The Stock Exchange of Hong Kong Limited and the Securities and Futures Commission take no responsibility for the contents of this Application Proof, make no representation as to its accuracy or completeness and expressly disclaim any
The Stock Exchange of Hong Kong Limited and the Securities and Futures Commission take no responsibility for the
contents of this Application Proof, make no representation as to its accuracy or completeness and expressly disclaim any
liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this
Application Proof.
Application Proof of
Silvercorp Metals Inc.
(the “ Company ”)
(a corporation incorporated under the Business Corporation Act of British Columbia, Canada with limited liability)
WARNING
The publication of this Application Proof is required by The Stock Exchange of Hong Kong Limited (the “ Stock
Exchange ”) and the Securities and Futures Commission (the “ Commission ”) solely for the purpose of providing
information to the public in Hong Kong.
This Application Proof is in draft form. The information contained in it is incomplete and is subject to change
which can be material. By viewing this document, you acknowledge, accept and agree with the Company, its sole
sponsor, overall coordinator, advisors or members of the underwriting syndicate that:
(a) this document is only for the purpose of providing information about the Company to the public in Hong
Kong and not for any other purposes. No investment decision should be based on the information contained
in this document;
(b) the publication of this document or supplemental, revised or replacement pages on the Stock Exchange’s
website does not give rise to any obligation of the Company, its sole sponsor, overall coordinator, advisors or
members of the underwriting syndicate to proceed with an offering in Hong Kong or any other jurisdiction.
There is no assurance that the Company will proceed with the offering;
(c) the contents of this document or supplemental, revised or replacement pages may or may not be replicated in
full or in part in the actual final listing document;
(d) the Application Proof is not the final listing document and may be updated or revised by the Company from
time to time in accordance with The Rules Governing the Listing of Securities on The Stock Exchange of
Hong Kong Limited;
(e) this document does not constitute a prospectus, offering circular, notice, circular, brochure or advertisement
offering to sell any securities to the public in any jurisdiction, nor is it an invitation to the public to make
offers to subscribe for or purchase any securities, nor is it calculated to invite offers by the public to
subscribe for or purchase any securities;
(f) this document must not be regarded as an inducement to subscribe for or purchase any securities, and no
such inducement is intended;
(g) neither the Company nor any of its affiliates, advisors or underwriters is offering, or is soliciting offers to
buy, any securities in any jurisdiction through the publication of this document;
(h) no application for the securities mentioned in this document should be made by any person nor would such
application be accepted;
(i) the securities referred to in this document have not been and will not be registered under the United States
Securities Act of 1933, as amended, or any state securities law in the United States and may not be offered
and sold in the United States or to or for the account or benefit of U.S. persons or persons in the United
States (as such terms are used in Regulation S under such Act) unless they are registered under such Act and
any applicable state securities laws, or an exemption from the registration requirements of such Act and any
applicable state securities laws are available;
(j) the securities mentioned in this document have not been qualified by a prospectus in any jurisdiction in
Canada and may not be offered or sold in Canada except pursuant to an available exemption from prospectus
requirements under applicable Canadian securities laws;
(k) as there may be legal restrictions on the publication of this document or dissemination of any information
contained in this document, you agree to inform yourself about and observe any such restrictions applicable
to you; and
(l) the application to which this document relates has not been approved for listing and the Stock Exchange and
the Commission may accept, return or reject the application for the subject public offering and/ or listing.
If an offer or an invitation is made to the public in Hong Kong in due course, prospective investors are
reminded to make their investment decisions solely based on the Company’s prospectus registered with the
Registrar of Companies in Hong Kong, copies of which will be published to the public during the offer
period.
If you are in any doubt about any of the contents of this Document, you should obtain independent professional advice.
Silvercorp Metals Inc.
(a corporation incorporated under the Business Corporation Act of British Columbia, Canada)
[REDACTED]
Number of [REDACTED] under the [REDACTED] : [REDACTED] Shares (subject to the
[REDACTED])
Number of [REDACTED] : [REDACTED] Shares (subject to [REDACTED])
Number of [REDACTED] : [REDACTED] Shares (subject to [REDACTED]
and the [REDACTED])
Maximum [REDACTED] : HK$[REDACTED] per [REDACTED], plus
brokerage of 1.0%, SFC transaction levy of
0.0027%, AFRC transaction levy of 0.00015%
and Stock Exchange trading fee of 0.00565%
(payable in full on application in Hong Kong
dollars and subject to refund)
[REDACTED] : []
Sole Sponsor, [REDACTED]
Hong Kong Exchanges and Clearing Limited, The Stock Exchange of Hong Kong Limited and Hong Kong Securities Clearing Company Limited take no
responsibility for the contents of this Document, make no representation as to its accuracy or completeness and expressly disclaim any liability wha tsoever for
any loss howsoever arising from or in reliance upon the whole or any part of the contents of this Document.
