Silvercorp Metals satisfies NYSE condition in connection with OreCorp offer

Silvercorp Metals announced that it has received authorization of its supplemental listing application from the NYSE American in connection with Silvercorp’s off-market takeover offer for all of the shares of OreCorp not already owned by Silvercorp for consideration comprising 0.0967 common shares of Silvercorp and A$0.19 cash per OreCorp share, as described in the company’s news release of December 26, 2023. