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

February 5, 2016

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):

1





SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Dated: February 5, 2016 SILVERCORP METALS INC.
   
  /s/ Derek Liu
  Derek Liu
  Interim Chief Financial Officer

2










Exhibit 99.1



 
NEWS RELEASE  
Trading Symbol: TSX: SVM   

SILVERCORP REPORTS Q3 FISCAL 2016 FINANCIAL AND OPERATING RESULTS
AND FISCAL 2017 GUIDANCE ISSUED

VANCOUVER, British Columbia - February 5, 2016 - Silvercorp Metals Inc. (“Silvercorp” or the “Company”) (TSX: SVM) reported its financial and operating results for the third quarter ended December 31, 2015 (“Q3 Fiscal 2016”). All amounts are expressed in US Dollars

THIRD QUARTER HIGHLIGHTS

  • Cash flows from operations of $9.6 million, or $0.06 per share;

  • Repurchased 684,700 common shares of the Company;

  • Ended the quarter with $66.8 million in cash and short term investments;

  • Net income attributable to equity shareholders of $3.3 million, or $0.02 per share;

  • Silver and lead head grades improved by 13% and 14%, respectively, to 287 grams per tonne for silver and 4.1% for lead at the Ying Mining District, compared to the prior year quarter;

  • Silver sales of 1.4 million ounces, lead sales of 15.1 million pounds, and zinc sales of 4.7 million pounds, down 15%, 9%, and 33%, respectively, from the prior year quarter;

  • Realized selling price for silver, lead, and zinc dropped by 12%, 13%, and 35%, respectively, compared to the same prior year quarter;

  • Sales of $29.1 million, down 28% from the prior year quarter;

  • Gross margin of 33% compared with 38% in the prior year period;

  • Cash cost per ounce of silver, net of by-product credits, of $0.90, compared to $0.53 in the prior year quarter; and

  • All-in sustaining cost per ounce of silver, net of by-product credits1, of $7.72, compared to $10.91 in the prior year quarter.

FINANCIALS

Net income attributable to the shareholders of the Company in Q3 Fiscal 2016 was $3.3 million, or $0.02 per share compared to $5.5 million, or $0.03 per share for the three months ended December 31, 2014 (“Q3 Fiscal 2015”).

In the current quarter, the Company’s financial results were mainly impacted by the following: i) lower metal prices and increased smelter charges, as the realized selling price for silver, lead, and zinc dropped by 15%, 9%, and 33%, respectively, compared to the same prior year quarter; and ii) lower amount of metals sold resulting from lower production output.

Sales in Q3 Fiscal 2016 were $29.1 million, down 28%, compared to $40.2 million in Q3 Fiscal 2015. Silver and gold sales represented $16.8 million and $0.4 million, respectively, while base metals

1





    represented $11.9 million of total sales in this quarter compared to silver, gold and base metals of $22.4 million, $0.7 million, and $17.1 million, respectively, in Q3 Fiscal 2015.

    Cost of sales in Q3 Fiscal 2016 was $19.5 million compared to $24.8 million in Q3 Fiscal 2015. The cost of sales included $13.6 million (Q3 Fiscal 2015 - $18.7 million) cash costs and $6.0 million (Q3 Fiscal 2015 - $6.1 million) depreciation, amortization and depletion charges. The decrease in cost of sales is mainly due to a lower amount of metals sold in the quarter, offset by the increase in the per tonne non cash mining costs.

    Gross profit margin in Q3 Fiscal 2016 was 33% compared to 38% in Q3 Fiscal 2015. For the nine months ended December 31, 2015, gross profit was 34% compared to 46% in the same prior year period. The decrease in gross profit margin is mainly due to the decline of metal prices, increases in smelter charges, and increased per tonne production costs. This has been partially offset by the increase in head grades.

    Cash flows provided by operating activities were $9.6 million or $0.06 per share in Q3 Fiscal 2016 compared to $15.4 million or $0.09 per share in Q3 Fiscal 2015.

    OPERATIONS AND DEVELOPMENT

    In Q3 Fiscal 2016, the Company sold 1.4 million ounces of silver, 15.1 million pounds of lead, and 4.7 million pounds of zinc, compared to 1.7 million ounces of silver, 16.7 million pounds of lead, and 7.0 million pounds of zinc, respectively, in Q3 Fiscal 2015. The decrease of metal sales is mainly due to less ore milled in the current quarter partially offset by the increase of head grade.

    For the nine months ended December 31, 2015, the Company sold 4.1 million ounces of silver, 42.6 million pounds of lead, and 13.7 million pounds of zinc, compared to 4.2 million ounces of silver, 42.3 million pounds of lead, and 13.4 million pounds of zinc, respectively, in the same prior year period.

    In reaction to the lower metal prices, the Company intentionally increased its inventory of concentrates. As at December 31, 2015, the Ying Mining District had 2,931 tonnes of lead concentrates and 240 tonnes of zinc concentrates in inventory, 2,631 and 90 tonnes higher, respectively, compared to 300 tonnes of lead concentrates and 150 tonnes of zinc concentrates in stock as at December 31, 2014. The estimated metals contained in concentrate inventory as at December 31, 2015 are approximately 0.3 million ounces of silver, 3.0 million pounds of lead, and 0.1 million pounds of zinc higher, respectively, compared to the metals contained in concentrate inventory as at December 31, 2014.

    1. Ying Mining District, Henan Province, China

    In Q3 Fiscal 2016, the total ore mined at the Ying Mining District was 152,230 tonnes compared to total ore production of 175,782 tonnes in Q3 Fiscal 2015. Total ore milled in Q3 Fiscal 2016 was 151,035 tonnes compared to 187,154 tonnes of ore milled in Q3 Fiscal 2015. Silver and lead head grades improved by 13% and 14%, respectively, to 287 grams per tonne (“g/t”) for silver and 4.1% for lead from 253 g/t for silver and 3.6% for lead, respectively, in Q3 Fiscal 2015. The decrease in ore mined and the increase of silver and lead head grades at the Ying Mining District were mainly due to enhanced dilution control management at all mining stopes.

    In Q3 Fiscal 2016, the Ying Mining District sold 1.2 million ounces of silver, 500 ounces of gold, 12.1 million pounds of lead, and 1.2 million pounds of zinc, compared to 1.4 million ounces of silver, 900 ounces of gold, 14.2 million pounds of lead, and 2.5 million pounds of zinc in Q3 Fiscal 2015. The decrease of metal sales is mainly due to less ore milled in the current quarter partially offset by the increase of head grade.

    In Q3 Fiscal 2016, the total mining costs and cash mining costs at the Ying Mining District were $78.91 and $55.63 per tonne, compared to $73.28 and $57.79 per tonne, respectively, in Q3 Fiscal

    2





    2015. The decrease in cash mining costs was mainly due to improved management resulting in decrease in labour and material costs.

    In Q3 Fiscal 2016, the total milling costs and cash milling costs were $14.15 and $11.67 per tonne, compared to $15.77 and $13.63 per tonne, respectively, in Q3 Fiscal 2015. The decrease in cash milling costs was mainly due to the decrease in material costs and utility costs.

    All in sustaining costs and all in costs, net of by-product credits, at the Ying Mining District in Q3 2016 was $6.62 and $8.62 per ounce of silver compared to $8.91 and $10.32, respectively, in Q3 Fiscal 2015. The decrease in all in sustaining costs and all in costs was mainly due to improvement in cost and dilution control and less sustaining capital and investment capital incurred in the current quarter.

    For the nine months ended December 31, 2015, the total ore mined at the Ying Mining District was 490,351 tonnes compared to 546,402 tonnes in the same prior year period. Correspondingly, total ore milled was 488,248 tonnes compared to 547,465 tonnes. Head grades were 260 g/t for silver and 3.8% for lead compared to 232 g/t for silver and 3.3% for lead, respectively.

    During the same periods, the Ying Mining District sold 3.5 million ounces of silver, 2,000 ounces of gold, 35.6 million pounds of lead, and 4.0 million pounds of zinc, compared to 3.8 million ounces of silver, 2,500 ounces of gold, 38.4 million pounds of lead, and 5.7 million pounds of zinc in the prior year. The decrease of metal sales was mainly due to the Company intentionally increasing its inventory of concentrates in reaction to lower metal prices.

    For the nine months ended December 31, 2015, the total mining costs and cash mining costs at the Ying Mining District were $80.15 and $58.25 per tonne, compared to $62.10 and $49.24 per tonne, respectively, in the same prior year period. The increase in cash mining costs per tonne was mainly due to: i) a $1.5 million or $3.1 per tonne increase arising from the mining contractor changeover interruption; ii) a $3.2 million or $8.2 per tonne increase in mining preparation costs as approximately 60,435 metre (“m”) of underground diamond drilling and 16,460 m of preparation tunnelling were conducted in the current period; and iii) lower production output resulting in a higher per unit fixed costs allocation offset by $1.2 million, or $1.63 per tonne reduction in labour costs.

    All in sustaining costs and all in costs, net of by-product credits, at the Ying Mining District for the nine months ended December 31, 2015 was $8.52 and $10.08 per ounce of silver compared to $8.62 and $15.00, respectively, in same prior year period.

    In Q3 Fiscal 2016, in addition to approximately 21,223 m of underground diamond drilling and 4,231 m of preparation tunnelling, which were expensed and included in the mining preparation costs, Ying Mining District completed and capitalized approximately 13,893 m of horizontal tunnels, raises and declines. Total exploration and development expenditures capitalized for the Ying Mining District were $4.6 million compared to $8.8 million in Q3 Fiscal 2015.

    For the nine months ended December 31, 2015, in addition to approximately 60,435 m of underground diamond drilling and 16,460 m of preparation tunnelling, which were expensed and included in the mining preparation costs, Ying Mining District completed and capitalized approximately 49,452 m of horizontal tunnel, raises, and declines. Total exploration and development expenditures capitalized for the Ying Mining District were $16.4 million in the nine months ended December 31, 2015 compared to $25.9 million in the same prior year period. In addition, total expenditures capitalized as plant and equipment were $6.7 million, including $4.9 million expenditures to construct a transportation tunnel and haul road, in the current period.

    3





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

    Operational results - Ying Mining District          
    Q3 2016 Q2 2016 Q1 2016 Q4 2015 Q3 2015
      31-Dec-15 30-Sep-15 30-Jun-15 31-Mar-15 31-Dec-14
    Ore Mined (tonne) 152,230 171,014 167,107 112,327 175,782  
    Ore Milled (tonne) 151,035 176,936 160,277 99,478 187,154  
    Head Grades            

    Silver (gram/tonne)

    287 246 250 268 253  

    Lead (%)

    4.1 3.8 3.6 3.7 3.6  

    Zinc (%)

    0.8 0.7 0.8 0.8 1.0  
    Recovery Rates            

    Silver (%)

    95.4 94.8 94.7 94.8 94.7  

    Lead (%)

    96.6 95.0 94.9 95.3 95.9  

    Zinc (%)

    50.2 55.1 53.5 52.4 66.8  
    Metal Sales            

    Silver (in thousands of ounce)

    1,216 1,132 1,190 822 1,421  

    Gold (in thousands of ounce)

    0.5 0.7 0.9 0.6 0.9  

    Lead (in thousands of pound)

    12,107 11,529 12,454 8,312 14,168  

    Zinc (in thousands of pound)

    1,168 1,459 1,529 875 2,531  
    Cash mining cost ($ per tonne ) 55.63 62.15 56.65 53.25 57.79  
    Total mining cost ($ per tonne ) 78.91 86.29 75.00 74.84 73.28  
    Cash milling cost ($ per tonne ) 11.67 11.55 12.98 16.20 13.63  
    Total milling cost ($ per tonne ) 14.15 13.70 15.40 20.09 15.77  

    2. GC Mine, Guangdong Province, China

    Commercial production at GC mine commenced on July 1, 2014, and the trial mining operation results for the period ending June 30, 2014 have been excluded from the consolidated operation results discussed and revenue realized from metal sales during the trial period was offset against costs capitalized.

    The operational results at the GC mine for the past five quarters are summarized in the table below:

    Production results - GC Mine Q3 2016 Q2 2016 Q1 2016 Q4 2015 Q3 2015
      31-Dec-15 30-Sep-15 30-Jun-15 31-Mar-15 31-Dec-14
    Ore Mined (tonne) 71,288 69,546 66,727 46,111 87,916  
    Ore Milled (tonne) 71,593 68,465 66,679 46,100 90,287  
    Head Grades            

    Silver (gram/tonne)

    97 107 93 107 104  

    Lead (%)

    1.9 1.4 1.7 1.2 1.3  

    Zinc (%)

    2.6 2.8 2.5 2.6 2.6  
    Recovery Rates            

    Silver (%)

    80.2 77.0 79.3 76.1 75.9  

    Lead (%)

    88.3 89.5 89.7 84.9 85.9   

    Zinc (%)

    81.2 82.7 85.1 80.0 80.6  
    Metal Sales            

    Silver (in thousands of ounce)

    210 128 181 99 251  

    Lead (in thousands of pound)

    3,021 1,632 2,420 867 2,500  

    Zinc (in thousands of pound)

    3,525 3,172 3,029 1,668 4,452  
    Cash mining cost ($ per tonne) 38.22 36.49 48.74 86.35 33.11  
    Total mining cost ($ per tonne) 46.52 44.68 56.83 132.41 55.20  
    Cash milling cost ($ per tonne) 15.16 15.81 15.52 42.70 15.82  
    Total milling cost ($ per tonne) 17.30 18.05 17.83 58.58 19.88  

    4





    Total ore mined at GC mine in Q3 Fiscal 2016 was 71,288 tonnes at a total mining cost and cash mining cost of $46.52 and $38.22, compared to 87,916 tonnes mined in Q3 Fiscal 2015 at a total mining cost and cash mining cost of $55.16 and $33.11. The increase in cash mining cost was mainly due to $0.3 million increase in mining preparation costs and lower production output resulting in a higher per unit costs allocation.

    Total ore milled at GC mine in Q3 Fiscal 2016 was 71,593 at a total milling cost and cash milling cost of $17.30 and $15.16, compared to 90,287 tonnes milled in Q3 Fiscal 2015 at a total milling cost and cash milling cost of $19.88 and $15.82.

    The head grades at GC mine were 97 g/t for silver, 1.9% for lead, and 2.6% for zinc in Q3 Fiscal 2016, compared to 104g/t for silver, 1.3% for lead and 2.6% for zinc in Q3 Fiscal 2015.

    Recovery rates at GC mine were 80.2% for silver, 88.3% for lead, and 81.2% for zinc in Q3 Fiscal 2016 compared to 75.9% for silver, 85.9% for lead, and 80.6% for zinc, respectively in Q3 Fiscal 2015.

    In Q3 Fiscal 2016, in addition to approximately 4,202 m of underground diamond drilling and 731 m of preparation tunnelling, which were expensed and included in the mining preparation costs, the GC mine completed and capitalized approximately 3,934 m of horizontal tunnels, raises and declines. Total exploration and development expenditures capitalized at the GC mine were $0.3 million compared to $0.9 million in Q3 Fiscal 2015.

    For the nine months ended December 31, 2015, in addition to approximately 18,500 m of underground diamond drilling and 2,693 m of preparation tunnelling, which were expensed and included in the mining preparation costs, GC mine completed and capitalized approximately 10,393 m of horizontal tunnel, raises, and declines. Total exploration and development expenditures capitalized at the GC mine were $0.8 million in the nine months ended December 31, 2015 compared to $3.2 million in the same prior year period.

    FISCAL 2017 Production and Cash Cost Guidance

      Ore Processed Silver Lead Zinc
      (tonnes) (g/t) (%) (%)
    Ying Mining District 610,000 260 4.1 0.8  
    GC Mine 250,000 109 1.3 3.0  

    Silver Lead Zinc Investment Cash Cost AISC*  
      (Moz) (Mpounds) (Mpounds) (US$M) (US$/t) (US$/oz Ag)  
    Ying Ming District 4.6 50.7 5.3 30.2 74.3 8.13  
    GC Mine 0.5 6.3 14.0 2.8 47.0 8.86  
    Consolidated 5.1 57.0 19.3 33.0 66.4 9.76  
    (*) All-in sustaining cost per ounce of silver is net of credits from gold, lead, and zinc, which are estimated based on the metal prices and foreign exchange rates as at December 31, 2015.

    In Fiscal 2017, the Company expect to produce approximately 860,000 tonnes of ore, yielding 5.1 million ounce of silver, 57.0 million pounds of lead, and 19.3 million pounds of zinc. The consolidated all-in sustaining cost (“AISC”) is forecasted to be $9.76 per ounce of silver after credits from gold, lead, and zinc.

    1. Ying Mining District, Henan Province, China

    In Fiscal 2017, Ying Mining District plans to mine and process 610,000 tonnes of ore averaging 260 g/t silver, 4.1% lead, and 0.8% zinc with expected metal production of 4.6 million ounces of silver, 50.7 million pounds of lead and 5.3 million of zinc. The cash production cost is expected to be $74.3

    5





    per tonne of ore. All-in sustaining cash cost per ounce of silver is estimated to be $8.13 per ounce of silver, which includes $17.4 million attributed to sustaining capital expenditures, or $3.76 per ounce of silver.

    Capital expenditures in Fiscal 2017 at the Ying Mining District are budgeted at $30.2 million, which includes sustaining capital expenditures of $17.4 million and other capital expenditures of $12.8 million. Sustaining capital expenditures include $2.1 million for tunnel development, $0.7 million of equipment replacement and additions, and $14.6 million in exploration expenditures. Other expected capital expenditures include transportation tunnel and haul road construction of $7.2 million and mining right fees of $5.0 million.

    2. GC Mine, Guangdong Province, China

    In Fiscal 2017, GC Mine plans to mine and process 250,000 tonnes of ore averaging 109 g/t silver, 1.3% lead and 3.0% zinc with expected metal production of 0.5 million ounces of silver, 6.3 million pounds of lead and 14.0 million pounds of zinc. The cash production cost is expected to be $47.0 per tonne of ore. All in sustaining cash cost at GC Mine is expected to be $8.86 per ounce of silver, which includes $0.5 million in sustaining capital expenditures, or $1.04 per ounce of silver.

    Capital expenditures at GC Mine are budgeted at $1.0 million, which includes sustaining capital expenditures of $0.5 million for tunnel development and other capital expenditures of $0.5 million to complete the shaft development.

    3. Consolidated AISC

    Consolidated all-in sustaining cost is estimated to be $9.76 per ounce of silver and the detailed breakdown is as follows:

    Fiscal 2017 AISC Guidance     Ying Mining           Corporate      
          District     GC     and other     Total
    Total cash cost, net of by-product credits*   $ 9,238   $ 1,787   $ -   $ 11,025  
    Government fees and other taxes*     5,569     549     44     6,162  
    Reclamation accretion*     415     32     42     489  
    General and administration*     4,960     1,651     7,456     14,067  
    Sustaining capital*     17,380     536     5     17,921  
    All-in sustaining costs, net of by-product credits* A $ 37,562   $ 4,555   $ 7,547   $ 49,664  
    Other investment capital*     12,810     439     -     13,249  
    All-in costs, net of by-product credits* B $ 50,372   $ 4,994   $ 7,547   $ 62,913  
    Silver sold (in thousands of ounces) C   4,622     514     -     5,136  
    All-in sustaining cost per ounce of silver, net of by-product credits A/C $ 8.13   $ 8.86   $ -   $ 9.67  
    All-in cost per ounce of silver, net of by-product credits B/C $ 10.90   $ 9.72   $ -   $ 12.25  
    (*) Expressed in thousands of US dollars and estimated based on the metal prices and foreign exchange rates as at December 31, 2015.

    Alex Zhang, P.Geo., Vice President, Exploration, 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.

    6





    About Silvercorp

    Silvercorp is a low-cost silver-producing Canadian mining company with multiple mines in China. 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 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, 2015 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.

    7





    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.

    8





    SILVERCORP METALS INC.            
     
