, warrants meet the definition of derivatives and are accounted for as “Fair value through profit and loss” (“FVTPL”). The fair value of warrants was determined using the Black-Scholes pricing model as at the acquisition date as well as at each period end. Gain or loss in such securities, arising from changes in the fair value of the warrants, is included in net income for the period in which they arise.

Finance income in Q1 Fiscal 2015 was $164 compared to $928 in Q1 Fiscal 2014. The Company invests in high yield short-term investments as well as long-term corporate bonds.

Finance costs in Q1 Fiscal 2015 were $32 compared to $33 in Q1 Fiscal 2014. As the Company does not

Management’s Discussion and Analysis Page 9




SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three Months Ended June 30, 2014
(Expressed in thousands of U.S. dollars, unless otherwise stated)

hold any interest bearing debt, the finance cost in the current period relates to the unwinding of discount of environmental rehabilitation provision.

Income tax expense in Q1 Fiscal 2015 was $3.7 million compared to $4.0 million in Q1 Fiscal 2014. The income tax expense recorded in Q1 Fiscal 2015 included current income tax expense of $2.9 million (Q1 Fiscal 2014 – $2.1 million) and deferred income tax expense of $0.8 million (Q1 Fiscal 2014 – $1.9 milion).

5.     

Liquidity and Capital Resources

Cash and cash equivalents and short-term investments as at June 30, 2014 were $80.2 million.

Working capital as at June 30, 2014 was $57.3 million.

Cash flows provided by operating activities were $13.8 million or $0.08 per share in Q1 Fiscal 2015 compared to $17.7 million or $0.10 per share in Q1 Fiscal 2014. The decrease in cash flows from operations is mainly due to movement in non-cash operating working capital as well as lower operating earnings.

Cash flows used in investing activities were $6.2 million in Q1 Fiscal 2015, comprising mainly of cash used in capital expenditures of $7.9 million offset by net redemptions of short-term investments of $1.7 million. In Q1 Fiscal 2014, cash flows provided by investing activities were $7.4 million comprising mainly of cash used in capital expenditures of $19.2 million and net redemptions of short-term investments of $25.0 million and proceeds on sale of a subsidiary of $1.6 million.

Cash flows used in financing activities were $0.8 million in Q1 Fiscal 2015, comprising mainly of cash dividends paid of $0.8 million. In Q1 Fiscal 2014, cash flows used in financing activities were $5.4 million, comprising mainly of cash dividends paid of $4.2 million and distributions to non-controlling interests of $1.2 million.

Contractual commitments and contingencies not disclosed elsewhere in this Management’s Discussion and Analysis are as follows:

    Total   Less than 1 year   1-5 years   After 5 years
Operating leases $ 6,746 $ 699 $ 3,850 $ 2,197
Commitments $ 6,418 $ - $ - $ 6,418

 

As of June 30, 2014, the Company has two office rental agreements totaling $6,746 for the next nine years and commitments of $6,418 related to the GC property.

Due to the size, complexity and nature of the Company’s operations, various legal and tax matters arise in the ordinary course of business. The Company accrues for such items when a liability is both probable and the amount can be reasonably estimated. As at June 30, 2014 and 2013, no contingent liabilities were accrued.

Available sources of funding

The Company does not have unlimited resources and its future capital requirements will depend on many factors, including, among others, cash flow from operations. To the extent that its existing resources and the funds generated by future income are insufficient to fund the Company’s operations, the Company may need to raise additional funds through public or private debt or equity financing. 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 stock. No assurance can be given that additional financing will be available or that, if available, can be obtained on terms favourable to the Company and its shareholders. If adequate funds are not available, the Company may be required to delay, limit or eliminate some or all of its proposed operations. The Company believes it has sufficient capital to meet its cash needs for the next 12 months, including the costs of compliance with

Management’s Discussion and Analysis Page 10




SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three Months Ended June 30, 2014
(Expressed in thousands of U.S. dollars, unless otherwise stated)

continuing reporting requirements.

6.     

Financial Instruments and Related Risks

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 7, Financial Instruments: Disclosures (“IFRS 7”).

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 table sets forth the Company’s financial assets that are measured at fair value on a recurring basis by level within the fair value hierarchy at June 30, 2014 that are not otherwise disclosed. As required by IFRS 7, assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. As of June 30, 2014 and March 31, 2014, the Company did not have financial liabilities measured at fair value on a recurring basis.

    Level 1   Level 2   Level 3   Total  
Financial assets                
Cash and cash equivalents $ 68,813 $ - $ - $ 68,813
Common shares of publicly traded companies   1,590   -   -   1,590
Yongning Smelting Co. Ltd.(1)   -   -   -   -
Jinduicheng Xise (Canada) Co. Ltd.(1)   -   -   -   -  
Warrants   -   -   -   -  
(1) Level 3 financial instrument                

 

Fair value of the other financial instruments excluded from the table above approximates their carrying amount as of June 30, 2014 and March 31, 2014, respectively.

Reconciliation of level 3 fair value measurement of financial assets is as follows:

    Fair value through other comprehensive income
      Yongning Smelting     Jinduicheng   Total  
Balance at April 1, 2013 $ 9,653   $ - $ 9,653  
Other comprehensive loss arising on revaluation   (9,651 )   -   (9,651 )
Foreign exchange impact   (2 )   -   (2 )
Balance at March 31, 2014 $ -   $ - $ -  
Balance at June 30, 2014 $ -   $ - $ -  

 

(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

Management’s Discussion and Analysis Page 11




SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three Months Ended June 30, 2014
(Expressed in thousands of U.S. dollars, unless otherwise stated)

future minimum payments. The following summarizes the remaining contractual maturities of the Company’s financial liabilities.

      June 30, 2014   March 31, 2014  
    Within a year
Accounts payable and accrued liabilities $ 28,155 $ 23,802  
Dividends payable   800   773  
    $ 28,955 $ 24,575  

 

(c)     

Foreign exchange risk

The Company undertakes transactions denominated in foreign currencies and is exposed to foreign exchange risk arising from such transactions.

The Company conducts its mining operations in China and thereby the majority of the Company’s assets, liabilities, revenues, and expenses are denominated in RMB.

The Company currently does not engage in foreign currency hedging and the exposure of the Company’s financial assets and financial liabilities to foreign exchange risk is summarized as follows:

    June 30, 2014   March 31, 2014  
Financial assets denominated in U.S. Dollars $ 17,145 $ 979  
Financial assets denominated in Chinese RMB $ 50,613 $ 57,358   

 

As at June 30, 2014, with other variables unchanged, a 1% strengthening (weakening) of the RMB against the USD would have increased (decreased) net income by approximately $0.5 million.

As at June 30, 2014, with other variables unchanged, a 1% strengthening (weakening) of the CAD against the USD would have decreased (increased) net income by approximately $0.2 million.

(d)     

Interest rate risk

Interest risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate due to changes in market interest rates. The Company’s cash equivalents and short term investments primarily includes highly liquid investments that earn interest at market rates that are fixed to maturity or at variable interest rates. Due to the short-term nature of these financial instruments, fluctuations in market rates do not have significant impact on the fair values of the financial instruments as of June 30, 2014.

(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 and has monitoring processes intended to mitigate credit risks. The Company has trade receivables from its major customers primarily in China engaged in the mining and milling of base and polymetallic metals. The historical level of customer defaults is zero and aging of trade receivables are no more than 180 days, and, as a result, the credit risk associated with trade receivables from customers as at June 30, 2014 is considered to be immaterial. There were no amounts in receivables which were past due at June 30, 2014 (at March 31, 2014 - $nil) for which no provision is recognized.

(f)     

Equity price risk

The Company holds certain marketable securities that will fluctuate in value as a result of trading on Canadian financial markets. As the Company’s marketable securities holding are mainly in mining

Management’s Discussion and Analysis Page 12




SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three Months Ended June 30, 2014
(Expressed in thousands of U.S. dollars, unless otherwise stated)

companies, the value will also fluctuate based on commodity prices. Based upon the Company’s portfolio at June 30, 2014, 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 comprehensive income of approximately $0.2 million.

7.     

Off-Balance Sheet Arrangements

The Company does not have any off-balance sheet arrangements.

8.     

Transactions with Related Parties

Related party transactions not disclosed elsewhere in this MD&A are as follows:

Due from related parties   June 30, 2014   March 31, 2014  
NUX (a) $ 45 $ 48
Henan Non-ferrous Geology Bureau (b)   25   20  
   $ 70 $ 68  
           
Due to related parties   June 30, 2014   March 31, 2014   
Parkside Management Ltd. (f) $ 286 $ 281   

 

(a)     

According to a services and administrative costs reallocation agreement between the Company and New Pacific, the Company recovers costs for services rendered to New Pacific and expenses incurred on behalf of New Pacific. During the three months ended June 30, 2014, the Company recovered $57 (for three months ended June 30, 2013 - $111) from New Pacific for services rendered and expenses incurred on behalf of New Pacific. The costs recovered from New Pacific were recorded as a direct reduction of general and administrative expenses on the consolidated statements of income.

 

(b)     

Henan Non-ferrous Geology Bureau (“Henan Geology Bureau”) is a 22.5% equity interest holder of Henan Found.

 

(c)     

For the three months ended June 30, 2014, the Company paid $nil (for three months ended June 30, 2013 - $102) consulting fees to McBrighton Consulting Ltd., a private consulting services company controlled by a director of the Company.

 

(d)     

For the three months ended June 30, 2014, the Company paid $126 (for three months ended June 30, 2013 - $nil) consulting fees to Greensea Management Ltd., a private consulting services company controlled by a director of the Company.

 

(e)     

For the three months ended June 30, 2014, the Company paid $nil (for three months ended June 30, 2013 - $102) consulting fees to R. Feng Consulting Ltd., a private consulting services company controlled by a director of the Company.

 

(f)     

For the three months ended June 30, 2014, the Company paid and accrued $187 (for three months ended June 30, 2013 - $58) consulting fees to Parkside Management Limited, a private consulting services company controlled by a director of the Company.

 

(g)     

The Company rents a Beijing office from a relative of a director and officer of the Company for $12 (RMB 74,712) per month. For the three months ended June 30, 2014, total rents were $36 (for three months ended June 30, 2013 - $36).

 

(h)     

Henan Xinhui Mining Co., Ltd. (“Henan Xinhui”) is a 20% equity interest holder of Henan Huawei.

 

(i)     

GRT Mining Investment (Beijing) Co., Ltd. (“GRT”), a private company controlled by a relative of a director and officer, is a 5% equity interest holder of Guangdong Found


Management’s Discussion and Analysis Page 13




SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three Months Ended June 30, 2014
(Expressed in thousands of U.S. dollars, unless otherwise stated)

Transactions with related parties are made on normal commercial terms and are considered to be at arm’s length. The balances with related parties are unsecured, non-interest bearing, and due on demand.

9.     

Alternative Performance (Non-IFRS) Measures

The following alternative performance measures are used by the Company 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 do not have standardized meaning. 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 following tables provides the reconciliation of these measures to the financial statements for the three months ended June 30, 2014 and 2013:

(a)     

Cash and Total Cost per Ounce of Silver

The Company assesses this measure in a manner that isolates the impacts of silver production volumes, the by-product credits, and operating costs fluctuations. The Company believes these measures provide investors and analysts with useful information about the Company’s underlying cash costs of operations and the impact of by-product credits on the Company’s cost structure, operating profitability and ability to generate cash flows. The Company includes by-product credits from lead, zinc and gold, as the Company considers these metals is incidental to the silver production process and as a result, the cost to produce the silver is reduced. Cash and total costs on a by-product basis are calculated by deducting by-product lead, zinc and gold sales revenues from the Company’s cash and total cost of sales, respectively. The following table provides a reconciliation of cash and total cost per ounce of silver, net of by-product credits for the three months ended June 30, 2014 and 2013:

Three months ended June 30, 2014
          Ying Mining
District
    Total  
Cost of sales     A $ 13,450   $ 13,450  
Amortization and depletion         (2,771 )   (2,771 )

Total cash cost

    B   10,679     10,679  
By-product sales By-product per ounce of silver          

Lead

(7.69 )     (8,654 )   (8,654 )

Zinc

(0.68 )     (762 )   (762 )

Gold

(0.66 )     (741 )   (741 )
Total by-product sales     C   (10,157 )   (10,157 )
Silver ounces sold ('000s)     D   1,126     1,126  
Total production cost per ounce of silver, net of by-product credits   (A+C)/D $ 2.92   $ 2.92  
Total cash cost per ounce of silver, net of by-product credits     (B+C)/D $ 0.46   $ 0.46  
                   
Total production cost per ounce of silver, before by-product credits   A/D $ 11.94   $ 11.94  
Total cash cost per ounce of silver, before by-product credits     B/D $ 9.48   $ 9.48  

 



Management’s Discussion and Analysis Page 14




 
SILVERCORP METALS INC.                  
Management’s Discussion and Analysis                  
For the Three Months Ended June 30, 2014                  
(Expressed in thousands of U.S. dollars, unless otherwise stated)                
                 
Three months ended June 30, 2013
          Ying Mining
District
    Total  
Cost of sales   A $ 20,193   $ 20,193  
Amortization and depletion       (2,867 )   (2,867 )

Total cash cost

  B   17,326     17,326  
By-product sales By-product per ounce of silver          

Lead

(7.21 )     (9,833 )   (9,833 )

Zinc

(1.32 )     (1,806 )   (1,806 )

Gold

(0.94 )     (1,283 )   (1,283 )
Total by-product sales   C   (12,922 )   (12,922 )
Silver ounces sold ('000s)   D   1,364     1,364  
Total production cost per ounce of silver, net of by-product credits   (A+C)/D $ 5.33   $ 5.33  
Total cash cost per ounce of silver, net of by-product credits   (B+C)/D $ 3.23   $ 3.23  
                 
Total production cost per ounce of silver, before by-product credits   A/D $ 14.80   $ 14.80  
Total cash cost per ounce of silver, before by-product credits   B/D $ 12.70   $ 12.70  
                 
(b)  Cash and Total Cost per Ounce of Gold (BYP Mine)                  
                 
 BYP Mine
      Three months
ended June 30,
2014
    Three months
ended June 30,
2013
 
Cost of sales   A $ 1,513   $ 2,290  
Amortization and depletion       (311 )   (1,089 )

Total cash cost

  B   1,202     1,201  
By-product sales           $ -  

Zinc

      -     (153 )
Total by-product sales   C   -     (153 )
Gold ounces sold ('000s)   D   2.6     2.3  
Total production cost per ounce of gold, net of by-product credits   (A+C)/D $ 573   $ 913  
Total cash cost per ounce of gold, net of by-product credits   (B+C)/D $ 455   $ 448  
                         
Total production cost per ounce of gold, before by-product credits   A/D $ 573   $ 980  
Total cash cost per ounce of gold, before by-product credits   B/D $ 455   $ 514  

 

(c)     

All-in & All-in Sustaining Cost per Ounce of Silver

All-in sustaining cost (“AISC”) per ounce and all-in cost (“AIC”) per ounce of silver are non-IFRS measures calculated based on guidance developed by the World Gold Council in an effort to provide a comparable standard within the precious metal industry. The measures do not have standardized meaning and should not be considered in isolation or as a substitute for measures of performance prepared in accordance to IFRS. These measures are used by the Company to manage and evaluate operating performance at each of the Company’s mining units and consolidated group, and are widely reported in the silver mining industry as a benchmark for performance.

AISC is an extension of the “cash cost” metric and provides a comprehensive measure of the Company’s operating performance and ability to generate cash flows. AISC is based on the Company’s cash production costs, net of by-product sales, and further include corporate general and administrative expense, general exploration expense, reclamation cost accretion, and sustaining capital expenditures. The Company believes that this measure represents the total sustainable costs of producing silver from current operations.

Management’s Discussion and Analysis Page 15




SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three Months Ended June 30, 2014
(Expressed in thousands of U.S. dollars, unless otherwise stated)

AIC further extends the AISC metric by including investment capital expenditures, which are deemed expansionary in nature that result in an increase in asset life, expanded mineral resources and reserves, or higher capacity and productivity. All capital expenditures at the Company’s pre-production developing projects – GC mine and XHP project – are considered to be investment capital by nature.

The following tables provide a detailed reconciliation of these measures for the three months ended June 30, 2014 and 2013:

Three months ended June 30, 2014     Ying Mining
District
  BYP   Developing
Projects
  Corporate   Total
Total cash cost, net of by-product credits   $ 522 $ 1,202 $ - $ - $ 1,724
General & administrative     1,835   271   101   2,561   4,768
General exploration     880   29   -   -   909
Reclamation accretion     24   6   2   -   32
Sustaining capital     6,700   480   -   2   7,182  
All-in sustaining cost, net of by-product credits A $ 9,961 $ 1,988 $ 103 $ 2,563 $ 14,615  
Investment capital     2,458   132   1,130   -   3,720  
All-in cost, net of by-product credits B $ 12,419 $ 2,120 $ 1,233 $ 2,563 $ 18,335  
Ounces of silver sold1 C   1,126   132   -   -   1,258  
All-in sustaining cost per ounce of silver, net of by-                      
product credits A/C $ 8.85 $ 15.06 $ - $ - $ 11.62
All-in cost per ounce of silver, net of by-product                      
credits B/C $ 11.03 $ 16.06 $ - $ - $ 14.57  
1 BYP gold ounces converted to silver equivalent using a ratio of 50:1.                
                   
Three months ended June 30, 2013     Ying Mining
District
  BYP   Developing
Projects
  Corporate   Total
Total cash cost, net of by-product credits   $ 4,404 $ 1,048 $ - $ - $ 5,452
General & administrative     2,727   441   491   3,842   7,501
General exploration     1,019   29   -   -   1,048
Reclamation accretion     24   6   3   -   33
Sustaining capital     7,320   1,609   -   168   9,097  
All-in sustaining cost, net of by-product credits A $ 15,494 $ 3,133 $ 494 $ 4,010 $ 23,131  
Investment capital     4,981   216   10,031   -   15,228  
All-in cost, net of by-product credits B $ 20,475 $ 3,349 $ 10,525 $ 4,010 $ 38,359  
Ounces of silver sold1 C   1,364   117   10   -   1,491  
All-in sustaining cost per ounce of silver, net of by-                      
product credits A/C $ 11.36 $ 26.78 $ 49.40 $ - $ 15.51
All-in cost per ounce of silver, net of by-product                      
credits B/C $ 15.01 $ 28.62 $ 1,052.50 $ - $ 25.73  
1 BYP gold ounces converted to silver equivalent using a ratio of 50:1.                

 

(d)     

Average Production Cost

The Company assesses average production cost as the total production cost on a co-product basis. This is calculated by allocating the Company’s total cost of sales to each co-product based on the ratio of actual sales volumes multiplied by realized sales prices. The following table provides a reconciliation of average production cost for the three months ended June 30, 2014 and 2013:

Management’s Discussion and Analysis Page 16




SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three Months Ended June 30, 2014
(Expressed in thousands of U.S. dollars, unless otherwise stated)

 


Average Production Cost
Three months ended June 30, 2014   (in 000's)  
Direct mining and milling cost                   11,881  
Depreciation, amortization and depletion                   3,082  
Cost of sales                   14,963  
    Silver   Gold   Lead   Zinc   Total  
Metals revenue   17,778   3,422   8,654   762   30,616  
Ratio of metals sold   58%   11%   28%   3%   100%  
Cost of sales allocated to metals   8,689   1,672   4,229   373   14,963  
Metals produced ('000s)   1,126    3.5    11,529    1,211      
Average production cost ($/unit) $ 7.72 $ 483 $ 0.37 $ 0.31      
                       

Average Production Cost
Three months ended June 30, 2013   (in 000's)  
Direct mining and milling cost                   18,904  
Depreciation, amortization and depletion                   3,578  
Cost of sales                   22,482  
    Silver   Gold   Lead   Zinc   Total  
Metals revenue   24,091   3,952   9,833   1,959   39,835  
Ratio of metals sold   60%   10%   25%   5%   100%  
Cost of sales allocated to metals   13,596   2,230   5,550   1,106   22,482  
Metals produced1 ('000s)   1,364    3.6    13,063    3,208      
Average production cost ($/unit) $ 9.96 $ 616 $ 0.42 $ 0.34      
1 Does not include metals produced from development tunnelling ore at the X mines.

(e)     

Production Costs per Tonne


Three months ended June 30, 2014   Total costs     Tonnage of ore     Per tonne costs
    ('000 US$)   (tonne)     (USD/tonne)
Cash mining costs $ 8,968     209,688   $ 42.77
Non-cash mining costs   2,263     209,688     10.79
Shipping costs   828     209,688     3.95
Cash milling costs   2,467     200,028     12.33
Non-cash milling costs   425     200,028     2.13  
Total $ 14,951         $ 71.97
Add: stockpile and concentrate inventory - Beginning   1,109            
Less: stockpile and concentrate inventory - Ending   (1,503 )          
Adjustment for foreign exchange movement   406              
Cost of sales $ 14,963              
                        
 Three months ended June 30, 2013   Total costs     Tonnage of ore1     Per tonne costs
    ('000 US$)   (tonne)     (USD/tonne)
Cash mining costs $ 13,429     262,332   $ 51.19
Non-cash mining costs   3,241     262,332     12.35
Shipping costs   929     262,332     3.54
Cash milling costs   3,239     266,148     12.17
Non-cash milling costs   398     266,148     1.50  
Total $ 21,236         $ 80.75
Add: stockpile and concentrate inventory - Beginning   3,416            
Less: stockpile and concentrate inventory - Ending   (2,153 )          
Adjustment for foreign exchange movement   (17 )            
Cost of sales $ 22,482              

1 Excluding development tunnelling ore at the X Mines.



Management’s Discussion and Analysis

Page 17

 





SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three Months Ended June 30, 2014
(Expressed in thousands of U.S. dollars, unless otherwise stated)

10.     

Critical Accounting Policies 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 that are uncertain and any changes in these estimates could materially impact the Company’s financial statements. Management continuously reviews its estimates and assumptions using the most current information available. The Company’s critical accounting policies and estimates are described in Note 2 of the unaudited consolidated financial statements as of and ended June 30, 2014, as well as the audited consolidated financial statements as of and ended March 31, 2014.

(i)     

Ore reserve and mineral resource estimates

Ore reserves are estimates of the amount of ore that can be economically and legally extracted from the Company’s mining properties. The Company estimates its ore reserves and mineral resources based on information compiled by appropriately qualified persons relating to the geological and technical data on the size, depth, shape and grade of the ore body and suitable production techniques and recovery rates. Such an analysis requires complex geological judgements to interpret the data. The estimation of recoverable reserves is based upon factors such as estimates of foreign exchange rates, commodity prices, future capital requirements, and production costs along with geological assumptions and judgements made in estimating the size and grade of the ore body.

The Company estimates ore reserves in accordance with National Instrument 43-101, “Standards of Disclosure for Mineral Projects”, issued by the Canadian Securities Administrators. There are numerous assumptions including:

·

Future production estimates – which include proved and probable reserves, resource estimates and committed expansions;

·

Expected future commodity prices, based on current market price, forward prices and the Company’s assessment of the long-term average price; and

·

Future cash costs of production, capital expenditure and rehabilitation obligations

As the economic assumptions used may change and as additional geological information is produced during the operation of a mine, estimates of reserves may change. Such changes may impact the Company’s reported financial position and results which include:

·

The carrying value of mineral rights and properties and plant and equipment may be affected due to changes in estimated future cash flows;

·

Depreciation and depletion charges in net income may change where such charges are determined using the units of production method, or where the useful life of the related assets change; and

·

The recognition and carrying value of deferred income tax assets may change due to changes in the judgements regarding the existence of such assets and in estimates of the likely recovery of such assets.

 

(ii)     

Impairment of assets

Where an indicator of impairment exists, a formal estimate of the recoverable amount is made, which is considered to be the higher of the fair value less costs to sell and value in use. These assessments require the use of estimates and assumptions such as long-term commodity prices (considering current and historical prices, price trends and related factors), discount rates, operating costs, future capital requirements, closure and rehabilitation costs, exploration potential, reserves and operating performance (which includes production and sales volumes). These estimates and assumptions are subject to risk and uncertainty. Therefore, there is a possibility that changes in circumstances will impact these projections, which may impact the recoverable amount of assets and/or cash generating units. Fair value is determined as the amount that would be obtained from the sale of the asset in an arm’s length transaction between knowledgeable and willing parties. Fair value for mineral assets is generally determined as the present value of estimated future cash flows arising from the continued

Management’s Discussion and Analysis Page 18




SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three Months Ended June 30, 2014
(Expressed in thousands of U.S. dollars, unless otherwise stated)

use of the asset, which includes estimates such as the cost of future expansion plans and eventual disposal, using assumptions that an independent market participant may take into account. Cash flows are discounted to their present value using a discount rate that reflects current market assessments of the time value of money and the risks specific to the asset.

11.     

Changes in Accounting Standards

IFRIC 21 – Levies, an interpretation of IAS 37 was issued by the IASB in May 2013 and provides interpretation on when to recognize a liability for a levi imposed by a government and clarifies the criteria for the recognition of a liability. IFRIC 21 is effective for annual periods commencing on or after January 1, 2014. Effective April 1, 2014, the Company has adopted the standard. The adoption did not have a material impact on the condensed consolidated interim financial statements.

IFRS 15 – Revenue from contracts with customers, the final standard on revenue from contacts with customers was issued on May 28, 2014 and is effective for annual reporting periods beginning after December 15, 2016 for public entities with early adoption not permitted. Entities have the option of using either a full retrospective or a modified retrospective approach to adopt the guidance. The Company is assessing impact of this standard.

12.     

Other MD&A Requirements

Additional information relating to the Company:

(a)     

may be found on SEDAR at www.sedar.com;

 

 

(b)     

may be found at the Company’s web-site www.silvercorpmetals.com;

 

 

(c)     

may be found in the Company’s Annual Information Form; and,

 

 

(d)     

is also provided in the Company’s annual audited consolidated financial statements as of March 31, 2014.

 

 

13.     

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 – 170,883,808 common shares with a recorded value of $233.5 million

Shares subject to escrow or pooling agreements - $nil.

(b)     

Options

As at the date of this report, the outstanding options comprise the following:

Management’s Discussion and Analysis Page 19




SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three Months Ended June 30, 2014
(Expressed in thousands of U.S. dollars, unless otherwise stated)

Number of Options Exercise Price (CAD$) Expiry Date
263,000 7.00 January 5, 2015
141,000 7.40 April 20, 2015
269,125 8.23 October 3, 2015
189,781 12.16 January 4, 2016
171,500 14.96 April 7, 2016
220,500 9.20 June 4, 2016
262,500 7.27 November 24, 2016
414,000 6.69 March 5, 2017
259,000 6.53 June 17, 2017
330,000 5.35 August 8, 2017
328,500 5.40 December 3, 2017
324,500 3.91 March 7, 2018
333,500 3.25 June 2, 2018
418,500 3.41 September 12, 2018
340,500 2.98 January 21, 2019
822,000 1.75 May 29, 2019
5,087,906    

 

(c)     

Warrants


As at the date of this report, the outstanding warrants comprise the following:

Number of Warrants   Exercise Price (CAD$) Expiry Date
50,000 $ 6.76 July 30, 2015

 

14.

Risks and Uncertainties

The Company is exposed to many risks in conducting its business, including but not limit 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; and environmental risk.

Management and the Board of Directors 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 and NI 43-101 technical reports, which are available on SEDAR at www.sedar.com; Form 40-F; Audited Consolidated Financial Statements; and Management’s Discussion and Analysis for the year ended March 31, 2014. Readers are encouraged to refer to these documents for a more detailed description of some of the risks and uncertainties inherent to Silvercorp’s business.

Due to the recent decline in metal prices, readers are especially encouraged to understand the significant impact of metal prices on the Company’s operations.

• Metal Price Risk

The Company’s sales price for lead and zinc pounds is fixed against the Shanghai Metals Exchange, while gold ounces are fixed against the Shanghai Gold Exchange and silver ounces are fixed against the Shanghai White Platinum & Silver Exchange. These metal prices traditionally move in tandem with and at marginally higher prices than those quoted on the North American and European market places. The Company’s revenues are expected to be in large part derived from the mining and sale of silver, lead,

Management’s Discussion and Analysis Page 20




SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three Months Ended June 30, 2014
(Expressed in thousands of U.S. dollars, unless otherwise stated)

zinc, and gold contained in metal concentrates. The prices of those commodities has 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 jewellery and industrial products containing silver and other metals; sale of silver and other metals by central banks and other holders, 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 price of base and precious metals may have a significant influence on the market price of the Company’s shares and the value of the properties. The effect of these factors on the price of base and precious metals, and therefore the viability of the Company’s exploration projects, cannot be accurately predicted.

If silver and other metals prices were to decline significantly or for an extended period of time, the Company may be unable to continue operations, develop the properties or fulfil obligations under agreements with the Company’s joint venture partners or under its permits or licenses.

15.     

Disclosure Controls and Procedures

Disclosure controls and procedures 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.

Management, including the CEO and CFO, has evaluated the effectiveness of the design and operation of the Company’s disclosure controls and procedures as at June 30, 2014, as defined in the rules of the U.S. Securities and Exchange Commission and Canadian Securities Administration. The evaluation included documentation review, enquiries and other procedures considered by management to be appropriate in the circumstances. Based on this evaluation, management concluded that the disclosure controls and procedures (as defined in Rule 13a-15(e) under Securities Exchange Act of 1934) are effective in providing reasonable assurance that the information required to be disclosed in annual filings, interim filings, and other reports we filed or submitted under United States and Canadian securities legislation was recorded, processed, summarized and reported within the time periods specified in those rules.

16.     

Changes in Internal Control over Financial Reporting

There was no change in the Company’s internal control over financial reporting that occurred during the quarter that has materially affected or is reasonably likely to materially affect, its internal control over financial reporting.

17.     

Directors and Officers

As at the date of this report, the Company’s Directors and Officers are as follows:

Directors

Officers

Dr. Rui Feng, Director, Chairman

Myles J. Gao, Director, President & CEO

Myles J. Gao, Director, President & CEO

Maria Tang, Chief Financial Officer

Yikang Liu, Director

Lorne Waldman, Senior Vice President

Earl Drake, Director

Peter Torn, Corporate Secretary & General Counsel

Paul Simpson, Director

 

David Kong, Director

Malcolm Swallow, Director


Management’s Discussion and Analysis Page 21




SILVERCORP METALS INC.
Management’s Discussion and Analysis
For the Three Months Ended June 30, 2014
(Expressed in thousands of U.S. dollars, unless otherwise stated)

Myles J. Gao, P.Geo., President & CEO of Silvercorp, is a Qualified Person for Silvercorp under NI 43-101 and has reviewed and given consent to the technical information contained in this MD&A.

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:

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,

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 reflected in the forward-looking statements or information due to a variety of risks, uncertainties and other factors, including, without limitation, those referred to in this MD&A under the heading “Risks and Uncertainties” and elsewhere. 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 based on the assumptions, beliefs, expectations and opinions of management as of the date of this MD&A, and 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 22



Exhibit 99.4

Exhibit 99.4


Form 52-109F2
Certification of interim filings - full certificate

I, Maria Tang, 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 June 30, 2014.

 

 

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 April 1, 2014 and ended on June 30,
2014 that has materially affected, or is reasonably likely to materially affect, the issuer’s ICFR.

Date: August 14, 2014

“Maria Tang”
_______________
Meng (Maria) Tang
Chief Financial Officer




Exhibit 99.5

Exhibit 99.5


Form 52-109F2
Certification of interim filings - full certificate

I, Myles Gao, 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 June 30, 2014.

 

 

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 April 1, 2014 and ended on June 30,
2014 that has materially affected, or is reasonably likely to materially affect, the issuer’s ICFR.

Date: August 14, 2014

“Myles Gao”
_______________
Myles Gao
Chief Executive Officer




Exhibit 99.6

Exhibit 99.6


 
NEWS RELEASE
     
Trading Symbol: TSX: SVM
  NYSE: SVM

SILVERCORP DECLARES QUARTERLY CASH DIVIDEND OF CAD$0.005

VANCOUVER, British Columbia – August 15, 2014 – Silvercorp Metals Inc. (“Silvercorp” or the “Company”) today announced that its Board of Directors has declared a quarterly dividend of CAD$0.005 per share (CAD$0.02 per share on an annual basis) to be paid on or before October 21, 2014, to shareholders of record at the close of business September 30, 2014. The dividends are considered eligible dividends for Canadian tax purposes.

About Silvercorp

Silvercorp is a low-cost silver-producing Canadian mining company with multiple mines in China. The Company is currently developing the GC project in southern China which it expects will become its next operating mine. The Company’s vision is to deliver shareholder value by focusing on the acquisition of under developed projects with resource potential and the ability to grow organically. For more information, please visit our website at www.silvercorp.ca.

For further information

Silvercorp Metals Inc.
Lorne Waldman
Senior Vice President
Phone: (604) 669-9397
Toll Free: 1 (888) 224-1881
Email: investor@silvercorp.ca
Website: www.silvercorp.ca


1