A copy of this Document, having attached thereto the documents specified in “Documents Delivered to the Registrar of Companies and Available on Displ ay”
in Appendix VI to this Document, has been registered by the Registrar of Companies in Hong Kong as required by Section 342C of the Companies (Winding up
and Miscellaneous Provisions) Ordinance (Cap 32 of the Laws of Hong Kong). The Securities and Futures Commission of Hong Kong and the Registrar of
Companies in Hong Kong take no responsibility as to the contents of this Document or any other documents referred to above.
The [REDACTED] will not be more than HK$ [REDACTED] per [REDACTED] and is expected to be not less than HK$ [REDACTED] per [REDACTED] ,
unless otherwise announced. Applicants for [REDACTED] may be required to pay, on application (subject to application channels), the maximum
[REDACTED] of HK$ [REDACTED] for each [REDACTED] together with a brokerage fee of 1.0%, a SFC transaction levy of 0.0027%, AFRC transaction
levy of 0.00015% and a Stock Exchange trading fee of 0.00565%. The [REDACTED] , for itself and on behalf of the [REDACTED] , and with our consent
may, where considered appropriate, reduce the number of [REDACTED] at any time prior to the morning of the last day for lodging applications under the
[REDACTED] . In such a case, an announcement will be published on the website of our Company at www.silvercorpmetals.com and on the website of the
Hong Kong Stock Exchange at www.hkexnews.hk and the [REDACTED] will be canceled and relaunched at the revised number of [REDACTED] and the
requirements under Rule 11.13 of the Listing Rules (which include the issue of a supplemental [REDACTED] or a new [REDACTED] (as appropriate)), as
soon as practicable following the decision to make such reduction, and in any event not later than the morning of the day which is the last day for lodging
applications under the [REDACTED] . Further details are set forth in “Structure of the [REDACTED] ” and “How to Apply for [REDACTED] ”i nt h i s
Document. The obligations of the Hong Kong [REDACTED] under the Hong Kong [REDACTED] are subject to termination by the [REDACTED] (for itself
and on behalf of the Hong Kong [REDACTED] ) if certain grounds arise prior to 8:00 a.m. on the [REDACTED] Date. See “ [REDACTED] ”o ft h i s
Document.
We are listed on the Toronto Stock Exchange and NYSE American and are seeking a [REDACTED] . The [REDACTED] are not qualified for sale in Canada
and may not be offered and sold in Canada in connection with the [REDACTED], directly or indirectly, except in circumstances where an exemption
from [REDACTED] and registration requirements is available. The [REDACTED] have not been and will not be registered under the [REDACTED] or
any [REDACTED] law in the United States and may not be offered and sold in the United States or to or for the account or benefit of U.S. Persons or
persons in the United States unless the [REDACTED] are registered under the [REDACTED] and any applicable [REDACTED] laws, or an exemption
from the registration requirements of the [REDACTED] and any applicable [REDACTED] laws are available. Neither the U.S. Securities and Exchange
Commission nor any other U.S. federal or state securities commission or regulatory authority has approved or disapproved of the [REDACTED] or
passed an opinion on the adequacy of this Document. Any representation to the contrary is a criminal offense in the United States.
Upon completion of the [REDACTED] , all [REDACTED] will become fungible and freely tradable on [REDACTED] , provided that [REDACTED] issued to
certain Canadian resident subscribers will be subject to a four month hold period under Canadian [REDACTED] laws.
Prior to making an [REDACTED] decision, prospective [REDACTED] should consider carefully all of the information set out in this Document, including the
risk factors set out in the section headed “Risk Factors” in this Document. Information regarding the proposed arrangements for the [REDACTED] , and
dealings and settlement of dealings in, the [REDACTED] following the [REDACTED] is set out in the section headed “ [REDACTED] , Registration, Dealings
and Settlement” in this Document.
[REDACTED]
THIS DOCUMENT IS IN DRAFT FORM, INCOMPLETE AND SUBJECT TO CHANGE AND THAT THE INFORMATION MUST BE
READ IN CONJUNCTION WITH THE SECTION HEADED “WARNING” ON THE COVER OF THIS DOCUMENT.
IMPORTANT
[REDACTED]
[REDACTED]
THIS DOCUMENT IS IN DRAFT FORM, INCOMPLETE AND SUBJECT TO CHANGE AND THAT THE INFORMATION MUST BE
READ IN CONJUNCTION WITH THE SECTION HEADED “WARNING” ON THE COVER OF THIS DOCUMENT.
IMPORTANT
[REDACTED]
THIS DOCUMENT IS IN DRAFT FORM, INCOMPLETE AND SUBJECT TO CHANGE AND THAT THE INFORMATION MUST BE
READ IN CONJUNCTION WITH THE SECTION HEADED “WARNING” ON THE COVER OF THIS DOCUMENT.
IMPORTANT
[REDACTED]
THIS DOCUMENT IS IN DRAFT FORM, INCOMPLETE AND SUBJECT TO CHANGE AND THAT THE INFORMATION MUST BE
READ IN CONJUNCTION WITH THE SECTION HEADED “WARNING” ON THE COVER OF THIS DOCUMENT.
EXPECTED TIMETABLE (1)
–i–
[REDACTED]
THIS DOCUMENT IS IN DRAFT FORM, INCOMPLETE AND SUBJECT TO CHANGE AND THAT THE INFORMATION MUST BE
READ IN CONJUNCTION WITH THE SECTION HEADED “WARNING” ON THE COVER OF THIS DOCUMENT.
EXPECTED TIMETABLE (1)
–i i–
[REDACTED]
THIS DOCUMENT IS IN DRAFT FORM, INCOMPLETE AND SUBJECT TO CHANGE AND THAT THE INFORMATION MUST BE
READ IN CONJUNCTION WITH THE SECTION HEADED “WARNING” ON THE COVER OF THIS DOCUMENT.
EXPECTED TIMETABLE (1)
– iii –
IMPORTANT NOTICE TO PROSPECTIVE [REDACTED]
This Document is issued by our Company solely in connection with the [REDACTED] and the
[REDACTED] and does not constitute an offer to sell or a solicitation of an offer to subscribe for
or buy any [REDACTED] . This Document may not be used for the purpose of, and does not
constitute, an offer to sell or a solicitation of an offer to subscribe for or buy any security in any
[REDACTED] circumstances. No action has been taken to permit a public offering of
[REDACTED] or the distribution of this Document in any jurisdiction [REDACTED] . The
distribution of this Document and the offering and sale of the [REDACTED] in other jurisdictions
are subject to restrictions and may not be made except as permitted under the applicable
[REDACTED] pursuant to registration with or authorization by the relevant [REDACTED]
authorities or an exemption therefrom.
You should rely only on the information contained in this Document to make your
[REDACTED] decision. We have not authorized anyone to provide you with information that is
different from what is contained in this Document. Any information or representation not included in
this Document must not be relied on by you as having been authorized by us, the Sole Sponsor ,
[REDACTED] , [REDACTED] , any of our or their respective directors or advisers, or any other
person or party involved in the [REDACTED] . Information contained on our website, located at
www.silvercorpmetals.com , does not form part of this Document.
Page
Expected Timetable ..................................................... i
Contents ............................................................. i v
Summary ............................................................. 1
Definitions ............................................................ 2 0
Summary of the NI 43−101 Code ........................................... 3 5
Glossary of Technical Terms ............................................... 3 7
Forward-Looking Statements .............................................. 4 4
Risk Factors ........................................................... 4 6
Waivers and Exemption .................................................. 7 2
Information about this Document and the [REDACTED] ......................... 7 8
Directors and Parties Involved in the [REDACTED] ............................ 8 2
Corporate Information ................................................... 8 5
Industry Overview ...................................................... 8 7
THIS DOCUMENT IS IN DRAFT FORM, INCOMPLETE AND SUBJECT TO CHANGE AND THAT THE INFORMATION MUST BE
READ IN CONJUNCTION WITH THE SECTION HEADED “WARNING” ON THE COVER OF THIS DOCUMENT.
CONTENTS
–i v–