    Condensed Consolidated Interim Balance Sheets          
    (Unaudited - Expressed in thousands of U.S. dollars)            
     
     
        As at December 31,     As at March 31,  
        2015     2015  
    ASSETS            
    Current Assets            

    Cash and cash equivalents

    $ 63,376   $ 60,179  

    Short-term investments

      3,452     9,343  

    Trade and other receivables

      1,768     1,278  

    Inventories

      9,139     6,899  

    Due from related parties

      1,845     33  

    Prepaids and deposits

      3,925     5,745  
        83,505     83,477  
     
    Non-current Assets            

    Long-term prepaids and deposits

      3,045     2,945  

    Reclamation deposits

      2,025     2,112  

    Investment in an associate

      3,316     3,449  

    Other investments

      208     892  

    Plant and equipment

      65,113     64,779  

    Mineral rights and properties

      211,138     214,792  
    TOTAL ASSETS $ 368,350   $ 372,446  
     
    LIABILITIES AND EQUITY            
    Current Liabilities            

    Accounts payable and accrued liabilities

    $ 33,723   $ 21,768  

    Mine right fee payable

      3,898     4,292  

    Deposits received

      5,444     8,303  

    Dividends payable

      -     674  

    Income tax payable

      355     662  
        43,420     35,699  
    Non-current Liabilities            

    Mine right fee payable

      5,690     9,746  

    Deferred income tax liabilities

      23,367     21,592  

    Environmental rehabilitation

      12,671     12,898  
    Total Liabilities   85,148     79,935  
    Equity            

    Share capital

      231,827     233,513  

    Share option reserve

      12,483     11,741  

    Reserves

      25,409     25,409  

    Accumulated other comprehensive loss

      (10,385 )   (26,697 )

    Deficit

      2,082     (5,089 )
    Total equity attributable to the equity holders of the Company         238,877  
                 
    Non-controlling interests   51,786     53,634  
    Total Equity   283,202     292,511  
     
    TOTAL LIABILITIES AND EQUITY $ 368,350   $ 372,446  

    9





    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 December 31,   Nine Months Ended December 31,  
        2015     2014     2015     2014  
     
    Sales $ 29,081   $ 40,247   $ 88,514   $ 108,196  
    Cost of sales   19,543     24,844     58,692     58,701  
    Gross profit   9,538     15,403     29,822     49,495  
     
    General and administrative   3,140     5,366     13,391     16,233  
    Government fees and other taxes   1,557     1,821     4,753     4,798  
    Foreign exchange gain   (716 )   (958 )   (2,113 )   (1,427 )
    Loss (gain) on disposal of plant and equipment   95     (132 )   80     (118 )
    Loss on dispoal of a subsidiary   460     -     460     -  
    Share of gain in associate   (65 )   (52 )   (166 )   (10 )
    Loss on investments   -     -     -     15  
    Other income   (65 )   67     (179 )   (980 )
    Income from operations                        
     
    Finance income   517     292     1,058     724  
    Finance costs   (280 )   (153 )   (751 )   (224 )
    Income before income taxes   5,369     9,430     13,903     31,484  
     
    Income tax expense   1,453     2,350     3,237     10,155  
    Net income $ 3,916   $ 7,080   $ 10,666   $ 21,329  
     
    Attributable to:                        

    Equity holders of the Company

    $ 3,326   $ 5,468   $ 7,856   $ 15,440  

    Non-controlling interests

      590     1,612     2,810     5,889  
      $ 3,906   $ 7,080   $ 10,666   $ 21,329  
     
    Earnings per share attributable to the equity holders of the Company
    Basic and diluted earnings per share
    $ 0.02   $ 0.03   $ 0.05   $ 0.09  
    Weighted Average Number of Shares Outstanding - Basic and Diluted   168,975,392     170,883,808     170,052,392     170,883,808  

    10





    SILVERCORP METALS INC.                        
    Condensed Consolidated Interim Statements of Cash Flow              
    (Unaudited - Expressed in thousands of U.S. dollars)                      
     
      Three Months Ended December 31,     Nine Months Ended December 31,  
        2015     2014     2015     2014  
    Cash provided by                        
    Operating activities                        

    Net income

    $ 3,916   $ 7,080   $ 10,666   $ 21,329  

    Add (deduct) items not affecting cash:

                           

    Unwinding of discount of environmental rehabilitation

      123     38     371     109  

    Depreciation, amortization and depletion

      6,356     6,775     15,733     15,467  

    Share of (gain) loss in associate

      (65 )   (52 )   (166 )   (10 )

    Loss on disposal of a subsidiary

      460     -     460     -  

    Income tax expense

      1,453     2,350     3,237     10,155  

    Finance income

      (517 )   (292 )   (1,058 )   (724 )

    Loss on investments

      -     -     -     15  

    Loss (gain)on disposal of plant and equipment

      95     (132 )   80 )   (118  

    Share-based compensation

      234     340     742     1,136  

    Income taxes refund paid

      (224 )   (3,209 )   (527 )   (6,656 )

    Interest received

      514     292     1,058     724  

    Changes in non-cash operating working capital

      (2,762 )   2,197     (3,059 )   7,891  
    Net cash provided by operating activities   9,586     15,387     27,537     49,318  
     
    Investing activities                        

    Mineral rights and properties

                           

    Capital expenditures

      (5,427 )   (12,241 )   (14,157 )   (25,976 )

    Plant and equipment

                           

    Additions

      (2,604 )   (2,332 )   (5,594 )   (6,459 )

    Proceeds on disposals

      202     474     232     474  

    Other investments

                           

    Proceeds on disposals

      422     -     422     -  

    Reclamation deposit paid

      -     -     (9 )   -  

    Net redemptions of short-term investments

      (203     7,787     5.504     7.668  

    Proceeds for sale of a subsidiary

      11     -     11     -  
    Net cash provided by (used in) investing activities   (7,599 )   (6,312 )   (13,591 )   (24,293 )
     
    Financing activities                        

    Related Parties

                           

    Payments Made

      (1,587 )   -     (1,587 )   -  

    Non-controlling interests

                           

    Distribution

      (1,661 )   (651 )   (1,661 )   (3,214 )

    Cash dividends distributed

      -     (760 )   (1,323 )   (2,331 )

    Common shares repurchased as part of normal course issuer bid

      (419 )   -     (1,686 )   -  
    Net cash used in financing activities   (3,667 )   (1,411 )   (6,257 )   (5,545 )
    Effect of exchange rate changes on cash and cash equivalents   (2,160 )   (1,586 )   (4,492 )   (1,342  
     
    (Decrease) Increase in cash and cash equivalents   (3,840 )   6,078     3,197     18,138  
    Cash and cash equivalents, beginning of the period   67,216     72,674     60,179     60,614  
    Cash and cash equivalents, end of the period $ 63,376   $ 78,752   $ 63,376   $ 78,752  

    11





    SILVERCORP METALS INC.          
    Mining Data            
    (Expressed in thousands of U.S. dollars, except for mining data figures)    
     
     
      Three months ended December 31, 2015
      Ying Mining        
      District1   GC2   Total
                 
    Production Data          

    Mine Data

               

    Ore Mined (tonne)

    152,230   71,288   223,518  

    Ore Milled (tonne)

    151,035   71,593   222,628  
       

    + Mining cost per tonne of ore mined ($)

    78.91   46.52   68.58   

    Cash mining cost per tonne of ore mined ($)

    55.63   38.22   50.08  

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

    23.28   8.30   18.50  
     

    + Unit shipping costs($)

    3.99   -   2.72  
       

    + Milling cost per tonne of ore milled ($)

    14.15   17.30   15.16  

    Cash milling cost per tonne of ore milled ($)

    11.6   15.16   12.79  

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

    2.48   2.14   2.37  
       

    + Average Production Cost

               

    Silver ($ per ounce)

    7.28   9.32   7.91  

    Gold ($ per ounce)

    453   747   508  

    Lead ($ per pound)

    0.38   0.59   0.42  

    Zinc ($ per pound)

    0.33   0.44   0.31  
     

    + Total production cost per ounce of Silver ($)

    4.43   8.86   5.08  

    + Total cash cost per ounce of Silver ($)

    0.25   4.62   0.90  
     

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

    6.62   9.80   7.72  

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

    8.62   10.31   9.50  
     

    Recovery Rates

             

    Silver (%)

    95.4   80.2   90.5  

    Lead (%)

    96.6   88.3   94.0  

    Zinc (%)

    50.2   81.2   60.2  
     

    Head Grades

             

    Silver (gram/tonne)

    287   97   226  

    Lead (%)

    4.1   1.9   3.4  

    Zinc (%)

    0.8   2.6   1.3  
     

    Concentrate in stock

             

    Lead concentrate (tonne)

    2,931   194   3,125  

    Zinc concentate (tonne)

    240   174   414  
       
    Sales Data            

    Metal Sales

             

    Silver (in thousands of ounces)

    1,216   210   1,426  

    Gold (in thousands of ounces)

    0.5   -   0.5  

    Lead (in thousands of pounds)

    12,107   3,021   15,128  

    Zinc (in thousands of pounds)

    1,168   3,525   4,693  

    Other (in thousands of pound)

    -   12,373   12,373  
     

    Metal Sales

               

    Silver (in thousands of $)

    14,770   2,014   16,784  

    Gold (in thousands of $)

    379

      20   399  

    Lead (in thousands of $)

    7,738   1,818   9,556  

    Zinc (in thousands of $)

    572   1,602   2,174  

    Other (in thousands of $)

    -   168   168    
      23,459   5,622   29,081    

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

               

    Silver ($ per ounce)

    12.14   9.58   11.76   

    Gold ($ per ounce)

    756   768   756   

    Lead ($ per pound)

    0.64   0.60   0.63   

    Zinc ($ per pound)

    0.49   0.45   0.46   

    1 Ying Mining District includes mines: SGX, TLP, HPG,LM, BCG and HZG.
    2 GC Silver recovery rate consists of 63.4% from lead concentrates and 16.8% from zinc concentrates.
    2 GC Silver sold in zinc concentrates is subjected to higher smelter and refining charges which lower the net silver selling price.
    +Non-IFRS measures.

    12





    SILVERCORP METALS INC.            
    Mining Data            
    (Expressed in thousands of U.S. dollars, except for mining data figures)      
     
     
        Three months ended September 30, 2014  
        Ying Mining          
        District1        GC   Total  
     
    Production Data            

    Mine Data

               
     

    Ore Mined (tonne)

    175,782   87,916   263,698  
     

    Ore Milled (tonne)

    187,154   90,287   277,441  
     
    + Mining cost per tonne of ore mined ($) 73.28   55.16   67.25  
     

    Cash mining cost per tonne of ore mined ($)

    57.79   33.11   49.57  
     

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

    15.49   22.05   17.68  
     
    + Unit shipping costs($) 5.41   -   3.60  
     
    + Milling cost per tonne of ore milled ($) 15.77   19.88   17.11  
     

    Cash milling cost per tonne of ore milled ($)

    13.63   15.82   14.35  
     

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

    2.14   4.06   2.76  
     
    + Average Production Cost            
     

    Silver ($ per ounce)

    7.63   10.06   8.28  
     

    Gold ($ per ounce)

    433   750   504  
     

    Lead ($ per pound)

    0.40   0.66   0.44  
     

    Zinc ($ per pound)

    0.39   0.65   0.44  
     
    + Total production cost per ounce of Silver ($) 3.48   8.26   4.20  
    + Total cash cost per ounce of Silver ($) 0.83   (1.18 ) 0.53  
     
    + Total production cost per ounce of Gold ($)            
    + Total cash cost per ounce of Gold ($)            
     
    + All-in sustaining cost per ounce of Silver ($)2 8.91   (4.22 ) 10.91  
    + All-in cost per ounce of Silver ($)2 10.32   6.61   11.90  
     
      Recovery Rates            
     

    Silver (%) 3

    94.7   75.9   88.6  
     

    Lead (%)

    95.9   85.9   92.7  
     

    Zinc (%)

    66.8   80.6   71.3  
     
      Head Grades            
     

    Silver (gram/tonne)

    253   104   205  
     

    Lead (%)

    3.6   1.3   2.9  
     

    Zinc (%)

    1.0   2.6   1.5  
     

    Concentrate in stock

               
     

    Lead concentrate (tonne)

    300   311   611  
     

    Zinc concentate (tonne)

    150   123   273  
     
    Sales Data            

    Metal Sales

               
     

    Silver (in thousands of ounce)

    1,421   251   1,672  
     

    Gold (in thousands of ounce)

    0.9   -   0.9  
     

    Lead (in thousands of pound)

    14,168   2,500   16,668  
     

    Zinc (in thousands of pound)

    2,531   4,452   6,983  
     

    Other (in thousands of pound)

    -   10,070   10,070  

    Metal Sales

               
     

    Silver (in thousands of $)

    19,671   2,754   22,425  
     

    Gold (in thousands of $)

    725   11   736  
     

    Lead (in thousands of $)

    10,217   1,805   12,022  
     

    Zinc (in thousands of $)

    1,780   3,146   4,926  
     

    Other (in thousands of $)

    -   138   138  
        32,393   7,854   40,247  

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

               
     

    Silver ($ per ounce)

    13.84   10.98   13.41  
     

    Gold ($ per ounce)

    786   821   787  
     

    Lead ($ per pound)

    0.72   0.72   0.72  
     

    Zinc ($ per pound)

    0.70   0.71   0.71  

    1 Ying Mining District includes mines: SGX, TLP, HPG&LM.
    2 BYP gold ounces converted to silver equivalent using a ratio of 50:1.
    3 GC silver recovery rate consist of 53.2% from lead concentrate and 22.7% from zinc concentrate.

    13





    SILVERCORP METALS INC.      
    Mining Data            
    (Expressed in thousands of U.S. dollars, except for mining data figures)  
     
     
        Six months ended September 30, 2015
        Ying Mining    
        District1 GC2 Total
    Production Data      

    Mine Data

         
     

    Ore Mined (tonne)

    490,351   207,561   697,912  
     

    Ore Milled (tonne)

    488,248   206,738   694,986  
     
    + Mining cost per tonne of ore mined ($) 80.15   49.33   70.98  
     

    Cash mining cost per tonne of ore mined ($)

    58.25   41.163   53.16  
     

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

    21.90   8.20   17.82  
     
    + Unit shipping costs($) 4.10   -   2.88  
     
    + Milling cost per tonne of ore milled ($) 14.40   17.72   15.39  
     

    Cash milling cost per tonne of ore milled ($)

    12.06   15.49   13.08  
     

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

    2.34   2.23   2.31  
     
    + Average Production Cost      
     

    Silver ($ per ounce)

    7.63   8.98   8.08  
     

    Gold ($ per ounce)

    487   717   529  
     

    Lead ($ per pound)

    0.42   0.60   0.45  
     

    Zinc ($ per pound)

    0.36   0.51   0.38  
     
    + Total production cost per ounce of Silver ($) 4.50   7.11   4.83  
    + Total cash cost per ounce of Silver ($) 1.03   2.78   1.26  
     
    + All-in sustaining cost per ounce of Silver ($) 8.52   10.54   10.27  
    + All-in cost per ounce of Silver ($) 10.08   11.05   11.69  
     
      Recovery Rates      
     

    Silver (%)

    95.0   78.3   90.0  
     

    Lead (%)

    95.4   88.5   93.4  
     

    Zinc (%)

    53.3   82.4   61.9  
     
      Head Grades      
     

    Silver (gram/tonne)

    260   97   212  
     

    Lead (%)

    3.8   1.6   3.2  
     

    Zinc (%)

    0.8   2.5   1.3  
     
    Concentrate in stock      
      Lead concentrate (tonne) 2,931   194   3,125  
      Zinc concentate (tonne) 240   174   414  
     
    Sales Data      

    Metal Sales

         
     

    Silver (in thousands of ounces)

    3,538   519   4,057  
     

    Gold (in thousands of ounces)

    2.0   0.1   2.1  
     

    Lead (in thousands of pounds)

    35.563   7,072   42,635  
     

    Zinc (in thousands of pounds)

    3,999   9,726   13,725  
     

    Other (in thousands of pound)

    -   38,905   38,905  
     

    Metal Sales

         
     

    Silver (in thousands of $)

    44,293   5,121   49,414  
     

    Gold (in thousands of $)

    1,609   43   1,652  
     

    Lead (in thousands of $)

    24,429   4,630   29,059  
     

    Zinc (in thousands of $)

    2,347   5,498   7,845  
     

    Other (in thousands of $)

    -   544   544  
        72,678   15,836   88,514  

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

         
     

    Silver ($ per ounce)

    12.52   9.87   12.18  
     

    Gold ($ per ounce)

    799   789   798  
     

    Lead ($ per pound)

    0.69   0.65   0.68  
     

    Zinc ($ per pound)

    0.59   0.57   0.57  

    Ying Mining District includes mines: SGX, TLP, HPG,LM, BCG and HZG.
    GC Silver recovery rate consists of 57.56% from lead concentrates and 20.72% from zinc concentrates.
    GC Silver sold in zinc concentrates is subjected to higher smelter and refining charges which lower the net silver selling price.

    14





    SILVERCORP METALS INC.            
    Mining Data                
    (Expressed in thousands of U.S. dollars, except for mining data figures)      
     
     
        Six months ended September 30, 2014  
        Ying Mining
    District1
    BYP GC   Total  
     
    Production Data            

    Mine Data

               
     

    Ore Mined (tonne)

    546,402   46,547   158,814   751,763  
     

    Ore Milled (tonne)

    547,465   48,844   159,431   755,740  

     

               
    + Mining cost per tonne of ore mined ($) 62.10   30.55   53.62   58.35  
     

    Cash mining cost per tonne of ore mined ($)

    49.24   22.92   31.39   43.84  
     

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

    12.86   7.63   22.23   14.51  

     

               
    + Unit shipping costs($) 4.83   -   -   3.51  
                   
    + Milling cost per tonne of ore milled ($) 15.06   13.40   21.15   16.23  
     

    Cash milling cost per tonne of ore milled ($)

    12.88   12.31   16.59   13.62  
     

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

    2.18   1.09   4.56   2.61  

     

               
    + Average Production Cost            
     

    Silver ($ per ounce)

    7.57   -   9.79   8.03  
     

    Gold ($ per ounce)

    418   565   706   510  
     

    Lead ($ per pound)

    0.37   -   0.63   0.40  
     

    Zinc ($ per pound)

    0.34   -   0.61   0.38  

     

               
    + Total production cost per ounce of Silver ($) 2.95     6.79   3.31  
    + Total cash cost per ounce of Silver ($) 0.40     (2.96 ) 0.07  
                     
    + Total production cost per ounce of Gold ($)     565     566  
    + Total cash cost per ounce of Gold ($)     454     455  
               
    + All-in sustaining cost per ounce of Silver ($)2 8.62   21.54   9.34   10.73  
    + All-in cost per ounce of Silver ($)2 15.00   23.38   13.10   16.77  
                 
      Recovery Rates            
     

    Silver (%) 3

    94.1     77.2   90.3  
     

    Gold (%)

        89.1     89.1  
     

    Lead (%)

    95.6     86.8   93.6  
     

    Zinc (%)

    61.2     80.9   65.7  

     

           
      Head Grades            
     

    Silver (gram/tonne)

    232     105   203  
     

    Gold (gram/tonne)

        2.7     2.7  
     

    Lead (%)

    3.3     1.3   2.9  
     

    Zinc (%)

    0.8     2.7   1.2  
     
    Concentrate in stock            
      Lead concentrate (tonne) 300   -   311   611  
      Zinc concentate (tonne) 150   -   123   273  
     
    Sales Data            

    Metal Sales

               
     

    Silver (in thousands of ounce)

    3,798   -   402   4,200  
     

    Gold (in thousands of ounce)

    2.5   2.7   -   5.2  
     

    Lead (in thousands of pound)

    38,362   -   3,928   42,290  
     

    Zinc (in thousands of pound)

    5,686   -   7,711   13,397  
     

    Other (in thousands of pound)

    -   -   21,412   21,412  

     

               

    Metal Sales

               
     

    Silver (in thousands of $)

    57,598   -   4,569   62,167  
     

    Gold (in thousands of $)

    2,121   2,775   11   4,907  
     

    Lead (in thousands of $)

    28,629   -   2,866   31,495  
     

    Zinc (in thousands of $)

    3,906   -   5,453   9,359  
     

    Other(in thousands of $)

    -   -   268   268  
        92,254   2,775   13,167   108,196  

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

               
     

    Silver ($ per ounce)

    15.17   -   11.38   14.80  
     

    Gold ($ per ounce)

    837   1,024   821   933  
     

    Lead ($ per pound)

    0.75   -   0.73   0.74  
     

    Zinc ($ per pound)

    0.69   -   0.71   0.70  

    1 Ying Mining District includes mines: SGX, TLP, HPG&LM.
    2 BYP gold ounces converted to silver equivalent using a ratio of 50:1.
    3 GC silver recovery rate consist of 54.0% from lead concentrate and 23.2% from zinc concentrate.

    15






    Exhibit 99.2


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

    I, Derek Liu, Chief Financial Officer of Silvercorp Metals Inc. certify the following:

    1.

    Review: I have reviewed the interim financial report and interim MD&A (together, the “interim filings”) of Silvercorp Metals Inc. (the “issuer”) for the interim period ended December 31, 2015.

     

     

    2.

    No misrepresentations: Based on my knowledge, having exercised reasonable diligence, the interim filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, with respect to the period covered by the interim filings.

     

     

    3.

    Fair presentation: Based on my knowledge, having exercised reasonable diligence, the interim financial report together with the other financial information included in the interim filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the interim filings.

     

     

    4.

    Responsibility: The issuer’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those terms are defined in National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings, for the issuer.

     

     

    5.

    Design: Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer’s other certifying officer(s) and I have, as at the end of the period covered by the interim filings

     

     

    (a)

    designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that

       

     

    (i)

    material information relating to the issuer is made known to us by others, particularly during the period in which the interim filings are being prepared; and

       

     

    (ii)

    information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and

     

    (b)

    designed ICFR, or caused it to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer’s GAAP.

     

     

    5.1

    Control framework: The control framework the issuer’s other certifying officer(s) and I used to design the issuer’s ICFR is the Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

     

     

    5.2 

    ICFR – material weakness relating to design: The issuer has disclosed in its interim MD&A for each material weakness relating to design existing at the end of the interim period

     

     

    (a)

    a description of the material weakness;






      (b)   the impact of the material weakness on the issuer’s financial reporting and its ICFR; and
         
      (c)  

    the issuer’s current plans, if any, or any actions already undertaken, for remediating the material weakness.

     

     

    5.3

    N/A

     

     

    6.

    Reporting changes in ICFR: The issuer has disclosed in its interim MD&A any change in the issuer’s ICFR that occurred during the period beginning on October 1, 2015 and ended on December 31, 2015 that has materially affected, or is reasonably likely to materially affect, the issuer’s ICFR.

    Date: February 5, 2016

    “Derek Liu”

    Derek Liu
    Chief Financial Officer

    2






    Exhibit 99.3


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

    I, Rui Feng, Chief Executive Officer of Silvercorp Metals Inc. certify the following:

    1. 

    Review: I have reviewed the interim financial report and interim MD&A (together, the “interim filings”) of Silvercorp Metals Inc. (the “issuer”) for the interim period ended December 31, 2015.

     

     

    2. 

    No misrepresentations: Based on my knowledge, having exercised reasonable diligence, the interim filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, with respect to the period covered by the interim filings.

     

     

    3. 

    Fair presentation: Based on my knowledge, having exercised reasonable diligence, the interim financial report together with the other financial information included in the interim filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the interim filings.

     

     

    4.

    Responsibility: The issuer’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those terms are defined in National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings, for the issuer.

     

     

    5.

    Design: Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer’s other certifying officer(s) and I have, as at the end of the period covered by the interim filings

     

     

    (a)

    designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that

     

      (i)

    material information relating to the issuer is made known to us by others, particularly during the period in which the interim filings are being prepared; and

       

     

    (ii)

    information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and

       

     

    (b)

    designed ICFR, or caused it to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer’s GAAP.

     

     

    5.1

    Control framework: The control framework the issuer’s other certifying officer(s) and I used to design the issuer’s ICFR is the Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

     

     

    5.2

    ICFR – material weakness relating to design: The issuer has disclosed in its interim MD&A for each material weakness relating to design existing at the end of the interim period

     

     

      (a)

    a description of the material weakness;






    (b) the impact of the material weakness on the issuer’s financial reporting and its ICFR; and
       
    (c)

    the issuer’s current plans, if any, or any actions already undertaken, for remediating the material weakness.

     

     

    5.3

    N/A

     

     

    6.

    Reporting changes in ICFR: The issuer has disclosed in its interim MD&A any change in the issuer’s ICFR that occurred during the period beginning on October 1, 2015 and ended on December 31, 2015 that has materially affected, or is reasonably likely to materially affect, the issuer’s ICFR.

    Date: February 5, 2016

    “Rui Feng”

    Rui Feng
    Chief Executive Officer

    2






    Exhibit 99.4


    SILVERCORP METALS INC.

    CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
    For the three and nine months ended December 31, 2015 and 2014
    (Expressed in thousands of US dollars, unless otherwise stated)
    (Unaudited)





    Notice to Readers of the Unaudited Condensed Consolidated Interim Financial Statements
    For the three and nine months ended December 31, 2015

    The unaudited condensed consolidated interim financial statements of Silvercorp Metals Inc. (the “Company”) for the three and nine months ended December 31, 2015 (the “Financial Statements”) have been prepared by management and have not been reviewed by the Company’s independent auditors. The Financial Statements should be read in conjunction with the Company’s audited financial statements for the year ended March 31, 2015 which are available at the SEDAR website at www.sedar.com. The Financial Statements are stated in terms of US dollars and are prepared in accordance with International Financial Reporting Standards.





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

     

          As at December 31,     As at March 31,  
      Notes   2015     2015  
    ASSETS              
    Current Assets              

    Cash and cash equivalents

    20 $ 63,376   $ 60,179  

    Short-term investments

        3,452     9,343  

    Trade and other receivables

        1,768     1,278  

    Inventories

        9,139     6,899  

    Due from related parties

    11   1,845     33  

    Prepaids and deposits

        3,925     5,745  
          83,505     83,477  
    Non-current Assets              

    Long-term prepaids and deposits

        3,045     2,945  

    Reclamation deposits

        2,025     2,112  

    Investment in an associate

    3   3,316     3,449  

    Other investments

    4   208     892  

    Plant and equipment

    5   65,113     64,779  

    Mineral rights and properties

    6   211,138     214,792  
    TOTAL ASSETS   $ 368,350   $ 372,446  
                   
    LIABILITIES AND EQUITY              
    Current Liabilities              

    Accounts payable and accrued liabilities

      $ 33,723   $ 21,768  

    Mine right fee payable

    7   3,898     4,292  

    Deposits received

        5,444     8,303  

    Dividends payable

        -     674  

    Income tax payable

        355     662  
          43,420     35,699  
    Non-current Liabilities              

    Mine right fee payable

    7   5,690     9,746  

    Deferred income tax liabilities

        23,367     21,592  

    Environmental rehabilitation

        12,671     12,898  
    Total Liabilities     85,148     79,935  
                 
    Equity              

    Share capital

        231,827     233,513  

    Share option reserve

        12,483     11,741  

    Reserves

        25,409     25,409  

    Accumulated other comprehensive loss

    9   (40,385 )   (26,697 )

    Retained earnings (deficit)

        2,082     (5,089 )
    Total equity attributable to the equity holders of the Company   231,416     238,877  
                 
    Non-controlling interests 10   51,786     53,634  
    Total Equity     283,202     292,511  
                   
    TOTAL LIABILITIES AND EQUITY   $ 368,350   $ 372,446  
    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 December 31,       Nine Months Ended December 31,  
      Notes     2015     2014       2015     2014  
    Sales 18(c)   $ 29,081   $ 40,247     $ 88,514   $ 108,196  
    Cost of sales 12     19,543     24,844       58,692     58,701  
    Gross profit       9,538     15,403       29,822     49,495  
                                   
    General and administrative 13     3,140     5,366       13,391     16,233  
    Government fees and other taxes 14     1,557     1,821       4,753     4,798  
    Foreign exchange gain       (716 )   (958 )     (2,113 )   (1,427 )
    Loss (gain) on disposal of plant and equipment       95     (132 )     80     (118 )
    Loss on disposal of a subsidiary 21     460     -       460     -  
    Share of gain in associate 3     (65 )   (52 )     (166 )   (10 )
    Loss on investments 4     -     -       -     15  
    Other (income) expenses       (65 )   67       (179 )   (980 )
    Income from operations       5,132     9,291       13,596     30,984  
                                   
    Finance income 15     517     292       1,058     724  
    Finance costs 15     (280 )   (153 )     (751 )   (224 )
    Income before income taxes       5,369     9,430       13,903     31,484  
                                   
    Income tax expense 16     1,453     2,350       3,237     10,155  
    Net income     $ 3,916   $ 7,080     $ 10,666   $ 21,329  
                                   
    Attributable to:                              

    Equity holders of the Company

        $ 3,326   $ 5,468     $ 7,856   $ 15,440  

    Non-controlling interests

    10     590     1,612       2,810     5,889  
          $ 3,916   $ 7,080     $ 10,666   $ 21,329  
                                   
    Earnings per share attributable to the equity holders of the Company                              
    Basic and diluted earnings per share     $ 0.02   $ 0.03     $ 0.05   $ 0.09  
    Weighted Average Number of Shares Outstanding - Basic and Diluted       168,975,392     170,883,808       170,052,392     170,883,808  

    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 December 31,       Nine Months Ended December 31,  
      Notes   2015     2014       2015     2014  
    Net income   $ 3,916   $ 7,080     $ 10,666   $ 21,329  
    Other comprehensive loss, net of taxes:                            
    Items that may subsequently be reclassified to net income or loss:                            

    Currency translation adjustment, net of tax of $nil

        (7,565 )   (5,653 )     (15,708 )   (1,358 )
    Items that will not subsequently be reclassified to net income or loss:                            

    Change in fair value on equity investments designated as FVTOCI, net of tax of $nil

    4   16     (135 )     (227 )   (1,126 )
    Items reclassified to net income:                            

    Cumulative translation adjustment upon sale of a subsidiary

    21   23     -       23     -  
    Other comprehensive loss, net of taxes   $ (7,526 ) $ (5,788 )   $ (15,912 ) $ (2,484 )
    Attributable to:                            

    Equity holders of the Company

      $ (6,396 ) $ (5,149 )   $ (13,688 ) $ (2,571 )

    Non-controlling interests

    10   (1,130 )   (639 )     (2,224 )   87  
        $ (7,526 ) $ (5,788 )   $ (15,912 ) $ (2,484 )
    Total comprehensive (loss) income, net of taxes   $ (3,610 ) $ 1,292     $ (5,246 ) $ 18,845  
                                 
    Attributable to:                            

    Equity holders of the Company

      $ (3,070 ) $ 319     $ (5,832 ) $ 12,869  

    Non-controlling interests

        (540 )   973       586     5,976  
        $ (3,610 ) $ 1,292     $ (5,246 ) $ 18,845  

    See accompanying notes to the condensed consolidated interim financial statements

    3





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

     

          Three Months Ended December 31,       Nine Months Ended December 31,  
      Notes   2015     2014       2015     2014  
    Cash provided by                            
    Operating activities                            

    Net income

      $ 3,916   $ 7,080     $ 10,666   $ 21,329  

    Add (deduct) items not affecting cash:

                               

    Unwinding of discount of environmental rehabilitation

        123     38       371     109  

    Depreciation, amortization and depletion

        6,356     6,775       15,733     15,467  

    Share of gain in associate

        (65 )   (52 )     (166 )   (10 )

    Loss on disposal of a subsidiary

        460     -       460     -  

    Income tax expense

        1,453     2,350       3,237     10,155  

    Finance income

        (517 )   (292 )     (1,058 )   (724 )

    Loss on investments

        -     -       -     15  

    Loss (gain) on disposal of plant and equipment

        95     (132 )     80     (118 )

    Share-based compensation

        234     340       742     1,136  

    Income taxes paid

        (224 )   (3,209 )     (527 )   (6,656 )

    Interest received

        517     292       1,058     724  

    Changes in non-cash operating working capital

    20   (2,762 )   2,197       (3,059 )   7,891  
    Net cash provided by operating activities     9,586     15,387       27,537     49,318  
                                 
    Investing activities                            

    Mineral rights and properties

                               

    Capital expenditures

        (5,427 )   (12,241 )     (14,157 )   (25,976 )

    Plant and equipment

                               

    Additions

        (2,604 )   (2,332 )     (5,594 )   (6,459 )

    Proceeds on disposals

        202     474       232     474  

    Other investments

                               

    Proceeds on disposals

        422     -       422     -  

    Reclamation deposit paid

        -     -       (9 )   -  

    Net redemptions of short-term investments

        (203 )   7,787       5,504     7,668  

    Proceeds for sale of a subsidiary

    21   11     -       11     -  
    Net cash used in investing activities     (7,599 )   (6,312 )     (13,591 )   (24,293 )
                                 
    Financing activities                            

    Related parties

                               

    Payments made

        (1,587 )   -       (1,587 )   -  

    Non-controlling interests

                               

    Distribution

    10   (1,661 )   (651 )     (1,661 )   (3,214 )

    Cash dividends distributed

        -     (760 )     (1,323 )   (2,331 )

    Common shares repurchased as part of normal course issuer bid

        (419 )   -       (1,686 )   -  
    Net cash used in financing activities     (3,667 )   (1,411 )     (6,257 )   (5,545 )
    Effect of exchange rate changes on cash and cash equivalents     (2,160 )   (1,586 )     (4,492 )   (1,342 )
                                 
    (Decrease) increase in cash and cash equivalents     (3,840 )   6,078       3,197     18,138  
    Cash and cash equivalents, beginning of the period     67,216     72,674       60,179     60,614  
    Cash and cash equivalents, end of the period   $ 63,376   $ 78,752     $ 63,376   $ 78,752  
    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                                            
                      Share         Accumulated other     Retained   Total equity attributable     Non-        
          Number of           option           comprehensive     earnings   to the equity holders of     controlling        
      Notes   shares     Amount     reserve     Reserves     loss     (deficit)     the Company     interests     Total equity  
    Balance, April 1, 2014     170,883,808   $ 233,513   $ 10,492   $ 25,409   $ (20,141 ) $ 100,993   $ 350,266   $ 62,296   $ 412,562  
    Share-based compensation     -     -     1,136     -     -     -     1,136     -     1,136  
    Dividends declared     -     -     -     -     -     (2,299 )   (2,299 )   -     (2,299 )
    Distribution to non-controlling interests     -     -     -     -     -     -     -     (3,214 )   (3,214 )
    Comprehensive income     -     -     -     -     (2,571 )   15,440     12,869     5,976     18,845  
    Balance, December 31, 2014     170,883,808   $ 233,513   $ 11,628   $ 25,409   $ (22,712 ) $ 114,134   $ 361,972   $ 65,058   $ 427,030  
    Share-based compensation     -     -     113     -     -     -     113     -     113  
    Dividends declared     -     -     -     -     -     (674 )   (674 )   -     (674 )
    Comprehensive loss     -     -     -     -     (3,985 )   (118,549 )   (122,534 )   (11,424 )   (133,958 )
    Balance, March 31, 2015     170,883,808   $ 233,513   $ 11,741   $ 25,409   $ (26,697 ) $ (5,089 ) $ 238,877   $ 53,634   $ 292,511  
    Share-based compensation 8(b)   -     -     742     -     -     -     742     -     742  
    Dividends declared 8(c)   -     -     -     -     -     (685 )   (685 )   -     (685 )
    Common shares repurchased as part of normal course issuer bid 8(e)   (2,322,952 )   (1,686 )   -     -     -     -     (1,686 )   -     (1,686 )
    Distribution to non-controlling interests 10   -     -     -     -     -     -     -     (1,661 )   (1,661 )
    Disposition of non-controlling interests upon sale of a subsidiary 10, 21   -     -     -     -     -     -     -     (773 )   (773 )
    Cumulative translation adjustment realized upon sale of a subsidiary 21   -     -     -     -     23     -     23     -     23  
    Comprehensive (loss) income     -     -     -     -     (13,711 )   7,856     (5,855 )   586     (5,269 )
    Balance, December 31, 2015     168,560,856   $ 231,827   $ 12,483   $ 25,409   $ (40,385 ) $ 2,082   $ 231,416   $ 51,786   $ 283,202  

    See accompanying notes to the condensed consolidated interim financial statements

    5





    SILVERCORP METALS INC.
    Notes to Condensed Consolidated Interim Financial Statements as at December
    31, 2015 and for three and nine months ended December 31, 2015 and 2014
    (Unaudited) (Expressed in thousands of U.S. dollars, except share and per share figures or otherwise stated)

     

    1. CORPORATE INFORMATION

    Silvercorp Metals Inc., along with its subsidiary companies (collectively the “Company”), is engaged in the acquisition, exploration, development, and mining of 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.

    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 and nine months ended December 31, 2015, were authorized for issue by the Board of Directors on February 4, 2016.

    Operating results for the three and nine months ended December 31, 2015, are not necessarily indicative of the results that may be expected for the year ending March 31, 2016.

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

          Proportion of ownership interest held  
        Place of December 31, March 31, Mineral
    Name of subsidiaries Principal activity incorporation 2015 2015 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 December 31, March 31,
    Name of associate Principal activity incorporation 2015 2015
    New Pacific Metals Corp. ("NUX") Mining Canada 16.1% 16.1%

    6





    SILVERCORP METALS INC.
    Notes to Condensed Consolidated Interim Financial Statements as at December
    31, 2015 and for three and nine months ended December 31, 2015 and 2014
    (Unaudited) (Expressed in thousands of U.S. dollars, except share and per share figures or otherwise stated)

     

    2. SIGNIFICANT ACCOUNTING POLICIES

    (a)Statement of Compliance

    These condensed consolidated interim financial statements have been prepared in accordance with International Accounting Standard 34 – Interim Financial Reporting (“IAS 34”) of the International Financial Reporting Standards 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, 2015. 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, 2015.

    (b) Accounting standards issued but not yet in effective

    IFRS 15 – Revenue from contracts with customers, the standard on revenue from contacts with customers was issued on April 28, 2015 and is effective for annual reporting periods beginning on or after January 1, 2018 for public entities with early adoption permitted. Entities have the option of using either a full retrospective or a modified retrospective approach to adopt the guidance. The Company is assessing the impact of this standard.

    3. 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 December 31, 2015, the Company owned 10,806,300 common shares (March 31, 2015 – 10,806,300) of NUX, representing an ownership interest of 16.1% (March 31, 2015 – 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, 2014 10,806,300   $ 3,715   $ 3,715  
    Share of income       235        
    Foreign exchange impact       (501 )      
    Balance, March 31, 2015 10,806,300   $ 3,449   $ 1,448  
    Share of income       166        
    Foreign exchange impact       (299 )      
    Balance, December 31, 2015 10,806,300   $ 3,316   $ 1,796  

     

    7





    SILVERCORP METALS INC.
    Notes to Condensed Consolidated Interim Financial Statements as at December
    31, 2015 and for three and nine months ended December 31, 2015 and 2014
    (Unaudited) (Expressed in thousands of U.S. dollars, except share and per share figures or otherwise stated)

     

    4. OTHER INVESTMENTS

     

        December 31, 2015   March 31, 2015  
    Equity investments designated as FVTOCI          

    Publicly-traded companies

    $ 208 $ 892  

    Yongning Smelting Co. Ltd.

      -   -  

    Jinduicheng Xise (Canada) Co. Ltd.

      -   -  
    Warrants   -   -  
      $ 208 $ 892  

    Common shares:

        Fair value     Accumulated fair value change included in OCI  
    April 1, 2014 $ 2,377   $ (4,957 )

    Change in fair value on equity investments designated as FVTOCI

      (1,314 )   (1,314 )

    Impact of foreign currency translation

      (171 )   -  
    March 31, 2015 $ 892   $ (6,271 )

    Change in fair value on equity investments designated as FVTOCI

      (227 )   (227 )

    Disposal of equity investments

      (422 )      

    Impact of foreign currency translation

      (35 )   -  
    December 31, 2015 $ 208   $ (6,498 )

    Warrants:

        Fair value     Accumulated mark-to-market loss included in net income  
    April 1, 2014 $ 16   $ (1,524 )

    Loss on investments

      (15 )   (15 )

    Impact of foreign currency translation

      (1 )   -  
    March 31, 2015 $ -   $ (1,539 )
    December 31, 2015 $ -   $ (1,539 )

    During the three and nine months ended December 31, 2015, certain equity investments were disposed for total proceeds of $422 and $422, respectively (three and nine months ended December 31, 2014 -$nil).

    8





    SILVERCORP METALS INC.
    Notes to Condensed Consolidated Interim Financial Statements as at December
    31, 2015 and for three and nine months ended December 31, 2015 and 2014
    (Unaudited) (Expressed in thousands of U.S. dollars, except share and per share figures or otherwise stated)

     

    5. 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, 2014 $ 80,337   $ 6,267   $ 25,700   $ 7,163   $ 6,385   $ 125,852  

    Additions

      2,257     364     1,642     459     1,929     6,651  

    Disposals

      (107 )   (19 )   (231 )   (368 )   -     (725 )

    Reclassification of asset groups(1)

      4,783     -     -     -     (4,783 )   -  

    Impact of foreign currency translation

      134     (120 )   72     20     20     126  
    Balance as at March 31, 2015 $ 87,404   $ 6,492   $ 27,183   $ 7,274   $ 3,551   $ 131,904  

    Additions

      1,480     253     1,316     247     4,877     8,173  

    Disposals

      (144 )   (100 )   (166 )   (155 )   (80 )   (645 )

    Reclassification of asset groups(1)

      296     -     -     -     (296 )   -  

    Impact of foreign currency translation

      (4,048 )   (332 )   (1,271 )   (333 )   (296 )   (6,280 )
    Ending balance as at December 31, 2015 $ 84,988   $ 6,313   $ 27,062   $ 7,033   $ 7,756   $ 133,152  
                                       
    Impairment, accumulated depreciation and amortization                                  
    Balance as at April 1, 2014 $ (9,300 ) $ (3,073 ) $ (8,136 ) $ (3,467 ) $ -   $ (23,976 )

    Impairment Loss

      (28,097 )   (403 )   (6,113 )   (533 )   (59 )   (35,205 )

    Disposals

      7     16     81     233     -     337  

    Depreciation and amortization

      (3,914 )   (931 )   (2,452 )   (1,123 )   -     (8,420 )

    Impact of foreign currency translation

      57     110     (19 )   (9 )   -     139  
    Balance as at March 31, 2015 $ (41,247 ) $ (4,281 ) $ (16,639 ) $ (4,899 ) $ (59 ) $ (67,125 )

    Impairment loss

      -     -     -     -     -     -  

    Disposals

      93     81     28     131     -     333  

    Depreciation and amortization

      (1,920 )   (539 )   (1,327 )   (686 )   -     (4,472 )

    Reclassification of asset groups

      (560 )   56     521     (17 )   -     -  

    Impact of foreign currency translation

      1,964     225     792     241     3     3,225  
    Ending balance as at December 31, 2015 $ (41,670 ) $ (4,458 ) $ (16,625 ) $ (5,230 ) $ (56 ) $ (68,039 )
                                         
    Carrying amounts                                    
    Balance as at March 31, 2015 $ 46,157   $ 2,211   $ 10,544   $ 2,375   $ 3,492   $ 64,779  
    Ending balance as at December 31, 2015 $ 43,318   $ 1,855   $ 10,437   $ 1,803   $ 7,700   $ 65,113  

    (1) when an asset is available for use, it is reclassified from construction in progress to one of the appropriate plant and equipment categories.

    During the three and nine months ended December 31, 2015, certain plant and equipment were disposed for proceeds of $202 and $232, respectively (three and nine months ended December 31, 2014 - $474 and $474, respectively) and loss of $95 and $80, respectively (three and nine months ended December 31, 2014 – gain of $132 and $118, respectively).

    9





    SILVERCORP METALS INC.
    Notes to Condensed Consolidated Interim Financial Statements as at December
    31, 2015 and for three and nine months ended December 31, 2015 and 2014
    (Unaudited) (Expressed in thousands of U.S. dollars, except share and per share figures or otherwise stated)

     

    6. MINERAL RIGHTS AND PROPERTIES

    Mineral rights and properties consist of:

        Producing and development properties       Exploration and evaluation properties          
    Cost   Ying Mining District     BYP     GC       XHP     RZY       Total  
    Balance as at April 1, 2014 $ 163,745   $ 64,923   $ 109,470     $ 21,694   $ 210     $ 360,042  

    Capitalized expenditures

      30,389     355     3,330       389     -       34,463  

    Mine right fee

      17,439     -     -       -     -       17,439  

    Environmental rehabiliation

      6,973     31     (64 )     (21 )   -       6,919  

    Foreign currecy translation impact

      156     44     108       55     (27 )     336  
    Balance as at March 31, 2015 $ 218,702   $ 65,353   $ 112,844     $ 22,117   $ 183     $ 419,199  

    Capitalized expenditures

      16,371     -     840       -     -       17,211  

    Foreign currecy translation impact

      (10,475 )   (717 )   (5,215 )     (1,009 )   (15 )     (17,431 )
    Ending balance as at December 31, 2015 $ 224,598   $ 64,636   $ 108,469     $ 21,108   $ 168     $ 418,979  
                                             
    Impairment and accumulated depletion                                        
    Balance as at April 1, 2014 $ (35,880 ) $ (57,368 ) $ -     $ (536 ) $ -     $ (93,784 )

    Impairment loss

      -     -     (73,565 )     (21,579 )   -       (95,144 )

    Depletion

      (9,858 )   (311 )   (5,392 )     (18 )   -       (15,579 )

    Foreign currecy translation impact

      (95 )   (22 )   201       16     -       100  
    Balance as at March 31, 2015 $ (45,833 ) $ (57,701 ) $ (78,756 )   $ (22,117 ) $ -     $ (204,407 )

    Depletion

      (9,318 )   -     (1,540 )     -     -       (10,858 )

    Foreign currecy translation impact

      2,363     368     3,684       1,009     -       7,424  
    Ending balance as at December 31, 2015 $ (52,788 ) $ (57,333 ) $ (76,612 )   $ (21,108 ) $ -     $ (207,841 )
                                             
    Carrying amounts                                        
    Balance as at March 31, 2015 $ 172,869   $ 7,652   $ 34,088     $ -   $ 183     $ 214,792  
    Ending balance as at December 31, 2015 $ 171,810   $ 7,303   $ 31,857     $ -   $ 168     $ 211,138  

     

    7. MINE RIGHT FEE PAYABLE

    On October 21, 2015, installment of $4,095 plus interest of $180 were paid for the mine right fee. The remaining mine right fee will be paid in three annual installments and carries interest at a prevailing prime interest rate in China. As at December 31, 2015, the prevailing prime interest rate was 4.75%. For the three and nine months ended December 31, 2015, interest of $157 and $380, respectively (three and nine months ended December 31, 2014 - $115 and $115, respectively) was accrued and expensed through finance costs (see note 15).

    Details of the installments for mine right fee are as follow:

    Mine right fee payable   December 31, 2015     March 31, 2015  
    Current portion $ 3,898   $ 4,292  
    Non-current portion   5,690     9,746  
      $ 9,588   $ 14,038  

    10





    SILVERCORP METALS INC.
    Notes to Condensed Consolidated Interim Financial Statements as at December
    31, 2015 and for three and nine months ended December 31, 2015 and 2014
    (Unaudited) (Expressed in thousands of U.S. dollars, except share and per share figures or otherwise stated)

     

    8. SHARE CAPITAL

    (a) Authorized

    Unlimited number of common shares without par value. All shares issued as at December 31, 2015 were fully paid.

    (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  
            exercise price per  
      Number of shares     share CAD$  
    Balance, April 1, 2014 5,067,907   $ 5.88  
    Options granted 1,320,200     1.75  
    Options forfeited (903,750 )   5.11  
    Options expired (743,001 )   4.19  
    Balance, March 31, 2015 4,741,356   $ 5.15  
    Options granted 5,652,125     0.91  
    Options forfeited (191,000 )   4.54  
    Options expired (363,625 )   7.94  
    Balance, December 31, 2015 9,838,856   $ 2.62  

    During the nine months ended December 31, 2015, a total of 1,825,000 options with a life of five years were granted to directors, officers, and employees at an exercise price of CAD$1.43 per share subject to a vesting schedule over a four-year term with 6.25% of the options vesting every three months from the date of grant.

    During the nine months ended December 31, 2015, a total of 3,827,125 options with a life of three years were granted to directors, officers, and employees at an exercise price of CAD$0.66 per share subject to a vesting schedule over a two-year term with 25% of the options vesting every six months from the date of grant.

    11





    SILVERCORP METALS INC.
    Notes to Condensed Consolidated Interim Financial Statements as at December
    31, 2015 and for three and nine months ended December 31, 2015 and 2014
    (Unaudited) (Expressed in thousands of U.S. dollars, except share and per share figures or otherwise stated)

    The fair value of the stock options granted during the nine months ended December 31, 2015 and 2014 has been calculated as at the date of grant using the Black-Scholes option pricing model with the following weighted average assumptions:

        Nine months ended December 31,  
        2015     2014  
    Risk free interest rate   0.53%     1.13%  
    Expected life of option in years   2.86 years     3.01 years  
    Expected volatility   57%     53%  
    Expected dividend yield   0.45%     1.14%  
    Estimated forfeiture rate   11%     11%  
    Weighted average share price at date of grant $ 0.91   $ 1.75  

    The weighted average grant date fair value of options granted during the nine months ended December 31, 2015 was CAD$0.33 (for nine months ended December 31, 2014 - CAD$0.59). Volatility was determined based on the historical volatility of the Company’s shares over the estimated life of stock options. For the three and nine months ended December 31, 2015, a total of $234 and $742, respectively (for three and nine months ended December 31, 2014 - $340 and $1,136, respectively) in share-based compensation expense was recognized and included in the general and administrative expenses in the condensed consolidated interim statements of income.

    The following table summarizes information about stock options outstanding at December 31, 2015:

          Weighted average          
        Number of options remaining   Weighted average Number of options   Weighted average
        outstanding at contractual life   exercise price in exercisable at   exercise price in
      Exercise price in CAD$ December 31, 2015 (Years)   CAD$ December 31, 2015   CAD$
    $ 0.66 3,827,125 3.00 $ 0.66   0.66
    $ 1.43 1,825,000 4.42 $ 1.43 152,085   1.43
    $ 1.75 675,000 3.41 $ 1.75 210,938   1.75
    $ 1.76 423,450 3.79 $ 1.76 79,401   1.76
    $ 2.98 274,000 3.06 $ 2.98 102,752   2.98
    $ 3.25 282,000 2.42 $ 3.25 158,627   3.25
    $ 3.41 369,000 2.70 $ 3.41 184,500   3.41
    $ 3.91 278,000 2.18 $ 3.91 173,752   3.91
    $ 5.35 277,500 1.60 $ 5.35 208,125   5.35
    $ 5.40 280,000 1.92 $ 5.40 192,504   5.40
    $ 6.53 214,000 1.46 $ 6.53 173,878   6.53
    $ 6.69 371,500 1.18 $ 6.69 325,065   6.69
    $ 7.27 225,500 0.90 $ 7.27 211,409   7.27
    $ 9.20 193,500 0.43 $ 9.20 193,500   9.20
    $ 12.16 173,781 0.01 $ 12.16 173,781   12.16
    $ 14.96 149,500 0.27 $ 14.96 149,500   14.96
      $ 0.66 - 14.96 9,838,856 2.91 $ 2.62 3,071,263 $ 5.57

    On January 31, 2016, 375,281 stock options with exercise prices from $1.43 to $14.96 were either cancelled or expired.

    12





    SILVERCORP METALS INC.
    Notes to Condensed Consolidated Interim Financial Statements as at December
    31, 2015 and for three and nine months ended December 31, 2015 and 2014
    (Unaudited) (Expressed in thousands of U.S. dollars, except share and per share figures or otherwise stated)

    (c) Cash dividends declared

    During the three and nine months ended December 31, 2015, dividends of $nil and $685, respectively (for three and nine months ended December 31, 2014 - $736 and $2,299, respectively) were declared, which was a cash dividend of CAD$0.005 per share (for three and nine months ended December 31, 2014 –CAD$0.005 per share).

    (d) Warrants

    On July 30, 2015, 50,000 warrants at an exercise price of CAD$6.76 per share were expired. As at December 31, 2015, the Company has no outstanding warrants (March 31, 2015 – 50,000 outstanding warrants at an exercise price of CAD$6.76 per share).

    (e) Normal course issuer bid

    As at December 31, 2015, the Company acquired a total of 2,322,952 common shares at a cost of $1,676. Transaction cost related to the common share acquisition was $10. All shares bought were subsequently cancelled.

    9. ACCUMULATED OTHER COMPREHENSIVE INCOME

     

        December 31, 2015     March 31, 2015  
    Change in fair value on equity investments designated as FVTOCI $ (38,151 ) $ (37,923 )
    Currency translation adjustment   (2,234 )   11,226  
    Balance, end of the period $ (40,385 ) $ (26,697 )

    The change in fair value on equity investments designated as FVTOCI and on currency translation adjustment are net of tax of $nil for all periods presented.

    10. NON-CONTROLLING INTERESTS

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

        Henan     Henan           Guangdong              
        Found     Huawei     Yunxiang     Found     SX Gold     Total  
    Balance, April 1, 2014 $ 46,127   $ 5,457   $ 4,932   $ 2,148   $ 3,632   $ 62,296  
    Share of net income (loss), excluding the impairment loss   6,226     479     (231 )   (257 )   (279 )   5,938  
    Share of impairment loss   -     -     -     (4,973 )   (6,596 )   (11,569 )
    Share of other comprehensive income (loss)   134     22     12     16     (1 )   183  
    Distributions   (2,563 )   (651 )   -     -     -     (3,214 )
    Balance, March 31, 2015 $ 49,924   $ 5,307   $ 4,713   $ (3,066 ) $ (3,244 ) $ 53,634  
    Share of net income (loss)   3,602     (131 )   (253 )   (130 )   (278 )   2,810  
    Share of other comprehensive (loss) income   (1,830 )   (662 )   (169 )   41     396     (2,224 )
    Distributions   (1,282 )   (379 )   -     -     -     (1,661 )
    Disposition upon sale of a subsidiary   -     -     -     -     (773 )   (773 )
    Balance, December 31, 2015 $ 50,414   $ 4,135   $ 4,291   $ (3,155 ) $ (3,899 ) $ 51,786  

    13





    SILVERCORP METALS INC.
    Notes to Condensed Consolidated Interim Financial Statements as at December
    31, 2015 and for three and nine months ended December 31, 2015 and 2014
    (Unaudited) (Expressed in thousands of U.S. dollars, except share and per share figures or otherwise stated)

    As at December 31, 2015, 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   December 31, 2015     March 31, 2015  
    NUX (a) $ 198   $ 15  
    Henan Non-ferrous Geology Bureau (b)   1,647     18  
      $ 1,845   $ 33  

     

    (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 and nine months ended December 31, 2015, the Company recovered $40 and $177, respectively (for three and nine months ended December 31, 2014 - $103 and $241, respectively) 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. During the three and nine months ended December 31, 2015, Henan Found declared and paid dividends of $1,282 and $1,282, respectively (three and nine months ended December 31, 2014 - $nil and $2,563, respectively) to Henan Geology Bureau. 

    On December 28, 2015, Henan Found made a short-term loan in the amount of $1,544 (RMB ¥10,000) to Henan Geology Bureau. The loan plus interest of $2 were repaid on January 6, 2016.
       
    (c)      For the three and nine months ended December 31, 2015, the Company paid $nil and $376, respectively (for three and nine months ended December 31, 2014 - $86 and $303, respectively) consulting fees to Greensea Management Ltd., a private consulting services company controlled by a former director of the Company.
       
    (d)      For the three and nine months ended December 31, 2015, the Company paid $293 and $293, respectively (for three and nine months ended December 31, 2014 - $nil and $140, respectively) consulting fees to Parkside Management Limited, a private consulting services company controlled by a director of the Company.
       
    (e)      The Company rents a Beijing office from a relative of a director and officer of the Company for $21 (RMB ¥130,746) per month. For the three and nine months ended December 31, 2015, total rents were $63 and $189, respectively (for three and nine months ended December 31, 2014 - $63 and $189, respectively).
       
    (f)      Henan Xinhui Mining Co., Ltd. (“Henan Xinhui”) is a 20% equity interest holder of Henan Huawei. During the three and nine months ended December 31, 2015, Henan Huawei declared and paid

    14





    SILVERCORP METALS INC.
    Notes to Condensed Consolidated Interim Financial Statements as at December
    31, 2015 and for three and nine months ended December 31, 2015 and 2014
    (Unaudited) (Expressed in thousands of U.S. dollars, except share and per share figures or otherwise stated)

    dividends of $379 and $379, respectively (three and nine months ended December 31, 2014 - $651 and $651, respectively) to Henan Xinhui.

    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 December 31,     Nine months ended December 31,  
        2015   2014     2015   2014  
    Cash cost $ 13,578 $ 18,700   $ 44,204 $ 44,798  
    Depreciation, amortization and depletion   5,965   6,144     14,488   13,903  
    Cost of sales $ 19,543 $ 24,844   $ 58,692 $ 58,701  

     

    13. GENERAL AND ADMINISTRATIVE

    General and administrative expenses consist of:

        Three months ended December 31,     Nine months ended December 31,  
    General and administrative   2015     2014     2015     2014  
    Office and administrative expenses $ 668   $ 2,070   $ 4,570   $ 6,096  
    Amortization and depreciation   390     631     1,244     1,564  
    Salaries and benefits   2,129     2,023     5,744     5,965  
    Share-based compensation   234     340     742     1,136  
    Professional fees   (281 )   302     1,091     1,472  
      $ 3,140   $ 5,366   $ 13,391   $ 16,233  

     

    14. GOVERNMENT FEES AND OTHER TAXES

    Government fees and other taxes consist of:

        Three months ended December 31,     Nine months ended December 31,  
        2015     2014     2015     2014  
    Government fees $ 865   $ 861   $ 2,617   $ 2,510  
    Other taxes   692     960     2,136     2,288  
      $ 1,557   $ 1,821   $ 4,753   $ 4,798  

    15





    SILVERCORP METALS INC.
    Notes to Condensed Consolidated Interim Financial Statements as at December
    31, 2015 and for three and nine months ended December 31, 2015 and 2014
    (Unaudited) (Expressed in thousands of U.S. dollars, except share and per share figures or otherwise stated)

     

    15. FINANCE ITEMS

    Finance items consist of:

        Three months ended December 31,     Nine months ended December 31,  
    Finance income   2015     2014     2015     2014  
    Interest income $ 517   $ 292   $ 1,058   $ 724  
               
        Three months ended September 30,     Nine months ended December 31,  
    Finance costs   2015     2014     2015     2014  
    Interest on mine right fee $ 157   $ 115   $ 380   $ 115  
    Unwinding of discount of environmental                        
    rehabilitation provision   123     38     371     109  
      $ 280   $ 153   $ 751   $ 224  

     

    16. INCOME TAX

    The significant components of income tax expense are as follows:

        Three months ended September 30,     Nine months ended December 31,  
    Income tax expense   2015     2014     2015     2014  
    Current $ 482   $ 1,523   $ 818   $ 7,500  
    Deferred   971     827     2,419     2,655  
      $ 1,453   $ 2,350   $ 3,237   $ 10,155  

     

    17. FAIR VALUE MEASUREMENTS AND 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. There have been no significant changes in the financial risks facing the Company since March 31, 2015.

    (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.

    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.

    16





    SILVERCORP METALS INC.
    Notes to Condensed Consolidated Interim Financial Statements as at December
    31, 2015 and for three and nine months ended December 31, 2015 and 2014
    (Unaudited) (Expressed in thousands of U.S. dollars, except share and per share figures or otherwise stated)

    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 December 31, 2015 that are not otherwise disclosed. Assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. As at December 31, 2015 and March 31, 2015, the Company did not have financial liabilities measured at fair value on a recurring basis.

        Fair value as at December 31, 2015  
    Recurring measurements   Level 1     Level 2     Level 3     Total  
    Financial assets                        
    Cash and cash equivalents $ 63,376   $ -   $ -   $ 63,376  
    Common shares of publicly traded companies   208     -     -     208  
    Yongning Smelting Co. Ltd.(1)   -     -     -     -  
    Jinduicheng Xise (Canada) Co. Ltd.(1)   -     -     -     -  
    (1) Level 3 financial instruments                        

     

        Fair value as at March 31, 2015  
    Recurring measurements   Level 1     Level 2     Level 3     Total  
    Financial assets                        
    Cash and cash equivalents $ 60,179   $ -   $ -   $ 60,179  
    Common shares of publicly traded companies   892     -     -     892  
    Yongning Smelting Co. Ltd.(1)   -     -     -     -  
    Jinduicheng Xise (Canada) Co. Ltd.(1)   -     -     -     -  
    (1) Level 3 financial instruments                        

    The fair value of other financial instruments excluded from the table above approximates their carrying amounts as of December 31, 2015 and March 31, 2015, respectively.

    (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.

              December 31, 2015        
        Within a year     2-3 years     4-5 years     Total  
    Mine right fee payable $ 3,898   $ 5,690   $ -   $ 9,588  
    Accounts payable and accrued liabilities   33,723     -     -     33,723  
      $ 37,621   $ 5,690   $ -   $ 43,311  

    17





    SILVERCORP METALS INC.
    Notes to Condensed Consolidated Interim Financial Statements as at December
    31, 2015 and for three and nine months ended December 31, 2015 and 2014
    (Unaudited) (Expressed in thousands of U.S. dollars, except share and per share figures or otherwise stated)

    (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 is 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:

        December 31, 2015     March 31, 2015  
    Financial assets denominated in U.S. Dollars $ 24,147   $ 20,838  
    Financial assets denominated in Chinese RMB $ 40,410   $ 44,133  

    As at December 31, 2015, with other variables unchanged, a 1% strengthening (weakening) of the RMB against the USD would have increased (decreased) net income before income taxes by approximately $0.6 million.

    As at December 31, 2015, with other variables unchanged, a 1% strengthening (weakening) of the CAD against the USD would have decreased (increased) net income before income taxes by approximately $0.2 million.

    18. SEGMENTED INFORMATION

    Operating segments are components of the Company where separate financial information is available that is evaluated regularly by the Company’s Chief Executive Officer who is the Chief Operating Decision Maker (“CODM”). The operational segments are determined based on the Company’s management and internal reporting structure. Operating segments are summarized as follows:

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

    Henan Luoning

    Henan Found and Henan Huawei Ying Mining District

    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.  

    18





    SILVERCORP METALS INC.
    Notes to Condensed Consolidated Interim Financial Statements as at December
    31, 2015 and for three and nine months ended December 31, 2015 and 2014
    (Unaudited) (Expressed in thousands of U.S. dollars, except share and per share figures or otherwise stated)

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

    December 31, 2015
              Mining           Administrative        
        Henan                                       Total  
    Balance sheet items:   Luoning     Hunan     Guangdong     Other       Beijing     Vancouver          
    Current assets $ 38,534   $ 1,859   $ 6,451   $ 510     $ 180   $ 35,971     $ 83,505  
    Plant and equipment   45,577     5,551     12,571     -       1,275     139       65,113  
    Mineral rights and properties   171,810     7,303     31,857     -       -     168       211,138  
    Investment in an associate   -     -     -     -       -     3,316       3,316  
    Other investments   -     -     -     -       -     208       208  
    Raclamation deposit   1,626     -     392     -       -     7       2,025  
    Long-term prepaids and deposits   571     102     2,196     176       -     -       3,045  
    Total assets $ 258,118   $ 14,815   $ 53,467   $ 686     $ 1,455   $ 39,809     $ 368,350  
    Current liabilities $ 30,479   $ 1,445   $ 6,194   $ 3,592     $ 296   $ 1,414     $ 43,420  
    Mine right fee payable   5,690     -     -     -       -     -       5,690  
    Deferred income tax liabilities   22,463     904     -     -       -     -       23,367  
    Environmental rehabilitation   10,639     966     815     251       -     -       12,671  
    Total liabilities $ 69,271   $ 3,315   $ 7,009   $ 3,843     $ 296   $ 1,414     $ 85,148  
     
    March 31, 2015
              Mining             Administrative        
        Henan                                       Total  
    Balance sheet items:   Luoning     Hunan     Guangdong     Other       Beijing     Vancouver          
    Current assets $ 34,386   $ 1,913   $ 5,080   $ 2,277     $ 342   $ 39,479     $ 83,477  
    Plant and equipment   44,191     6,012     12,733     113       1,427     303       64,779  
    Mineral rights and properties   172,869     7,652     34,088     -       -     183       214,792  
    Investment in an associate   -     -     -     -       -     3,449       3,449  
    Other investments   -     -     -     -       -     892       892  
    Raclamation deposit   1,701     -     403     -       -     8       2,112  
    Long-term prepaids and deposits   358     59     2,320     208       -     -       2,945  
    Total assets $ 253,505   $ 15,636   $ 54,624   $ 2,598     $ 1,769   $ 44,314     $ 372,446  
    Current liabilities $ 23,256   $ 943   $ 4,209   $ 4,035     $ 142   $ 3,114     $ 35,699  
    Mine right fee payable   9,746     -     -     -       -     -       9,746  
    Deferred income tax liabilities   20,790     802     -     -       -     -       21,592  
    Environmental rehabilitation   10,831     983     829     255       -     -       12,898  
    Total liabilities $ 64,623   $ 2,728   $ 5,038   $ 4,290     $ 142   $ 3,114     $ 79,935  

    19





    SILVERCORP METALS INC.
    Notes to Condensed Consolidated Interim Financial Statements as at December
    31, 2015 and for three and nine months ended December 31, 2015 and 2014
    (Unaudited) (Expressed in thousands of U.S. dollars, except share and per share figures or otherwise stated)

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

    Three months ended December 31, 2015
              Mining             Administrative          
        Henan                                       Total  
    Statement of operations:   Luoning     Hunan(1)     Guangdong(2)     Other       Beijing     Vancouver          
    Sales $ 23,459   $ -   $ 5,622   $ -     $ -   $ -     $ 29,081  
    Cost of sales   (14,072 )   -     (5,471 )   -       -     -       (19,543 )
    Gross profit   9,387     -     151     -       -     -       9,538  
                                                   
    Operating (expenses) income   (4,678 )   (160 )   (795 )   (596 )     (441 )   2,264       (4,406 )
    Finance items   (120 )   (9 )   (3 )   (3 )     78     294       237  
    Income tax expenses   (808 )   (33 )   -     -       -     (612 )     (1,453 )
    Net income (loss) $ 3,781   $ (202 ) $ (647 ) $ (599 )   $ (363 ) $ 1,946     $ 3,916  
                                                   
    Attributed to:                                              
    Equity holders of the Company   2,962     (141 )   (605 )   (473 )     (363 )   1,946       3,326  
    Non-controlling interests   819     (61 )   (42 )   (126 )     -     -       590  
    Net income (loss) $ 3,781   $ (202 ) $ (647 ) $ (599 )   $ (363 ) $ 1,946     $ 3,916  

    (1) Hunan's BYP project was placed on care and maintenance starting August 2014;
    (2) Guangdong's GC project commenced commercial production on July 1, 2014.

    Three months ended December 31, 2014
              Mining             Administrative          
        Henan                                       Total  
    Statement of operations:   Luoning     Hunan     Guangdong     Other       Beijing     Vancouver          
    Sales $ 32,393   $ -   $ 7,854   $ -     $ -   $ -     $ 40,247  
    Cost of sales   (17,670 )   -     (7,174 )   -       -     -       (24,844 )
    Gross profit   14,723     -     680     -       -     -       15,403  
                                                   
    Operating expenses   (3,434 )   (383 )   (930 )   (237 )     (541 )   (587 )     (6,112 )
    Finance items   (48 )   (6 )   30     2       106     55       139  
    Income tax (expenses) recovery   (1,867 )   (168 )   81     -       (1 )   (395 )     (2,350 )
    Net income (loss) $ 9,374   $ (557 ) $ (139 ) $ (235 )   $ (436 ) $ (927 )   $ 7,080  
                                                   
    Attributed to:                                              
    Equity holders of the Company   7,430     (392 )   (89 )   (118 )     (436 )   (927 )     5,468  
    Non-controlling interests   1,944     (165 )   (50 )   (117 )     -     -       1,612  
    Net income (loss) $ 9,374   $ (557 ) $ (139 ) $ (235 )   $ (436 ) $ (927 )   $ 7,080  

    20





    SILVERCORP METALS INC.
    Notes to Condensed Consolidated Interim Financial Statements as at December
    31, 2015 and for three and nine months ended December 31, 2015 and 2014
    (Unaudited) (Expressed in thousands of U.S. dollars, except share and per share figures or otherwise stated)

     

    Nine months ended December 31, 2015
              Mining             Administrative          
        Henan                                       Total  
    Statement of operations:   Luoning     Hunan(1)     Guangdong(2)     Other       Beijing     Vancouver          
    Sales $ 72,678   $ -   $ 15,836   $ -     $ -   $ -     $ 88,514  
    Cost of sales   (44,289 )   -     (14,403 )   -       -     -       (58,692 )
    Gross profit   28,389     -     1,433     -       -     -       29,822  
                                                 
    Operating expenses   (10,474 )   (674 )   (2,272 )   (803 )     (1,436 )   (567 )     (16,226 )
    Finance items   (294 )   (28 )   20     (4 )     272     341       307  
    Income tax expenses   (2,471 )   (142 )   -     -       (2 )   (622 )     (3,237 )
    Net income (loss) $ 15,150   $ (844 ) $ (819 ) $ (807 )   $ (1,166 ) $ (848 )   $ 10,666  
                                                   
    Attributable to:                                              
    Equity holders of the Company   11,679     (591 )   (689 )   (529 )     (1,166 )   (848 )     7,856  
    Non-controlling interests   3,471     (253 )   (130 )   (278 )     -     -       2,810  
    Net income (loss) $ 15,150   $ (844 ) $ (819 ) $ (807 )   $ (1,166 ) $ (848 )   $ 10,666  

    (1) Hunan's BYP project was placed on care and maintenance in August 2014;
    (2) Guangdong's GC project commenced commercial production on July 1, 2014.

    Nine months ended December 31, 2014
              Mining             Administrative          
        Henan                                       Total  
    Statement of operations:   Luoning     Hunan     Guangdong     Other       Beijing     Vancouver          
    Sales $ 92,254   $ 2,775   $ 13,167   $ -     $ -   $ -     $ 108,196  
    Cost of sales   (45,843 )   (1,530 )   (11,328 )   -       -     -       (58,701 )
    Gross profit   46,411     1,245     1,839     -       -     -       49,495  
                                                   
    Operating expenses   (9,276 )   (1,387 )   (1,873 )   (73 )     (1,471 )   (4,431 )     (18,511 )
    Finance items   (337 )   (2 )   39     2       319     479       500  
    Income tax (expenses) recovery   (8,877 )   (359 )   368     -       (2 )   (1,285 )     (10,155 )
    Net income (loss) $ 27,921   $ (503 ) $ 373   $ (71 )   $ (1,154 ) $ (5,237 )   $ 21,329  
                                                   
    Attributable to:                                              
    Equity holders of the Company   21,542     (359 )   490     158       (1,154 )   (5,237 )     15,440  
    Non-controlling interests   6,379     (144 )   (117 )   (229 )     -     -       5,889  
    Net income (loss) $ 27,921   $ (503 ) $ 373   $ (71 )   $ (1,154 ) $ (5,237 )   $ 21,329  

    21





    SILVERCORP METALS INC.
    Notes to Condensed Consolidated Interim Financial Statements as at December
    31, 2015 and for three and nine months ended December 31, 2015 and 2014
    (Unaudited) (Expressed in thousands of U.S. dollars, except share and per share figures or otherwise stated)

    (c) Sales by metal

    The sales generated for the three and nine months ended December 31, 2015 and 2014 comprise:

        Three months ended December 31, 2015  
        Henan Luoning     Hunan     Guangdong     Total  
    Silver (Ag) $ 14,770   $ -   $ 2,014   $ 16,784  
    Gold (Au)   379     -     20     399  
    Lead (Pb)   7,738     -     1,818     9,556  
    Zinc (Zn)   572     -     1,602     2,174  
    Other   -     -     168     168  
      $ 23,459   $ -   $ 5,622   $ 29,081  
                 
        Three months ended December 31, 2014  
        Henan Luoning     Hunan     Guangdong     Total  
    Silver (Ag) $ 19,671   $ -   $ 2,754   $ 22,425  
    Gold (Au)   725     -     11     736  
    Lead (Pb)   10,217     -     1,805     12,022  
    Zinc (Zn)   1,780     -     3,146     4,926  
    Other   -     -     138     138  
      $ 32,393   $ -   $ 7,854   $ 40,247  
             
        Nine months ended December 31, 2015  
        Henan Luoning     Hunan     Guangdong     Total  
    Silver (Ag) $ 44,293   $ -   $ 5,121   $ 49,414  
    Gold (Au)   1,609     -     43     1,652  
    Lead (Pb)   24,429     -     4,630     29,059  
    Zinc (Zn)   2,347     -     5,498     7,845  
    Other   -     -     544     544  
      $ 72,678   $ -   $ 15,836   $ 88,514  
                 
        Nine months ended December 31, 2014  
        Henan Luoning     Hunan     Guangdong     Total  
    Silver (Ag) $ 57,598   $ -   $ 4,569   $ 62,167  
    Gold (Au)   2,121     2,775     11     4,907  
    Lead (Pb)   28,629     -     2,866     31,495  
    Zinc (Zn)   3,906     -     5,453     9,359  
    Other   -     -     268     268  
      $ 92,254   $ 2,775   $ 13,167   $ 108,196  

    (d) Major customers

    For the nine months ended December 31, 2015, three major customers (for nine months ended December 31, 2014 - three) accounted for 10% to 53% of sales, (for nine months ended December 31, 2014 - 13% to 42%) and were collectively approximately 77% (for nine months ended December 31, 2014 - 74%) of the total sales of the Company.

    22





    SILVERCORP METALS INC.
    Notes to Condensed Consolidated Interim Financial Statements as at December
    31, 2015 and for three and nine months ended December 31, 2015 and 2014
    (Unaudited) (Expressed in thousands of U.S. dollars, except share and per share figures or otherwise stated)

     

    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 $ 4,175   $ 390   $ 2,986   $ 799  
    Commitments $ 6,418   $ -   $ -   $ 6,418  

    As of December 31, 2015, the Company has two office rental agreements totaling $4,175 for the next eight years and commitments of $6,418 related to the GC property. During the three and nine months ended December 31, 2015, the Company incurred rental expenses of $144 and $479, respectively (three and nine months ended December 31, 2014 - $283 and $912, respectively), which were included in office and administrative expenses on the condensed consolidated interim statements of income.

    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 December 31, 2015 and March 31, 2015, no contingent liabilities were accrued.

    On May 23, 2013 the Company became aware of an action commenced pursuant to the Class Proceedings Act (Ontario) against it and certain of its senior officers and expert advisors in the Ontario Superior Court of Justice on May 21, 2013 relating to claims for misrepresentation, at common law and pursuant to secondary market civil liability provisions under the Securities Act (Ontario) (the “Mask Action”). The lead plaintiff is John Mask and the amount claimed as special damages or general damages, not including claims for costs and interest, is $80 million or such other sum the court finds appropriate in the event this action is certified and judgment pronounced at trial. Two other class action lawsuits have been filed against the Company and certain of its senior officers and expert advisors in the Ontario Superior Court of Justice pursuant to the Class Proceedings Act (Ontario) on September 11, 2013 and in the British Columbia Supreme Court pursuant to the Class Proceedings Act (British Columbia) on September 9, 2013. The Company understands that, as between the three actions, only the Mask Action is proceeding at this time. The Company believes that there is no merit to the allegations set out in these lawsuits and has retained McCarthy Tétrault LLP as its defense counsel and intends to pursue a vigorous defense.

    On October 22, 2015 the Ontario Superior Court of Justice denied Mr. Mask leave to proceed with a class action and awarded costs in favour of Silvercorp. Mr. Mask has since filed an appeal with the Court of Appeal for Ontario.

    23





    SILVERCORP METALS INC.
    Notes to Condensed Consolidated Interim Financial Statements as at December
    31, 2015 and for three and nine months ended December 31, 2015 and 2014
    (Unaudited) (Expressed in thousands of U.S. dollars, except share and per share figures or otherwise stated)

     

    20. SUPPLEMENTARY CASH FLOW INFORMATION

    (a) Cash and cash equivalents

        December 31, 2015   March 31, 2015  
    Cash on hand and at bank $ 40,667 $ 44,395  
    Bank term deposits and GICs   22,709   15,784  
    Total cash and cash equivalents $ 63,376 $ 60,179  

    (b) Net changes in non-cash working capital

        Three months ended December 31,       Nine months ended December 31,  
        2015     2014       2015     2014  
    Trade and other receivables $ (55 ) $ 2,205     $ (661 ) $ 2,918  
    Inventories   (492 )   936       (2,940 )   221  
    Prepaids and deposits   685     439       (16 )   621  
    Accounts payable and accrued liabilities   (2,544 )   4,375       3,387     5,646  
    Deposits received   (187 )   (5,502 )     (2,538 )   (1,205 )
    Due to related parties   (169 )   (256 )     (291 )   (310 )
      $ (2,762 ) $ 2,197     $ (3,059 ) $ 7,891  

     

    21. DISPOSAL OF A SUBSIDIARY

    On November 17, 2015, the Company entered into a share transfer agreement (“the Agreement”) with an arm’s length private Chinese company. Pursuant to the Agreement, the Company’s subsidiary, SX Gold sold its 51% equity interest in Rongtai Mining Co., Ltd. (“Rongtai”) for $11 (RMB ¥70). Rongtai did not have any core assets other than its working capitals and equipment. The total net assets disposed of are as follows:

        Rongtai  
    Cash consideration received (RMB ¥70) $ 11  
    Cash and cash equivalents $ 116  
    Trade and other receivables   56  
    Prepaids and deposits   953  
    Plant and equipment   108  
    Accounts payable and accrued liabilities   (12 )
    Accumulated comprehensive income   23  
    Non-controlling interests   (773 )
    Net assets disposed of $ 471  
    Loss on disposal of a subsidiary $ (460 )

    The Company recognized loss of $460 on the disposal of Rongtai.

    22. SUBSEQUENT EVENT

    On January 6, 2016, the Company’s 77.5% owned subsidiary Henan Found borrowed a loan of $4,619 (RMB ¥30 million) from Bank of China to cover its short-term operational needs. The loan bears interest rate of 4.35% per annum and matures on January 6, 2017.

    24






    Exhibit 99.5



    SILVERCORP METALS INC.

    MANAGEMENT’S DISCUSSION AND ANALYSIS

    For the Three and Nine Months Ended December 31, 2015

    (Expressed in thousands of US dollars, except per share figures or otherwise stated)





    Table of Contents

    1. Core Business and Strategy 2
    2. Third Quarter of Fiscal Year 2016 Highlights 2
    4. Third Quarter Fiscal Year 2016 Financial Results 12
    5. Liquidity and Capital Resources 15
    6. Financial Instruments and Related Risks 16
    7. Off-Balance Sheet Arrangements 18
    8. Transactions with Related Parties 18
    9. Alternative Performance (Non-IFRS) Measures 19
    10. Critical Accounting Policies and Estimates 25
    11. Changes in Accounting Standards 26
    12. Other MD&A Requirements 26
    13. Outstanding Share Data 26
    14. Risks and Uncertainties 27
    15. Disclosure Controls and Procedures 28
    16. Changes in Internal Control over Financial Reporting 28
    17. Directors and Officers 28
    Forward Looking Statements 29

     





    SILVERCORP METALS INC.
    Management’s Discussion and Analysis
    For the Three and Nine Months Ended December 31, 2015
    (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 condensed consolidated financial statements for the three and nine months ended December 31, 2015 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, 2015, 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 and nine months ended December 31, 2015, as well as Note 2 to the audited consolidated financial statements for the year ended March 31, 2015. 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 byproduct 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 February 4, 2016 and expressed in thousands of U.S. dollars, except share, per share, unit cost, and production data, unless otherwise stated.

    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 several silver-lead-zinc mines at the Ying Mining District in Henan Province, China. The Company also commenced commercial production at its GC silver-lead-zinc project in Guangdong Province in July 2014. The Company’s shares are traded on Toronto Stock Exchange.

    2. Third Quarter of Fiscal Year 2016 Highlights
    • Cash flows from operations of $9.6 million, or $0.06 per share;

    • Repurchased 684,700 common shares of the Company;

    • Ended the quarter with $66.8 million in cash and short term investments;

    • Net income attributable to equity shareholders of $3.3 million, or $0.02 per share;

    • Silver and lead head grades improved by 13% and 14%, respectively, to 287 grams per tonne for silver and 4.1% for lead at the Ying Mining District, compared to the prior year quarter;

    • Silver sales of 1.4 million ounces, lead sales of 15.1 million pounds, and zinc sales of 4.7 million pounds, down 15%, 9%, and 33%, respectively, from the prior year quarter;

    • Realized selling price for silver, lead, and zinc dropped by 12%, 13%, and 35%, respectively, compared to the same prior year quarter;

    • Sales of $29.1 million, down 28% from the prior year quarter;

    • Gross margin of 33% compared with 38% in the prior year period;

    • Cash cost per ounce of silver, net of by-product credits1 , of $0.90, compared to $0.53 in the prior year quarter; and

    • All-in sustaining cost per ounce of silver, net of by-product credits1 , of $7.72, compared to $10.91 in the prior year quarter.

    ______________________________
    1 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 and Nine Months Ended December 31, 2015
    (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 December 31, 2015:

      Three months ended December 31, 2015
      Ying Mining          
      District1   GC2   Total  
    Production Data            

    Mine Data

               

       Ore Mined (tonne)

    152,230   71,288   223,518  

       Ore Milled (tonne)

    151,035   71,593   222,628  

           

    + Mining cost per tonne of ore mined ($)

    78.91   46.52   68.58  

    Cash mining cost per tonne of ore mined ($)

    55.63   38.22   50.08  

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

    23.28   8.30   18.50  

     

    + Unit shipping costs($)

    3.99   -   2.72  

           

    + Milling cost per tonne of ore milled ($)

    14.15   17.30   15.16  

    Cash milling cost per tonne of ore milled ($)

    11.67   15.16   12.79  

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

    2.48   2.14   2.37  

     

    + Average Production Cost

               

    Silver ($ per ounce)

    7.28   9.32   7.91  

    Gold ($ per ounce)

    453   747   508  

    Lead ($ per pound)

    0.38   0.59   0.42  

    Zinc ($ per pound)

    0.33   0.44   0.31  

           

    + Total production cost per ounce of Silver ($)

    4.43   8.86   5.08  

    + Total cash cost per ounce of Silver ($)

    0.25   4.62   0.90  
                  

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

    6.62   9.80   7.72  

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

    8.62   10.31   9.50  

     

       Recovery Rates

               

    Silver (%)

    95.4   80.2   90.5  

    Gold (%)

    -   -   -  

    Lead (%)

    96.6   88.3   94.0  

    Zinc (%)

    50.2   81.2   60.2  

     

       Head Grades

               

    Silver (gram/tonne)

    287   97   226  

    Gold (gram/tonne)

    -   -   -  

    Lead (%)

    4.1   1.9   3.4  

    Zinc (%)

    0.8   2.6   1.3  

     

    Concentrate in stock

               

    Lead concentrate (tonne)

    2,931   194   3,125  

    Zinc concentate (tonne)

    240   174   414  
                 
    Sales Data            

    Metal Sales

               

    Silver (in thousands of ounces)

    1,216   210   1,426  

    Gold (in thousands of ounces)

    0.5   -   0.5  

    Lead (in thousands of pounds)

    12,107   3,021   15,128  

    Zinc (in thousands of pounds)

    1,168   3,525   4,693  

    Other (in thousands of pound)

    -   12,373   12,373  

     

               

    Metal Sales

               

    Silver (in thousands of $)

    14,770   2,014   16,784  

    Gold (in thousands of $)

    379   20   399  

    Lead (in thousands of $)

    7,738   1,818   9,556  

    Zinc (in thousands of $)

    572   1,602   2,174  

    Other (in thousands of $)

    -   168   168  
      23,459   5,622   29,081  

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

               

    Silver ($ per ounce)

    12.14   9.58   11.76  

    Gold ($ per ounce)

    756   768   756  

    Lead ($ per pound)

    0.64   0.60   0.63  

    Zinc ($ per pound)

    0.49   0.45   0.46  

    1 Ying Mining District includes mines: SGX, TLP, HPG,LM, BCG and HZG.
    2 GC Silver recovery rate consists of 63.4% from lead concentrates and 16.8% from zinc concentrates.
    2 GC Silver sold in zinc concentrates is subjected to higher smelter and refining charges which lower the net silver selling price.
    +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 and Nine Months Ended December 31, 2015
    (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 December 31, 2014:

      Three months ended December 31, 2014
      Ying Mining          
      District1   GC   Total  
    Production Data            

    Mine Data

               

       Ore Mined (tonne)

    175,782   87,916   263,698  

       Ore Milled (tonne)

    187,154   90,287   277,441  
     

    + Mining cost per tonne of ore mined ($)

    73.28   55.16   67.25  

    Cash mining cost per tonne of ore mined ($)

    57.79   33.11   49.57  

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

    15.49   22.05   17.68  
     

    + Unit shipping costs($)

    5.41   -   3.60  

     

    + Milling cost per tonne of ore milled ($)

    15.77   19.88   17.11  

    Cash milling cost per tonne of ore milled ($)

    13.63   15.82   14.35  

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

    2.14   4.06   2.76  
     

    + Average Production Cost

               

    Silver ($ per ounce)

    7.63   10.03   8.28  

    Gold ($ per ounce)

    433   750   504  

    Lead ($ per pound)

    0.40   0.66   0.44  

    Zinc ($ per pound)

    0.39   0.65   0.44  
     

    + Total production cost per ounce of Silver ($)

    3.48   8.26   4.20  

    + Total cash cost per ounce of Silver ($)

    0.83   (1.18 ) 0.53  

     

    + Total production cost per ounce of Gold ($)

            -  

    + Total cash cost per ounce of Gold ($)

            -  

     

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

    8.91   (4.22 ) 10.91  

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

    10.32   6.64   11.90  

     

       Recovery Rates

               

    Silver (%) 3

    94.7   75.9   88.6  

    Gold (%)

            89.5  

    Lead (%)

    95.9   85.9   92.7  

    Zinc (%)

    66.8   80.6   71.3  

     

       Head Grades

               

    Silver (gram/tonne)

    253   104   205  

    Gold (gram/tonne)

            -  

    Lead (%)

    3.6   1.3   2.9  

    Zinc (%)

    1.0   2.6   1.5  
     

    Concentrate in stock

               

    Lead concentrate (tonne)

    300   311   611  

    Zinc concentate (tonne)

    150   123   273  
     
    Sales Data            

    Metal Sales

               

    Silver (in thousands of ounce)

    1,421   251   1,672  

    Gold (in thousands of ounce)

    0.9   -   0.9  

    Lead (in thousands of pound)

    14,168   2,500   16,668  

    Zinc (in thousands of pound)

    2,531   4,452   6,983  

    Other (in thousands of pound)

    -   10,070   10,070  

     

    Metal Sales

               

    Silver (in thousands of $)

    19,671   2,754   22,425  

    Gold (in thousands of $)

    725   11   736  

    Lead (in thousands of $)

    10,217   1,805   12,022  

    Zinc (in thousands of $)

    1,780   3,146   4,926  

    Other (in thousands of $)

    -   138   138  
      32,393   7,854   40,247  

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

               

    Silver ($ per ounce)

    13.84   10.98   13.41  

    Gold ($ per ounce)

    786   821   787  

    Lead ($ per pound)

    0.72   0.72   0.72  

    Zinc ($ per pound)

    0.70   0.71   0.71  

    1 Ying Mining District includes mines: SGX, TLP, HPG&LM.
    2 BYP gold ounces converted to silver equivalent using a ratio of 50:1.
    3 GC silver recovery rate consist of 53.2% from lead concentrate and 22.7% from zinc concentrate.
    + 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 and Nine Months Ended December 31, 2015
    (Expressed in thousands of U.S. dollars, unless otherwise stated)

    The following table summarizes consolidated and each mining district’s operational information for the nine months ended December 31, 2015:

      Nine months ended December 31, 2015
      Ying Mining          
      District1   GC2   Total  
    Production Data            

    Mine Data

               

       Ore Mined (tonne)

    490,351   207,561   697,912  

       Ore Milled (tonne)

    488,248   206,738   694,986  

           

    + Mining cost per tonne of ore mined ($)

    80.15   49.33   70.98  

    Cash mining cost per tonne of ore mined ($)

    58.25   41.13   53.16  

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

    21.90   8.20   17.82  

           

    + Unit shipping costs($)

    4.10   -   2.88  

           

    + Milling cost per tonne of ore milled ($)

    14.40   17.72   15.39  

    Cash milling cost per tonne of ore milled ($)

    12.06   15.49   13.08  

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

    2.34   2.23   2.31  

     

    + Average Production Cost

               

    Silver ($ per ounce)

    7.63   8.98   8.08  

    Gold ($ per ounce)

    487   717   529  

    Lead ($ per pound)

    0.42   0.60   0.45  

    Zinc ($ per pound)

    0.36   0.51   0.38  

           

    + Total production cost per ounce of Silver ($)

    4.50   7.11   4.83  

    + Total cash cost per ounce of Silver ($)

    1.03   2.78   1.26  

           

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

    8.52   10.54   10.27  

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

    10.08   11.05   11.69  

     

       Recovery Rates

               

    Silver (%)

    95.0   78.3   90.0  

    Gold (%)

    -   -   -  

    Lead (%)

    95.4   88.5   93.4  

    Zinc (%)

    53.3   82.4   61.9  

     

       Head Grades

               

    Silver (gram/tonne)

    260   97   212  

    Gold (gram/tonne)

    -   -   -  

    Lead (%)

    3.8   1.6   3.2  

    Zinc (%)

    0.8   2.5   1.3  

     

    Concentrate in stock

               

    Lead concentrate (tonne)

    2,931   194   3,125  

    Zinc concentate (tonne)

    240   174   414  
     
    Sales Data            

    Metal Sales

               

    Silver (in thousands of ounces)

    3,538   519   4,057  

    Gold (in thousands of ounces)

    2.0   0.1   2.1  

    Lead (in thousands of pounds)

    35,563   7,072   42,635  

    Zinc (in thousands of pounds)

    3,999   9,726   13,725  

    Other (in thousands of pound)

    -   38,905   38,905  

     

               

    Metal Sales

               

    Silver (in thousands of $)

    44,293   5,121   49,414  

    Gold (in thousands of $)

    1,609   43   1,652  

    Lead (in thousands of $)

    24,429   4,630   29,059  

    Zinc (in thousands of $)

    2,347   5,498   7,845  

    Other (in thousands of $)

    -   544   544  
      72,678   15,836   88,514  

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

               

    Silver ($ per ounce)

    12.52   9.87   12.18  

    Gold ($ per ounce)

    799   789   798  

    Lead ($ per pound)

    0.69   0.65   0.68  

    Zinc ($ per pound)

    0.59   0.57   0.57  

    1 Ying Mining District includes mines: SGX, TLP, HPG,LM, BCG and HZG.
    2 GC Silver recovery rate consists of 57.56% from lead concentrates and 20.72% from zinc concentrates.
    2 GC Silver sold in zinc concentrates is subjected to higher smelter and refining charges which lower the net silver selling price.
    + Non-IFRS measures, see section 9 for reconciliation

      Management’s Discussion and Analysis Page 5

     





    SILVERCORP METALS INC.
    Management’s Discussion and Analysis
    For the Three and Nine Months Ended December 31, 2015
    (Expressed in thousands of U.S. dollars, unless otherwise stated)

    The following table summarizes consolidated and each mining district’s operational information for the nine months ended December 31, 2014:

      Nine months ended December 31, 2014
      Ying Mining              
      District1   BYP   GC   Total  
    Production Data                

    Mine Data

                   

       Ore Mined (tonne)

    546,402   46,547   158,814   751,763  

       Ore Milled (tonne)

    547,465   48,844   159,431   755,740  

     

    + Mining cost per tonne of ore mined ($)

    62.10   30.55   53.62   58.35  

    Cash mining cost per tonne of ore mined ($)

    49.24   22.92   31.39   43.84  

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

    12.86   7.63   22.23   14.51  

     

    + Unit shipping costs($)

    4.83   -   -   3.51  

     

    + Milling cost per tonne of ore milled ($)

    15.06   13.40   21.15   16.23  

    Cash milling cost per tonne of ore milled ($)

    12.88   12.31   16.59   13.62  

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

    2.18   1.09   4.56   2.61  

     

    + Average Production Cost

                   

    Silver ($ per ounce)

    7.57   -   9.79   8.03  

    Gold ($ per ounce)

    418   565   706   510  

    Lead ($ per pound)

    0.37   -   0.63   0.40  

    Zinc ($ per pound)

    0.34   -   0.61   0.38  

     

    + Total production cost per ounce of Silver ($)

    2.95       6.79   3.31  

    + Total cash cost per ounce of Silver ($)

    0.40       (2.96 ) 0.07  

     

    + Total production cost per ounce of Gold ($)

        565       566  

    + Total cash cost per ounce of Gold ($)

        454       455  

     

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

    8.62   21.54   9.34   10.73  

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

    15.00   23.38   13.10   16.77  

     

       Recovery Rates

                   

    Silver (%) 3

    94.1       77.2   90.3  

    Gold (%)

        89.1       89.1  

    Lead (%)

    95.6       86.8   93.6  

    Zinc (%)

    61.2       80.9   65.7  

     

       Head Grades

                   

    Silver (gram/tonne)

    232       105   203  

    Gold (gram/tonne)

        2.7       2.7  

    Lead (%)

    3.3       1.3   2.9  

    Zinc (%)

    0.8       2.7   1.2  

     

    Concentrate in stock

                   

    Lead concentrate (tonne)

    300   -   311   611  

    Zinc concentate (tonne)

    150   -   123   273  
     
    Sales Data                

    Metal Sales

                   

    Silver (in thousands of ounce)

    3,798   -   402   4,200  

    Gold (in thousands of ounce)

    2.5   2.7   -   5.2  

    Lead (in thousands of pound)

    38,362   -   3,928   42,290  

    Zinc (in thousands of pound)

    5,686   -   7,711   13,397  

    Other (in thousands of pound)

    -   -   21,412   21,412  

     

    Metal Sales

                   

    Silver (in thousands of $)

    57,598   -   4,569   62,167  

    Gold (in thousands of $)

    2,121   2,775   11   4,907  

    Lead (in thousands of $)

    28,629   -   2,866   31,495  

    Zinc (in thousands of $)

    3,906   -   5,453   9,359  

    Other(in thousands of $)

    -   -   268   268  
      92,254   2,775   13,167   108,196  

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

                   

    Silver ($ per ounce)

    15.17   -   11.38   14.80  

    Gold ($ per ounce)

    837   1,024   821   933  

    Lead ($ per pound)

    0.75   -   0.73   0.74  

    Zinc ($ per pound)

    0.69   -   0.71   0.70  

    1 Ying Mining District includes mines: SGX, TLP, HPG&LM.
    2 BYP gold ounces converted to silver equivalent using a ratio of 50:1.
    3 GC silver recovery rate consist of 54.0% from lead concentrate and 23.2% from zinc concentrate.
    + Non-IFRS measures, see section 9 for reconciliation

      Management’s Discussion and Analysis Page 6

     





    SILVERCORP METALS INC.
    Management’s Discussion and Analysis
    For the Three and Nine Months Ended December 31, 2015
    (Expressed in thousands of U.S. dollars, unless otherwise stated)

    (a) Mine and Milling Production

    For the three months ended December 31, 2015 (“Q3 Fiscal 2016”), on a consolidated basis, the Company mined 223,518 tonnes of ore, down 15% compared to 263,698 tonnes in the three months ended December 31, 2014 (“Q3 Fiscal 2015”). The decrease in ore mined was mainly due to the fact that the Company reduced the mining activities at the relatively lower grade HPG mine, LM mine, and GC mine in light of the current low metal prices. Ore milled decreased correspondingly by 20% to 222,628 tonnes of ore compared to 277,441 tonnes in Q3 Fiscal 2015.

    For the nine months ended December 31, 2015, on a consolidated basis, the Company mined 697,912 tonnes of ore, a 7% decrease compared to 751,763 tonnes in the same prior year period. In the same comparative periods, ore milled decreased 8% to 694,986 tonnes ore compared to 755,740 tonnes.

    (b) Mining and Milling Costs

    In Q3 Fiscal 2016, the consolidated total mining costs and cash mining costs were $68.58 and $50.08 per tonne, an increase of 2% and 1% as compared to $67.25 and $49.57 per tonne, respectively, in Q3 Fiscal 2015. The increase in cash mining costs is mainly resulting from fixed overhead costs allocated to reduced ore mined.

    The consolidated total milling costs and cash milling costs in Q3 Fiscal 2016 were $15.16 and $12.79 per tonne, a decrease of 11% and 11% as compared to $17.11 and $14.35 per tonne, respectively, in Q3 Fiscal 2015. The decrease in per tonne milling costs is mainly due to enhanced management to reduce material and utility consumption.

    For the nine months ended December 31, 2015, the consolidated total mining cost and cash mining cost were $70.98 and $53.16 per tonne, an increase of 22% and 21% as compared to $58.35 and $43.84 per tonne, respectively, in the same prior year period, and the increase was mainly due to the impacts arising from a mining contractor’s termination and more underground drilling and preparation tunnelling conducted as disclosed in the prior quarters of Fiscal 2016. Meanwhile, the consolidated total milling cost and cash milling costs were $15.39 and $13.08 per tonne, a decrease of 5% and 4% as compared to $16.23 and $13.62, respectively, in the same prior year period.

    Compared to the Company’s forecasted production costs for Fiscal 2016 announced February 12, 2015, the consolidated average cash production costs per tonne in the current quarter are within the Company’s guidance. Each mine’s production costs are further discussed in item (f) – Operation Review below.

    (c) Metal Sales

    In Q3 Fiscal 2016, the Company sold 1.4 million ounces of silver, 15.1 million pounds of lead, and 4.7 million pounds of zinc, compared to 1.7 million ounces of silver, 16.7 million pounds of lead, and 7.0 million pounds of zinc, respectively, in Q3 Fiscal 2015. The decrease of metal sales is mainly due to less ore milled in the current quarter partially offset by the increase of head grade.

    For the nine months ended December 31, 2015, the Company sold 4.1 million ounces of silver, 42.6 million pounds of lead, and 13.7 million pounds of zinc, compared to 4.2 million ounces of silver, 42.3 million pounds of lead, and 13.4 million pounds of zinc, respectively, in the same prior year period.

    In reaction to the lower metal prices, the Company intentionally increased its inventory of concentrates. As at December 31, 2015, the Company increased its silver-lead and zinc concentrate inventories by 2,514 and 141 tonnes respectively, ending the quarter with 3,125 tonnes of lead and 414 tonnes of zinc concentrates, respectively, compared to 611 tonnes of silver-lead and 273 tonnes of zinc concentrates in inventory as at December 31, 2014.

      Management’s Discussion and Analysis Page 7

     





    SILVERCORP METALS INC.
    Management’s Discussion and Analysis
    For the Three and Nine Months Ended December 31, 2015
    (Expressed in thousands of U.S. dollars, unless otherwise stated)

    (d) Total and Cash Cost per Ounce of Silver, Net of By-Product Credits1

    In Q3 Fiscal 2016, the consolidated total production cost and cash cost per ounce of silver, net of byproduct credits, were $5.08 and $0.90 compared to $4.20 and $0.53, respectively, in Q3 Fiscal 2015. The overall increase in cash cost per ounce of silver, net of by-product credits, is mainly due to the decline of metal prices impacting by-product sales partially offset by the increase of head grade.

    For the nine months ended December 31, 2015, the consolidated total production cost and cash cost per ounce of silver, net of by-product credits, were $4.83 and $1.26 compared to $3.31 and $0.07, respectively, in the same prior year periods.

    (e) All-in Sustaining Cost per Ounce of Silver, Net of By-Product Credits1

    In Q3 Fiscal 2016, the consolidated all-in sustaining cost per ounce of silver, net of by-product credits is $7.72 compared to $10.91 in Q3 Fiscal 2015. The decrease in all-in sustaining cost is mainly due to improvement in cost and dilution control and less sustaining capital expenditures incurred during the quarter.

    For the nine months ended December 31, 2015, the consolidated all-in sustaining cost per ounce of silver, net of by-product credits is $10.27 compared to $10.73 in the same prior year periods.

    (f) Operation Review

    (i) Ying Mining District

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

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

    ___________________________
    1 Non-IFRS measure, see section 9 for reconciliation

      Management’s Discussion and Analysis Page 8

     





    SILVERCORP METALS INC.
    Management’s Discussion and Analysis
    For the Three and Nine Months Ended December 31, 2015
    (Expressed in thousands of U.S. dollars, unless otherwise stated)

     

    Operational results - Ying Mining District                              
        Q3 2016     Q2 2016     Q1 2016     Q4 2015     Q3 2015  
        31-Dec-15     30-Sep-15     30-Jun-15     31-Mar-15     31-Dec-14  
    Ore Mined (tonne)   152,230     171,014     167,107     112,327     175,782  
    Ore Milled (tonne)   151,035     176,936     160,277     99,478     187,154  
    Head Grades                              

    Silver (gram/tonne)

      287     246     250     268     253  

    Lead (%)

      4.1     3.8     3.6     3.7     3.6  

    Zinc (%)

      0.8     0.7     0.8     0.8     1.0  
    Recovery Rates                              

    Silver (%)

      95.4     94.8     94.7     94.8     94.7  

    Lead (%)

      96.6     95.0     94.9     95.3     95.9  

    Zinc (%)

      50.2     55.1     53.5     52.4     66.8  
    Metal Sales                              

    Silver (in thousands of ounce)

      1,216     1,132     1,190     822     1,421  

    Gold (in thousands of ounce)

      0.5     0.7     0.9     0.6     0.9  

    Lead (in thousands of pound)

      12,107     11,529     12,454     8,312     14,168  

    Zinc (in thousands of pound)

      1,168     1,459     1,529     875     2,531  
    Cash mining cost ($ per tonne )   55.63     62.15     56.65     53.25     57.79  
    Total mining cost ($ per tonne )   78.91     86.29     75.00     74.84     73.28  
    Cash milling cost ($ per tonne )   11.67     11.55     12.98     16.20     13.63  
    Total milling cost ($ per tonne )   14.15     13.70     15.40     20.09     15.77  

    In Q3 Fiscal 2016, the total ore mined at the Ying Mining District was 152,230 tonnes compared to total ore production of 175,782 tonnes in Q3 Fiscal 2015. Total ore milled in Q3 Fiscal 2016 was 151,035 tonnes compared to 187,154 tonnes of ore milled in Q3 Fiscal 2015. Silver and lead head grades improved by 13% and 14%, respectively, to 287 grams per tonne (“g/t”) for silver and 4.1% for lead from 253 g/t for silver and 3.6% for lead, respectively, in Q3 Fiscal 2015. The decrease in ore mined and the increase of silver and lead head grade at the Ying Mining District were mainly due to enhanced dilution control management at all mining stopes.

    In Q3 Fiscal 2016, the Ying Mining District sold 1.2 million ounces of silver, 500 ounces of gold, 12.1 million pounds of lead, and 1.2 million pounds of zinc, compared to 1.4 million ounces of silver, 900 ounces of gold, 14.2 million pounds of lead, and 2.5 million pounds of zinc in Q3 Fiscal 2015. The decrease of metal sales is mainly due to less ore milled in the current quarter partially offset by the increase of head grade.

    In Q3 Fiscal 2016, the total mining costs and cash mining costs at the Ying Mining District were $78.91 and $55.63 per tonne, compared to $73.28 and $57.79 per tonne, respectively, in Q3 Fiscal 2015. The decrease in cash mining costs was mainly due to improved management resulting in decrease in labour and material costs.

    In Q3 Fiscal 2016, the total milling costs and cash milling costs were $14.15 and $11.67 per tonne, compared to $15.77 and $13.63 per tonne, respectively, in Q3 Fiscal 2015. The decrease in cash milling costs was mainly due to the decrease in material and utility costs.

    All in sustaining costs and all in costs, net of by-product credits, at the Ying Mining District in Q3 2016 was $6.62 and $8.62 per ounce of silver compared to $8.91 and $10.32, respectively, in Q3 Fiscal 2015. The decrease in all in sustaining costs and all in costs was mainly due to improvement in cost and dilution control and less sustaining capital and investment capital incurred in the current quarter.

    For the nine months ended December 31, 2015, the total ore mined at the Ying Mining District was 490,351 tonnes compared to 546,402 tonnes in the same prior year period. Correspondingly, total ore

      Management’s Discussion and Analysis Page 9

     





    SILVERCORP METALS INC.
    Management’s Discussion and Analysis
    For the Three and Nine Months Ended December 31, 2015
    (Expressed in thousands of U.S. dollars, unless otherwise stated)

    milled was 488,248 tonnes compared to 547,465 tonnes. Head grades were 260 g/t for silver and 3.8% for lead compared to 232 g/t for silver and 3.3% for lead, respectively.

    During the same periods, the Ying Mining District sold 3.5 million ounces of silver, 2,000 ounces of gold, 35.6 million pounds of lead, and 4.0 million pounds of zinc, compared to 3.8 million ounces of silver, 2,500 ounces of gold, 38.4 million pounds of lead, and 5.7 million pounds of zinc in the prior year. The decrease of metal sales was mainly due to the Company intentionally increasing its inventory of concentrates in reaction to lower metal prices. As at December 31, 2015, the Ying Mining District had 2,931 tonnes of lead concentrates and 240 tonnes of zinc concentrates in inventory, 2,631 and 90 tonnes higher, respectively, compared to 300 tonnes of lead concentrates and 150 tonnes of zinc concentrates in stock as at December 31, 2014. The estimated metals contained in concentrate inventory as at December 31, 2015 are approximately 0.3 million ounces of silver, 3.0 million pounds of lead, and 0.1 million pounds of zinc higher, respectively, compared to the metals contained in concentrate inventory as at December 31, 2014.

    In February 2015, the Company terminated one mining contractor upon the expiration of its contract and entered into contracts with three new mining contractors to replace the terminated contractor who previously worked out of three portals at the SGX Mine. Regrettably, the changeover process for the terminated contractor was slow as the Company and the contractor being terminated had protracted disagreements and negotiations regarding the final bill payment. In June 2015, the Company reached an agreement with the terminated contractor, resulting in the contractor departing from all the three portals, which returned to normal operations in the current quarter. The changeover disruptions have impacted not only the production but also resulted in additional costs of approximately $1.5 million in total incurred at the SGX mine for the nine months ended December 31, 2015.

    For the nine months ended December 31, 2015, the total mining costs and cash mining costs at the Ying Mining District were $80.15 and $58.25 per tonne, compared to $62.10 and $49.24 per tonne, respectively, in the same prior year period. The increase in cash mining costs per tonne was mainly due to i) a $1.5 million or $3.1 per tonne increase arising from the mining contractor change-over interruption; ii) a $3.2 million or $8.2 per tonne increase in mining preparation costs as approximately 60,435 metre (“m”) of underground diamond drilling and 16,460 m of preparation tunnelling were conducted in the current period; and iii) lower production output resulting in a higher per unit fixed costs allocation offset by $1.2 million, or $1.63 per tonne reduction in labour costs.

    All in sustaining costs and all in costs, net of by-product credits, at the Ying Mining District for the nine months ended December 31, 2015 was $8.52 and $10.08 per ounce of silver compared to $8.62 and $15.00, respectively, in same prior year period.

    In Q3 Fiscal 2016, in addition to approximately 21,223 m of underground diamond drilling and 4,231 m of preparation tunnelling, which were expensed and included in the mining preparation costs, Ying Mining District completed and capitalized approximately 13,893 m of horizontal tunnels, raises and declines. Total exploration and development expenditures capitalized for the Ying Mining District were $4.6 million compared to $8.8 million in Q3 Fiscal 2015.

    For the nine months ended December 31, 2015, in addition to approximately 60,435 m underground diamond drilling and 16,460 m preparation tunnelling, which were expensed and included in the mining preparation costs, Ying Mining District completed and capitalized approximately 49,452 m of horizontal tunnel, raises, and declines. Total exploration and development expenditures capitalized for the Ying Mining District were $16.4 million in the nine months ended December 31, 2015 compared to $25.9 million in the same prior year period. In addition, total expenditures capitalized as plant and equipment were $6.7 million, including $4.9 million expenditures to construct a transportation tunnel and haul road, in the current period.

      Management’s Discussion and Analysis Page 10

     





    SILVERCORP METALS INC.
    Management’s Discussion and Analysis
    For the Three and Nine Months Ended December 31, 2015
    (Expressed in thousands of U.S. dollars, unless otherwise stated)

    (ii) GC Mine

    Commercial production at GC mine commenced on July 1, 2014. Trial mining operation results in the quarter ended June 30, 2014 have been excluded from the consolidated operation results discussed and revenue realized from metal sales during the trial period was offset against costs capitalized.

    The operational results at the GC mine for the past five quarters are summarized in the table below:

    Production results - GC Mine Q3 2016   Q2 2016   Q1 2016   Q4 2015   Q3 2015  
      31-Dec-15   30-Sep-15   30-Jun-15   31-Mar-15   31-Dec-14  
    Ore Mined (tonne) 71,288   69,546   66,727   46,111   87,916  
    Ore Milled (tonne) 71,593   68,465   66,679   46,100   90,287  
    Head Grades                    

    Silver (gram/tonne)

    97   107   93   107   104  

    Lead (%)

    1.9   1.4   1.7   1.2   1.3  

    Zinc (%)

    2.6   2.8   2.5   2.6   2.6  
    Recovery Rates                    

    Silver (%)

    80.2   77.0   79.3   76.1   75.9  

    Lead (%)

    88.3   89.5   89.7   84.9   85.9  

    Zinc (%)

    81.2   82.7   85.1   80.0   80.6  
    Metal Sales                    

    Silver (in thousands of ounce)

    210   128   181   99   251  

    Lead (in thousands of pound)

    3,021   1,632   2,420   867   2,500  

    Zinc (in thousands of pound)

    3,525   3,172   3,029   1,668   4,452  
    Cash mining cost ($ per tonne) 38.22   36.49   48.74   86.35   33.11  
    Total mining cost ($ per tonne) 46.52   44.68   56.83   132.41   55.16  
    Cash milling cost ($ per tonne) 15.16   15.81   15.52   42.70   15.82  
    Total milling cost ($ per tonne) 17.30   18.05   17.83   58.58   19.88  

    Total ore mined at GC mine in Q3 Fiscal 2016 was 71,288 tonnes at a total mining cost and cash mining cost of $46.52 and $38.22, compared to 87,916 tonnes mined in Q3 Fiscal 2015 at a total mining cost and cash mining cost of $55.16 and $33.11. The increase in cash mining cost was mainly due to $0.3 million increase in mining preparation cost and lower production output resulting in a higher per unit costs allocation.

    Total ore milled at GC mine in Q3 Fiscal 2016 was 71,593 at a total milling cost and cash milling cost of $17.30 and $15.16, compared to 90,287 tonnes milled in Q3 Fiscal 2015 at a total milling cost and cash milling cost of $19.88 and $15.82.

    The head grades at GC mine were 97 g/t for silver, 1.9% for lead, and 2.6% for zinc in Q3 Fiscal 2016, compared to 104g/t for silver, 1.3% for lead and 2.6% for zinc in Q3 Fiscal 2015.

    Recovery rates at GC mine were 80.2% for silver, 88.3% for lead, and 81.2% for zinc in Q3 Fiscal 2016 compared to 75.9% for silver, 85.9% for lead, and 80.6% for zinc, respectively in Q3 Fiscal 2015.

    In Q3 Fiscal 2016, in addition to approximately 4,202 m of underground diamond drilling and 731 m of preparation tunnelling, which were expensed and included in the mining preparation costs, the GC mine completed and capitalized approximately 3,934 m of horizontal tunnels, raises and declines. Total exploration and development expenditures capitalized at the GC mine were $0.3 million compared to $0.9 million in Q3 Fiscal 2015.

    For the nine months ended December 31, 2015, in addition to approximately 18,500 m of underground diamond drilling and 2,693 m of preparation tunnelling, which were expensed and included in the

      Management’s Discussion and Analysis Page 11

     





    SILVERCORP METALS INC.
    Management’s Discussion and Analysis
    For the Three and Nine Months Ended December 31, 2015
    (Expressed in thousands of U.S. dollars, unless otherwise stated)

    mining preparation costs, GC mine completed and capitalized approximately 10,393 m of horizontal tunnel, raises, and declines. Total exploration and development expenditures capitalized at the GC mine were $0.8 million in the nine months ended December 31, 2015 compared to $3.2 million in the same prior year period.

    (iii) BYP Mine

    BYP mine has been placed on care and maintenance since August 2014 in consideration of the required capital upgrades to sustain its ongoing production and the market environment. BYP mine is not viewed as a core asset of the Company and the Company is considering various strategic options for this project.

    For the nine months ended December 31, 2014, the BYP mine processed 48,844 tonnes of ore with a head grade of 2.7 g/t for gold.

    (iv) XHP Project

    Activities at the XHP project have been suspended since Fiscal 2014 as part of the Company’s cost saving measures. The Company is considering various strategic alternatives for this project.

    4. Third Quarter Fiscal Year 2016 Financial Results

    The tables below set out selected quarterly results for the past eight quarters:

        Dec 31,2015     Sep 30,2015     Jun 30,2015     Mar31,2015  
    Sales   $29,081     $27,213     $32,220     $20,269  
    Gross Profit   $9,538     8,828     11,456     5,224  
    Expenses and foreigh exchange   3,981     (4,770 )   (7,280 )   (2,223 )
    Other Items   (425 )   325     (95 )   (130,257 )
    Net Income (Loss)   3,916     2,979     3,771     (130,070 )
    Net income (Loss), attributable to the shareholders of the Company   3,326     2,234     2,296     (118,549 )
    Basic earnings (loss) per share   0.02     0.01     0.01     (0.69 )
    Diluted earnings (loss) per share   0.02     0.01     0.01     (0.69 )
    Cash dividend declared   -     -     685     674  
    Cash dividended declared per share (CAD)   -     -     0.005     0.005  
        Dec 31, 2014     Sep 30,2014     Jun 30, 2014     Mar 31, 2014  
    Sales   $40,247     $37,333     $30,616     $16,135  
    Gross Profit   15,403     18,894     15,653     6,945  
    Expenses and foreigh exchange   (6,229 )   (5,901 )   (7,474 )   (3,717 )
    Other Items   256     1,196     141     (6,305 )
    Net Income (Loss)   7,080     9,614     4,635     (4,677 )
    Net income (Loss), attributable to the shareholders of the Company   5,468     7,228     2,744     (4,541 )
    Basic earnings (loss) per share   0.03     0.04     0.02     (0.03 )
    Diluted earnings (loss) per share   0.03     0.04     0.02     (0.03 )
    Cash dividend declared   736     763     800     773  
    Cash dividended declared per share (CAD)   0.005     0.005     0.005     0.005  

    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 Q3 Fiscal 2016 was $3.3 million, or $0.02 per share compared to $5.5 million, or $0.03 per share in Q3 Fiscal 2015. For the nine months ended December 31, 2015, net income attributable to the shareholders of the Company was $7.9 million, or $ 0.05 per share compared to $15.4 million or $0.09 per share in the same prior year period.

      Management’s Discussion and Analysis Page 12

     





    SILVERCORP METALS INC.
    Management’s Discussion and Analysis
    For the Three and Nine Months Ended December 31, 2015
    (Expressed in thousands of U.S. dollars, unless otherwise stated)

    In the current quarter, the Company’s financial results were mainly impacted by the following: i) lower metal prices and increased smelter charges, as the realized selling price for silver, lead, and zinc dropped by 15%, 9%, and 33%, respectively, compared to the same prior year quarter; and ii) a lower amount of metals sold resulting from lower production output.

    Sales in Q3 Fiscal 2016 were $29.1 million, down 28%, compared to $40.2 million in Q3 Fiscal 2015. Silver and gold sales represented $16.8 million and $0.4 million, respectively, while base metals represented $11.9 million of total sales in this quarter compared to silver, gold and base metals of $22.4 million, $0.7 million, and $17.1 million, respectively, in Q3 Fiscal 2015.

    For the nine months ended December 31, 2015, sales were $88.5 million compared to $108.2 million in the same prior year period.

    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). The following table is a reconciliation of the Company’s net realized selling prices in Q3 Fiscal 2016, 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)  
        Q3 2016     Q3 2015     Q3 2016     Q3 2015     Q3 2016     Q3 2015     Q3 2016     Q3 2015  
    Net realized selling prices $ 11.76   $ 13.41   $ 756   $ 787   $ 0.63   $ 0.72   $ 0.46   $ 0.71  
    Add back: Value added taxes   2.00     2.28     -     -     0.11     0.12     0.08     0.12  
    Add back: Smelter charges and recovery   2.07     2.40     350     417     0.19     0.14     0.41     0.41  
    SME $ 15.83   $ 18.09   $ 1,106   $ 1,204   $ 0.93   $ 0.99   $ 0.95   $ 1.24  
    LME $ 14.99   $ 16.51   $ 1,105   $ 1,201   $ 0.76   $ 0.91   $ 0.73   $ 1.01  

    Cost of sales in Q3 Fiscal 2016 was $19.5 million compared to $24.8 million in Q3 Fiscal 2015. The cost of sales included $13.6 million (Q3 Fiscal 2015 - $18.7 million) cash costs and $6.0 million (Q3 Fiscal 2015 - $6.1 million) depreciation, amortization and depletion charges. The decrease in cost of sales is mainly due to a lower amount of metals sold in the quarter, offset by the increase in the per tonne non cash mining costs.

    For the nine months ended December 31, 2015, cost of sales was $58.7 million (cash costs - $44.2 million) compared to $58.7 million (cash costs - $44.8 million) in the same prior year period. The increase in cost of sales is mainly due to the increase in mining production costs.

    Gross profit margin in Q3 Fiscal 2016 was 33% compared to 38% in Q3 Fiscal 2015. For the nine months ended December 31, 2015, gross profit was 34% compared to 46% in the same prior year period. The decrease in gross profit margin is mainly due to the decline of metal prices, increases in smelter charges, and increased per tonne production costs partially offset by the increase in head grades.

    General and administrative (“G&A”) expenses in Q3 Fiscal 2016 were $3.1 million, a decrease of 41% compared to $5.4 million in Q3 Fiscal 2015. Main reduction was made in professional fees and discretionary overhead spending. For the nine months ended December 31, 2015, G&A expenses were $13.4 million compared to $16.2 million in the same prior year period. Items included in general and administrative expenses in Q3 Fiscal 2016 and the nine months ended December 31, 2015 are as follows:

    (i)      Amortization and depreciation of $0.4 million and $1.2 million (Q3 Fiscal 2015 - $0.6 million, nine months ended December 31,2014 - $1.6 million);
       
    (ii)      Office and administrative expenses of $0.7 million and $4.6 million (Q3 Fiscal 2015 - $2.1 million, nine months ended December 31, 2014 - $6.1 million);
       
    (iii)      Salaries and benefits of $2.1 million and $5.7 million (Q3 Fiscal 2015 - $2.0 million, nine months ended December 31 ,2014 - $6.0 million);
      Management’s Discussion and Analysis Page 13

     





    SILVERCORP METALS INC.
    Management’s Discussion and Analysis
    For the Three and Nine Months Ended December 31, 2015
    (Expressed in thousands of U.S. dollars, unless otherwise stated)

     

    (iv)      Stock based compensation expense of $0.2 million and $0.7 million (Q3 Fiscal 2015 - $0.3 million, nine months ended December 31, 2014 -$1.1 million); and
       
    (v)      Professional fees of negative $0.3 million and $1.1 million (Q3 Fiscal 2015 - $0.3 million, nine months ended December 31, 2014 -$1.5 million). The negative balance is due to the adjustment of using insurance proceeds to offset part of the previous quarter legal fees in the current quarter.

    Government fees and other taxes in Q3 Fiscal 2016 and nine months ended December 31, 2015 were $1.6 million and $4.8 million compared to $1.8 million and $4.8 million in the same respective comparative periods. Government fees include mineral resource compensation fees and environmental protection fees paid to the state and local Chinese government agencies. Other taxes were composed of surtax on value-added tax, business tax, land usage levy, stamp duty, and other miscellaneous levies, duties and taxes imposed by the state and local Chinese governments. Although government fees and other taxes vary period over period, they normally range between 4% and 5% of total sales.

    Foreign exchange gain in Q3 Fiscal 2016 and nine months ended December 31, 2015 were $0.7 million and $2.1 million compared to $1.0 million and $1.4 million in the same prior year periods. 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 Q3 Fiscal 2016 and nine months ended December 31, 2015 were $95 and $80 compared to a gain of $132 and $118 in the same respective comparative periods.

    Loss on disposal of a subsidiary in Q3 Fiscal 2016 and nine months ended December 31, 2015 were $460 and $460 compared to $nil in the same respective comparative periods. In November 2015, Songxian Gold Mining Co.,Ltd., a 77.5% indirect owned subsidiary of the Company, disposed its 51% equity interest in Rongtai Mining Co., Ltd (“Rongtai”) for $11 (RMB ¥70) and resulting a loss of $460. Rongtai did not have any core assets other than its working capitals and equipment.

    Share of gain in an associate in Q3 Fiscal 2016 and nine months ended December 31, 2015 were $65 and $166 compared to gain of $52 and $10 in the same respective comparative periods. This represents 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 Q3 Fiscal 2016 and nine months ended December 31, 2015 were $nil compared to $nil and $15 in the same comparative periods. The Company acquired 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 Q3 Fiscal 2016 and nine months ended December 31, 2015 were $517 and $1,058 compared to $292 and $724 in the same respective comparative periods. The Company invests in high yield short-term investments as well as long-term corporate bonds.

    Finance costs in Q3 Fiscal 2016 and nine months ended December 31, 2015 were $280 and $751 compared to $153 and $224 in the same respective comparative periods. As the Company does not have any interest bearing debt, the finance cost in the current period relates to the unwinding of discount of environmental rehabilitations provision and the interest on the SGX mine right fee payable.

    Income tax expense in Q3 Fiscal 2016 was $1.5 million compared to $2.4 million in Q3 Fiscal 2015. The income tax expenses recorded in Q3 Fiscal 2016 included current income tax expense of $ $0.5 million

      Management’s Discussion and Analysis Page 14

     





    SILVERCORP METALS INC.
    Management’s Discussion and Analysis
    For the Three and Nine Months Ended December 31, 2015
    (Expressed in thousands of U.S. dollars, unless otherwise stated)

    (Q3 Fiscal 2015 - $1.5 million) and deferred income tax expense of $1.0 million (Q3 Fiscal 2015 - $0.8 million). Current income tax expense decreased due to lower taxable income.

    For the nine months ended December 31, 2015 income tax expense were $3.2 million compared to $10.2 million in the same prior year period. The income tax expense recorded in nine months ended December 31, 2015 included current income tax expense of $0.8 million (nine months ended December 31, 2014 - $7.5 million and deferred income tax expense of $ 2.4 million (nine months ended December 31, 2014 - $2.7 million).

    5. Liquidity and Capital Resources

    Cash and cash equivalents and short-term investments as at December 31, 2015 were $66.8 million.

    Working capital as at December 31, 2015 was $40.1 million.

    Cash flows provided by operating activities were $9.6 million or $0.06 per share in Q3 Fiscal 2016 compared to $15.4 million or $0.09 per share in Q3 Fiscal 2015. For the nine months ended December 31, 2015, cash flow provided by operating activities were $27.5 million or $0.16 per share compared to $49.3 million and $0.29 per share in the same prior year period. The decrease in cash flows from operations is mainly due to lower operating earnings.

    Cash flows used by investing activities were $7.6 million in Q3 Fiscal 2016, comprising mainly of cash used in capital expenditures of $8.0 million offset by proceeds on disposals of other investment of $0.4 million. For Q3 Fiscal 2015, cash used in investing activities were $6.3 million, comprising mainly of cash used in capital expenditures of $14.1 million offset by net redemption of short-term investments of $7.8 million.

    For the nine months ended December 31, 2015, cash flows used in the investing activities were $13.6 million, comprising mainly of cash used in capital expenditures of $19.8 million, offset by net redemptions of short-term investments of $5.5 million. In the same prior year period, cash flow used in investing activities were $24.3 million, comprising mainly of cash used in capital expenditures of $32.0 million offset by net redemption of short-term investments of $7.7 million.

    Cash flows used in financing activities were $3.7 million in Q3 Fiscal 2016, comprising mainly of $1.7 million distributions to non-controlling interests, $0.4 million for the share buyback, and $1.6 million temporally advance to the 22.5% equity interest holder of Henan Found. The advance plus interest was repaid to Henan Found on January 6, 2016. For Q3 Fiscal 2015, cash used in financing activities were $1.4 million, comprising of cash distribution to non-controlling interest of $0.65 million and cash dividend of $0.76 million.

    For the nine months ended December 31, 2015, cash flows used in financing activities were $6.3 million, comprising mainly of $1.3 million cash dividend paid, $1.7 million for the share buyback, $1.7 million distributions to non-controlling interests, and $1.6 million temporally advance to the 22.5% equity interest holder of Henan Found. In the same prior year period, cash flows used in financing activities were $5.5 million, comprising mainly of distributions to non-controlling interests of $3.2 million and cash dividends of $2.3 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 $ 4,175   $ 390   $ 2,986   $ 799  
    Commitments $ 6,418   $ -   $ -   $ 6,418  

    As of December 31, 2015, the Company has two office rental agreements totaling $4,175 for the next eight years and commitments of $6,418 related to the GC property. During the three and nine months ended December 31, 2015, the Company incurred rental expenses of $144 and $479, respectively (three and nine months ended December 31, 2014 - $283 and $912, respectively), which were included

      Management’s Discussion and Analysis Page 15

     





    SILVERCORP METALS INC.
    Management’s Discussion and Analysis
    For the Three and Nine Months Ended December 31, 2015
    (Expressed in thousands of U.S. dollars, unless otherwise stated)

    in office and administrative expenses on the condensed consolidated interim statements of income.

    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 December 31, 2015 and March 31, 2015, no contingent liabilities were accrued.

    On May 23, 2013 the Company became aware of an action commenced pursuant to the Class Proceedings Act (Ontario) against it and certain of its senior officers and expert advisors in the Ontario Superior Court of Justice on May 21, 2013 relating to claims for misrepresentation, at common law and pursuant to secondary market civil liability provisions under the Securities Act (Ontario) (the “Mask Action”). The lead plaintiff is John Mask and the amount claimed as special damages or general damages, not including claims for costs and interest, is $80 million or such other sum the court finds appropriate in the event this action is certified and judgment pronounced at trial. Two other class action lawsuits have been filed against the Company and certain of its senior officers and expert advisors in the Ontario Superior Court of Justice pursuant to the Class Proceedings Act (Ontario) on September 11, 2013 and in the British Columbia Supreme Court pursuant to the Class Proceedings Act (British Columbia) on September 9, 2013. The Company understands that, as between the three actions, only the Mask Action is proceeding at this time. The Company believes that there is no merit to the allegations set out in these lawsuits and has retained McCarthy Tétrault LLP as its defense counsel and intends to pursue a vigorous defense.

    On October 22, 2015 the Ontario Superior Court of Justice denied Mr. Mask leave to proceed with a class action and awarded costs in favour of Silvercorp. Mr. Mask has since filed an appeal with the Court of Appeal for Ontario.

    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 continuing reporting requirements.

    6. Financial Instruments and Related Risks

    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. There have been no significant changes in the financial risks facing the Company since March 31, 2015.

    (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.

    Level 1 – Unadjusted quoted prices at the measurement date for identical assets or liabilities in active markets.

      Management’s Discussion and Analysis Page 16

     





    SILVERCORP METALS INC.
    Management’s Discussion and Analysis
    For the Three and Nine Months Ended December 31, 2015
    (Expressed in thousands of U.S. dollars, unless otherwise stated)

    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 December 31, 2015 that are not otherwise disclosed. 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 December 31, 2015 and March 31, 2015, the Company did not have financial liabilities measured at fair value on a recurring basis.

        Fair value as at December 31, 2015  
    Recurring measurements   Level 1     Level 2     Level 3     Total  
    Financial assets                        
    Cash and cash equivalents $ 63,376   $ -   $ -   $ 63,376  
    Common shares of publicly traded companies   208     -     -     208  
    Yongning Smelting Co. Ltd.(1)   -     -     -     -  
    Jinduicheng Xise (Canada) Co. Ltd.(1)   -     -     -     -  
    (1) Level 3 financial instruments                        
                             
        Fair value as at March 31, 2015  
    Recurring measurements   Level 1     Level 2     Level 3     Total  
    Financial assets                        
    Cash and cash equivalents $ 60,179   $ -   $ -   $ 60,179  
    Common shares of publicly traded companies   892     -     -     892  
    Yongning Smelting Co. Ltd.(1)   -     -     -     -  
    Jinduicheng Xise (Canada) Co. Ltd.(1)   -     -     -     -  
    (1) Level 3 financial instruments                        

    The fair value of other financial instruments excluded from the table above approximates their carrying amounts as of December 31, 2015 and March 31, 2015, respectively.

    (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.

              December 31, 2015           March 31, 2015  
        Within a year     2-3 years     4-5 years     Total     Total  
    Mine right fee payable $ 3,898   $ 5,690   $ -   $ 9,588   $ 14,038  
    Accounts payable and accrued liabilities   33,723     -     -     33,723     21,768  
      $ 37,621   $ 5,690   $ -   $ 43,311   $ 36,480  

    (c) Foreign exchange risk

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

      Management’s Discussion and Analysis Page 17

     





    SILVERCORP METALS INC.
    Management’s Discussion and Analysis
    For the Three and Nine Months Ended December 31, 2015
    (Expressed in thousands of U.S. dollars, unless otherwise stated)

    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 is 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:

        December 31, 2015     March 31, 2015  
    Financial assets denominated in U.S. Dollars $ 24,147   $ 20,838  
    Financial assets denominated in Chinese RMB $ 40,410   $ 44,133  

    As at December 31, 2015, with other variables unchanged, a 1% strengthening (weakening) of the RMB against the USD would have increased (decreased) net income before income taxes by approximately $0.6 million.

    As at December 31, 2015, with other variables unchanged, a 1% strengthening (weakening) of the CAD against the USD would have decreased (increased) net income before income taxes by 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   December 31, 2015     March 31, 2015  
    NUX (a) $ 198   $ 15  
    Henan Non-ferrous Geology Bureau (b)   1,647     18  
      $ 1,845   $ 33  

     

    (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 and nine months ended December 31, 2015, the Company recovered $40 and $177, respectively (for three and nine months ended December 31, 2014 - $103 and $241, respectively) 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. During the three and nine months ended December 31, 2015, Henan Found declared and paid dividends of $1,282 and $1,282, respectively (three and nine months ended December 31, 2014 - $nil and $2,563, respectively) to Henan Geology Bureau.

    On December 28, 2015, Henan Found made a short-term loan in the amount of $1,544 (RMB ¥10,000) to Henan Geology Bureau. The loan plus interest of $2 were repaid on January 6, 2016.
       
    (c)      For the three and nine months ended December 31, 2015, the Company paid $nil and $376, respectively (for three and nine months ended December 31, 2014 - $86 and $303, respectively) consulting fees to Greensea Management Ltd., a private consulting services company controlled by a former director of the Company.
       
    (d)      For the three and nine months ended December 31, 2015, the Company paid $293 and $293, respectively (for three and nine months ended December 31, 2014 - $nil and $140, respectively)
       
      Management’s Discussion and Analysis Page 18

     





    SILVERCORP METALS INC.
    Management’s Discussion and Analysis
    For the Three and Nine Months Ended December 31, 2015
    (Expressed in thousands of U.S. dollars, unless otherwise stated)
       
      consulting fees to Parkside Management Limited, a private consulting services company controlled by a director of the Company.
       
    (e)      The Company rents a Beijing office from a relative of a director and officer of the Company for $21 (RMB ¥130,746) per month. For the three and nine months ended December 31, 2015, total rents were $63 and $189, respectively (for three and nine months ended December 31, 2014 - $63 and $189, respectively).
       
    (f)      Henan Xinhui Mining Co., Ltd. (“Henan Xinhui”) is a 20% equity interest holder of Henan Huawei. During the three and nine months ended December 31, 2015, Henan Huawei declared and paid dividends of $379 and $379, respectively (three and nine months ended December 31, 2014 - $651 and $651, respectively) to Henan Xinhui.

    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 and nine months ended December 31, 2015 and 2014: (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 and nine months ended December 31, 2015 and 2014:

    Three months ended December 31, 2015
            Ying Mining              
            District     GC     Total  
    Cost of sales   A $ 14,072   $ 5,471   $ 19,543  
    Amortization and depletion       (5,074 )   (891 )   (5,965 )

    Total cash cost

      B   8,998     4,580     13,578  
    By-product sales By-product per ounce of silver                  

    Lead

    (6.70)     (7,738 )   (1,818 )   (9,556 )

    Zinc

    (1.52)     (572 )   (1,602 )   (2,174 )

    Gold

    (0.28)     (379 )   (20 )   (399 )

    Other

    (0.12)     -     (168 )   (168 )
    Total by-product sales   C   (8,689 )   (3,608 )   (12,297 )
    Silver ounces sold ('000s)   D   1,216     210     1,426  
    Total production cost per ounce of silver, net of by-product credits (A+C)/D $ 4.43   $ 8.86   $ 5.08  
    Total cash cost per ounce of silver, net of by-product credits (B+C)/D $ 0.25   $ 4.62   $ 0.90  
                         
    Total production cost per ounce of silver, before by-product credits A/D $ 11.57   $ 26.02   $ 13.70  
    Total cash cost per ounce of silver, before by-product credits B/D $ 7.40   $ 21.78   $ 9.52  

     

      Management’s Discussion and Analysis Page 19

     





    SILVERCORP METALS INC.
    Management’s Discussion and Analysis
    For the Three and Nine Months Ended December 31, 2015
    (Expressed in thousands of U.S. dollars, unless otherwise stated)

     

    Three months ended December 31, 2014
            Ying Mining              
            District     GC     Total  
    Cost of sales   A $ 17,670   $ 7,174   $ 24,844  
    Amortization and depletion       (3,773 )   (2,371 )   (6,144 )

    Total cash cost

      B   13,897     4,803     18,700  
    By-product sales By-product per ounce of silver                  

    Lead

    (7.19)     (10,217 )   (1,805 )   (12,022 )

    Zinc

    (2.95)     (1,780 )   (3,146 )   (4,926 )

    Gold

    (0.44)     (725 )   (11 )   (736 )

    Other

    (0.08)     -     (138 )   (138 )
    Total by-product sales   C   (12,722 )   (5,100 )   (17,822 )
    Silver ounces sold ('000s)   D   1,421     251     1,672  
    Total production cost per ounce of silver, net of by-product credits (A+C)/D $ 3.48   $ 8.26   $ 4.20  
    Total cash cost per ounce of silver, net of by-product credits (B+C)/D $ 0.83   $ (1.18 ) $ 0.53  
                         
    Total production cost per ounce of silver, before by-product credits A/D $ 12.43   $ 28.58   $ 14.86  
    Total cash cost per ounce of silver, before by-product credits B/D $ 9.78   $ 19.14   $ 11.18  
                         
    Nine months ended December 31, 2015
            Ying Mining              
            District     GC     Total  
    Cost of sales   A $ 44,289   $ 14,403   $ 58,692  
    Amortization and depletion       (12,243 )   (2,245 )   (14,488 )

    Total cash cost

      B   32,046     12,158     44,204  
    By-product sales By-product per ounce of silver                  

    Lead

    (7.16)     (24,429 )   (4,630 )   (29,059 )

    Zinc

    (1.93)     (2,347 )   (5,498 )   (7,845 )

    Gold

    (0.41)     (1,609 )   (43 )   (1,652 )

    Other

    (0.13)     -     (544 )   (544 )
    Total by-product sales   C   (28,385 )   (10,715 )   (39,100 )
    Silver ounces sold ('000s)   D   3,538     519     4,057  
    Total production cost per ounce of silver, net of by-product credits (A+C)/D $ 4.50   $ 7.11   $ 4.83  
    Total cash cost per ounce of silver, net of by-product credits (B+C)/D $ 1.03   $ 2.78   $ 1.26  
                         
    Total production cost per ounce of silver, before by-product credits A/D $ 12.52   $ 27.76   $ 14.47  
    Total cash cost per ounce of silver, before by-product credits B/D $ 9.06   $ 23.43   $ 10.90  
                         
    Nine months ended December 31, 2014
            Ying Mining              
            District     GC     Total  
    Cost of sales   A $ 45,843   $ 11,328   $ 57,171  
    Amortization and depletion       (9,685 )   (3,918 )   (13,603 )

    Total cash cost

      B   36,158     7,410     43,568  
    By-product sales By-product per ounce of silver                  

    Lead

    (7.50)     (28,629 )   (2,866 )   (31,495 )

    Zinc

    (2.23)     (3,906 )   (5,453 )   (9,359 )

    Gold

    (0.51)     (2,121 )   (11 )   (2,132 )

    Other

    (0.06)     -     (268 )   (268 )
    Total by-product sales   C   (34,656 )   (8,598 )   (43,254 )
    Silver ounces sold ('000s)   D   3,798     402     4,200  
    Total production cost per ounce of silver, net of by-product credits (A+C)/D $ 2.95   $ 6.79   $ 3.31  
    Total cash cost per ounce of silver, net of by-product credits (B+C)/D $ 0.40   $ (2.96 ) $ 0.07  
                         
    Total production cost per ounce of silver, before by-product credits A/D $ 12.07   $ 28.18   $ 13.61  
    Total cash cost per ounce of silver, before by-product credits B/D $ 9.52   $ 18.43   $ 10.37  

     

      Management’s Discussion and Analysis Page 20

     





    SILVERCORP METALS INC.
    Management’s Discussion and Analysis
    For the Three and Nine Months Ended December 31, 2015
    (Expressed in thousands of U.S. dollars, unless otherwise stated)

    (b) Cash and Total Cost per Ounce of Gold (BYP Mine)

    There is no production at the BYP mine in the current periods, and the reconciliation of cash and total cost per ounce of gold at BYP for the prior year periods are as follows:

    BYP Mine
          Three months ended   Nine months ended  
          December 31, 2014   December 31, 2014  
    Cost of sales A $ - $ 1,530  
    Amortization and depletion     -   (300 )

    Total cash cost

    B   -   1,230  
    By-product sales            

    Zinc

        -   -  
    Total by-product sales C   -   -  
    Gold ounces sold ('000s) D   -   2.7  
    Total production cost per ounce of gold, net of by-product credits (A+C)/D $ - $ 565  
    Total cash cost per ounce of gold, net of by-product credits (B+C)/D $ - $ 454  
                 
    Total production cost per ounce of gold, before by-product credits A/D $ - $ 565  
    Total cash cost per ounce of gold, before by-product credits B/D $ - $ 454  

    (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, government fee and other taxes, reclamation cost accretion, and sustaining capital expenditures. The Company believes that this measure represents the total sustainable costs of producing silver from current operations.

    AIC further extends the AISC metric by including non-sustaining expenditures, mainly 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.

      Management’s Discussion and Analysis Page 21

     





    SILVERCORP METALS INC.
    Management’s Discussion and Analysis
    For the Three and Nine Months Ended December 31, 2015
    (Expressed in thousands of U.S. dollars, unless otherwise stated)

    The following tables provide a detailed reconciliation of these measures for the three and nine months ended December 31, 2015 and 2014:

          Ying Mining                 Developing              
    Three months ended December 31, 2015     District     BYP     GC     Projects     Corporate     Total  
    Cost of sales (as reported)   $ 14,072   $ -   $ 5,471   $ -   $ -   $ 19,543  
    Depreciation, amortization and depletion     (5,074 )   -     (891 )   -     -     (5,965 )
    By-products credits     (8,689 )   -     (3,608 )   -     -     (12,297 )
    Total cash cost, net of by-product credits     309     -     972     -     -     1,281  
    General & administrative     1,464     160     624     130     762     3,140  
    Amorization included in general & adminnistrative     (162 )   (112 )   (66 )   154     (204 )   (390 )
    Government fees and other taxes     1,385     -     169     1     2     1,557  
    Reclamation accretion     104     9     8     2     -     123  
    Sustaining capital     4,950     -     354     -     2     5,306  
    All-in sustaining cost, net of by-product credits A $ 8,050   $ 57   $ 2,061   $ 287   $ 562   $ 11,017  
    Investment capital     2,426     -     107     -     -     2,533  
    All-in cost, net of by-product credits B $ 10,476   $ 57   $ 2,168   $ 287   $ 562   $ 13,550  
    Ounces of silver sold C   1,216     -     210     -     -     1,426  
    All-in sustaining cost per ounce of silver, net of by-product credits A/C $ 6.62   $ -   $ 9.80   $ -   $ -   $ 7.72  
    All-in cost per ounce of silver, net of by-product credits B/C $ 8.62   $ -   $ 10.31   $ -   $ -   $ 9.50  
                                           
          Ying Mining                 Developing              
    Three months ended December 31, 2014     District     BYP     GC     Projects     Corporate     Total  
    Cost of sales (as reported)   $ 17,670   $ -   $ 7,174   $ -   $ -   $ 24,844  
    Depreciation, amortization and depletion     (3,773 )   -     (2,371 )   -     -     (6,144 )
    By-products credits     (12,722 )   -     (5,100 )               (17,822 )
    Total cash cost, net of by-product credits     1,175     -     (297 )   -     -     878  
    General & administrative     2,753     383     871     136     1,223     5,366  
    Amorization included in general & adminnistrative     (154 )   (117 )   (243 )   (28 )   (89 )   (631 )
    Government fees and other taxes     1,515     -     223     82     1     1,821  
    Reclamation accretion     25     6     6     1     -     38  
    Sustaining capital     7,347     -     3,374     -     55     10,776  
    All-in sustaining cost, net of by-product credits A $ 12,661   $ 272   $ 3,934   $ 191   $ 1,190   $ 18,248  
    Investment capital     1,999     18     8     (373 )   -     1,652  
    All-in cost, net of by-product credits B $ 14,660   $ 290   $ 3,942   $ (182 ) $ 1,190   $ 19,900  
    Ounces of silver sold1 C   1,421     -     251     -     -     1,672  
    All-in sustaining cost per ounce of silver, net of by- product credits A/C $ 8.91   $ -   $ (4.22 ) $ -   $ -   $ 10.91  
    All-in cost per ounce of silver, net of by-product credits B/C $ 10.32   $ -   $ 6.64   $ -   $ -   $ 11.90  
                                           
          Ying Mining                 Developing              
    Nine months ended December 31, 2015     District     BYP     GC     Projects     Corporate     Total  
    Cost of sales (as reported)   $ 44,289   $ -   $ 14,403   $ -   $ -   $ 58,692  
    Depreciation, amortization and depletion     (12,243 )   -     (2,245 )   -     -     (14,488 )
    By-products credits     (28,385 )   -     (10,715 )   -     -     (39,100 )
    Total cash cost, net of by-product credits     3,661     -     1,443     -     -     5,104  
    General & administrative     5,057     673     1,667     375     5,619     13,391  
    Amorization included in general & adminnistrative     (499 )   (346 )   (195 )   -     (204 )   (1,244 )
    One-time adjustment     -     -     -     -     (322 )   (322 )
    Government fees and other taxes     4,121     1     601     6     24     4,753  
    Reclamation accretion     312     28     24     7     -     371  
    Sustaining capital     17,504     154     1,931     -     7     19,596  
    All-in sustaining cost, net of by-product credits A $ 30,156   $ 510   $ 5,471   $ 388   $ 5,124   $ 41,649  
    Investment capital     5,523     -     265     -     -     5,788  
    All-in cost, net of by-product credits B $ 35,679   $ 510   $ 5,736   $ 388   $ 5,124   $ 47,437  
    Ounces of silver sold C   3,538     -     519     -     -     4,057  
    All-in sustaining cost per ounce of silver, net of by- product credits A/C $ 8.52   $ -   $ 10.54   $ -   $ -   $ 10.27  
    All-in cost per ounce of silver, net of by-product credits B/C $ 10.08   $ -   $ 11.05   $ -   $ -   $ 11.69  

     

      Management’s Discussion and Analysis Page 22

     





    SILVERCORP METALS INC.
    Management’s Discussion and Analysis
    For the Three and Nine Months Ended December 31, 2015
    (Expressed in thousands of U.S. dollars, unless otherwise stated)

     

          Ying Mining                 Developing              
    Nine months ended December 31, 2014     District     BYP     GC     Projects     Corporate     Total  
    Cost of sales (as reported)     45,843     1,530     11,328     -     -     58,701  
    Depreciation, amortization and depletion     (9,685 )   (300 )   (3,918 )   -     -     (13,903 )
    By-products credits     (34,656 )   -     (8,598 )               (43,254 )
    Total cash cost, net of by-product credits   $ 1,502   $ 1,230   $ (1,188 ) $ -   $ -   $ 1,544  
    General & administrative     5,972     1,388     1,747     346     6,780     16,233  
    Amorization included in general & adminnistrative     (473 )   (243 )   (475 )   (85 )   (288 )   (1,564 )
    Government fees and other taxes     4,355     32     285     102     24     4,798  
    Reclamation accretion     74     18     12     5     -     109  
    Sustaining capital     21,299     504     3,374     -     219     25,396  
    All-in sustaining cost, net of by-product credits A $ 32,729   $ 2,929   $ 3,755   $ 368   $ 6,735   $ 46,516  
    Investment capital     24,229     250     1,513     152     -     26,144  
    All-in cost, net of by-product credits B $ 56,958   $ 3,179   $ 5,268   $ 520   $ 6,735   $ 72,660  
    Ounces of silver sold1 C   3,798     136     402     -     -     4,336  
    All-in sustaining cost per ounce of silver, net of by- product credits A/C $ 8.62   $ 21.54   $ 9.34   $ -   $ -   $ 10.73  
    All-in cost per ounce of silver, net of by-product credits B/C $ 15.00   $ 23.38   $ 13.10   $ -   $ -   $ 16.77  

    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 and nine months ended December 31, 2015 and 2014:

    Average Production Cost         Three months ended December 31, 2015         (in 000's)  
    Direct mining and milling cost                           13,578  
    Depreciation, amortization and depletion                           5,965  
    Cost of sales                           19,543  
        Silver     Gold   Lead   Zinc     Other   Total  
    Metals revenue   16,784     399   9,556   2,174     168   29,081  
    Ratio of metals sold   58 %   1 % 33 % 7 %   1 % 100 %
    Cost of sales allocated to metals   11,279     268   6,422   1,461     113   19,543  
    Metals produced ('000s)   1,426     0.5   15,128   4,693     12,373      
    Average production cost ($/unit) $ 7.91   $ 508 $ 0.42 $ 0.31   $ 0.01      
                                   
    Average Production Cost         Three months ended December 31, 2014         (in 000's)  
    Direct mining and milling cost                           18,700  
    Depreciation, amortization and depletion                           6,144  
    Cost of sales                           24,844  
        Silver     Gold   Lead   Zinc     Other   Total  
    Metals revenue   22,425     736   12,022   4,926     138   40,247  
    Ratio of metals sold   56 %   2 % 30 % 12 %   0 % 100 %
    Cost of sales allocated to metals   13,843     454   7,453   3,041     85   24,844  
    Metals produced ('000s)   1,672     0.9   16,668   6,983     10,070      
    Average production cost ($/unit) $ 8.28   $ 504 $ 0.44 $ 0.44   $ 0.01      
                                   
    Average Production Cost         Nine months ended December 31, 2015         (in 000's)  
    Direct mining and milling cost                           44,204  
    Depreciation, amortization and depletion                           14,488  
    Cost of sales                           58,692  
        Silver     Gold   Lead   Zinc     Other   Total  
    Metals revenue   49,414     1,652   29,059   7,845     544   88,514  
    Ratio of metals sold   56 %   2 % 33 % 9 %   1 % 100 %
    Cost of sales allocated to metals   32,765     1,095   19,268   5,202     361   58,692  
    Metals produced('000s)   4,057     2.1   42,635   13,725     38,905      
    Average production cost ($/unit) $ 8.08   $ 529 $ 0.45 $ 0.38   $ 0.01      

     

      Management’s Discussion and Analysis Page 23

     





    SILVERCORP METALS INC.
    Management’s Discussion and Analysis
    For the Three and Nine Months Ended December 31, 2015
    (Expressed in thousands of U.S. dollars, unless otherwise stated)

     

    Average Production Cost         Nine months ended December 31, 2014         (in 000's)  
    Direct mining and milling cost                           44,798  
    Depreciation, amortization and depletion                           13,903  
    Cost of sales                           58,701  
        Silver     Gold   Lead   Zinc     Other   Total  
    Metals revenue   62,167     4,907   31,495   9,359     268   108,196  
    Ratio of metals sold   57 %   5 % 29 % 9 %   0 % 100 %
    Cost of sales allocated to metals   33,728     2,662   17,087   5,078     145   58,701  
    Metals produced ('000s)   4,200     5.2   42,290   13,397     21,412      
    Average production cost ($/unit) $ 8.03   $ 510 $ 0.40 $ 0.38   $ 0.01      

    (e) Production Costs per Tonne

    Three months ended December 31, 2015   Total costs     Tonnage of ore     Per tonne costs  
        ('000 US$)   (tonne)     (USD/tonne)  
    Cash mining costs $ 11,193     223,518   $ 50.08  
    Non-cash mining costs   4,136     223,518     18.50  
    Shipping costs   608     223,518     2.72  
    Cash milling costs   2,848     222,628     12.79  
    Non-cash milling costs   528     222,628     2.37  
    Total $ 19,313         $ 86.47  
    Add: stockpile and concentrate inventory - Beginning   6,643              
    Less: stockpile and concentrate inventory - Ending   (5,825 )            
    Adjustment for foreign exchange movement   (588 )            
    Cost of sales $ 19,543              
                       
    Three months ended December 31, 2014   Total costs     Tonnage of ore     Per tonne costs  
        ('000 US$)   (tonne)     (USD/tonne)  
    Cash mining costs $ 13,073     263,698   $ 49.57  
    Non-cash mining costs   4,663     263,698     17.68  
    Shipping costs   950     263,698     3.60  
    Cash milling costs   3,981     277,441     14.35  
    Non-cash milling costs   766     277,441     2.76  
    Total $ 23,434         $ 87.97  
    Add: stockpile and concentrate inventory - Beginning   3,530              
    Less: stockpile and concentrate inventory - Ending   (2,596 )            
    Adjustment for foreign exchange movement   476              
    Cost of sales $ 24,844              
                       
    Nine months ended December 31, 2015   Total costs     Tonnage of ore     Per tonne costs  
        ('000 US$)   (tonne)     (USD/tonne)  
    Cash mining costs $ 37,100     697,912   $ 53.16  
    Non-cash mining costs   12,440     697,912     17.82  
    Shipping costs   2,011     697,912     2.88  
    Cash milling costs   9,090     694,986     13.08  
    Non-cash milling costs   1,604     694,986     2.31  
    Total $ 62,245         $ 89.25  
    Add: stockpile and concentrate inventory - Beginning   3,025              
    Less: stockpile and concentrate inventory - Ending   (5,825 )            
    Adjustment for foreign exchange movement   (753 )            
    Cost of sales $ 58,692              

     

      Management’s Discussion and Analysis Page 24

     





    SILVERCORP METALS INC.
    Management’s Discussion and Analysis
    For the Three and Nine Months Ended December 31, 2015
    (Expressed in thousands of U.S. dollars, unless otherwise stated)

     

    Nine months ended December 31, 2014   Total costs     Tonnage of ore     Per tonne costs  
        ('000 US$)     (tonne)     (USD/tonne)  
    Cash mining costs $ 32,954     751,763   $ 43.84  
    Non-cash mining costs   10,910     751,763     14.51  
    Shipping costs   2,641     751,763     3.51  
    Cash milling costs   10,295     755,740     13.62  
    Non-cash milling costs   1,972     755,740     2.61  
    Total $ 58,772         $ 78.09  
    Add: stockpile and concentrate inventory - Beginning   1,109              
    Less: stockpile and concentrate inventory - Ending   (2,596 )            
    Adjustment for foreign exchange movement   1,416              
    Cost of sales $ 58,701              

     

    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 condensed consolidated financial statements as of and ended December 31, 2015, as well as the audited consolidated financial statements as of and ended March 31, 2015.

    (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 engineering and 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 engineering and 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.
      Management’s Discussion and Analysis Page 25

     





    SILVERCORP METALS INC.
    Management’s Discussion and Analysis
    For the Three and Nine Months Ended December 31, 2015
    (Expressed in thousands of U.S. dollars, unless otherwise stated)

    (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 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

    IFRS 15 – Revenue from contracts with customers, the standard on revenue from contacts with customers was issued on May 28, 2014 and may be effective for annual reporting periods beginning on or after January 1, 2018, for public entities with early adoption 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, 2015.
       
    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 – 168,560,856 common shares with a recorded value of $231.8 million

    Shares subject to escrow or pooling agreements - $nil.

      Management’s Discussion and Analysis Page 26

     





    SILVERCORP METALS INC.
    Management’s Discussion and Analysis
    For the Three and Nine Months Ended December 31, 2015
    (Expressed in thousands of U.S. dollars, unless otherwise stated)

    (b) Options

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

    Number of Options Exercise Price (CAD$) Expiry Date
    145,500 14.96 7/Apr /16
    188,500 9.20 4/Jun /16
    218,000 7.27 24/Nov /16
    361,500 6.69 5/Mar /17
    199,000 6.53 17/Jun /17
    262,500 5.35 8/Aug /17
    265,000 5.40 3/Dec /17
    263,000 3.91 7/Mar /18
    267,000 3.25 2/Jun /18
    354,000 3.41 12/Sep /18
    259,000 2.98 21/Jan /19
    645,000 1.75 29/May /19
    408,450 1.76 14/Oct /19
    1,800,000 1.43 2/Jun /20
    3,827,125 0.66 30/Dec /18
    9,463,575    

     

    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, 2015. 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, 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;

      Management’s Discussion and Analysis Page 27

     





    SILVERCORP METALS INC.
    Management’s Discussion and Analysis
    For the Three and Nine Months Ended December 31, 2015
    (Expressed in thousands of U.S. dollars, unless otherwise stated)

    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 December 31, 2015, 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 Rui Feng, Chief Executive Officer
    Yikang Liu, Director Derek Liu, Chief Financial Officer
    Paul Simpson, Director Lorne Waldman, Senior Vice President, Corporate Secretary & General Counsel
    David Kong, Director Alex Zhang, Vice President, Exploration
    Malcolm Swallow, Director Luke Liu, Vice President, China Operations

    Mr. Alex Zhang, P.Geo., Vice President, Exploration of the Company, 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.

      Management’s Discussion and Analysis Page 28

     





    SILVERCORP METALS INC.
    Management’s Discussion and Analysis
    For the Three and Nine Months Ended December 31, 2015
    (Expressed in thousands of U.S. dollars, unless otherwise stated)

    Forward Looking Statements

    Certain of the statements and information in this MD&A constitute “forward-looking statements” within the meaning of the United States Private Securities Litigation Reform Act of 1995 and “forward-looking information” within the meaning of applicable Canadian provincial securities laws. Any statements or information that express or involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions or future events or performance (often, but not always, using words or phrases such as “expects”, “is expected”, “anticipates”, “believes”, “plans”, “projects”, “estimates”, “assumes”, “intends”, “strategies”, “targets”, “goals”, “forecasts”, “objectives”, “budgets”, “schedules”, “potential” or variations thereof or stating that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved, or the negative of any of these terms and similar expressions) are not statements of historical fact and may be forward-looking statements or information. Forward-looking statements or information relate to, among other things:

    • the price of silver and other metals;
    • estimates of the Company’s revenues and capital expenditures;
    • estimated ore production and grades from the Company’s mines in the Ying Mining District; and;
    • timing of receipt of permits and regulatory approvals.

    Forward-looking statements or information are subject to a variety of known and unknown risks, uncertainties and other factors that could cause actual events or results to differ from those reflected in the forward-looking statements or information, including, without limitation, risks relating to,

    • fluctuating commodity prices;
    • fluctuating currency exchange rates;
    • increasing labour costs;
    • exploration and development programs;
    • feasibility and engineering reports;
    • permits and licenses;
    • operations and political conditions;
    • regulatory environment in China and Canada;
    • environmental risks; and
    • risks and hazards of mining operations.

    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 29

     



    Silvercorp Metals (AMEX:SVM)
    Historical Stock Chart
    From Mar 2024 to Apr 2024 Click Here for more Silvercorp Metals Charts.
    Silvercorp Metals (AMEX:SVM)
    Historical Stock Chart
    From Apr 2023 to Apr 2024 Click Here for more Silvercorp Metals Charts.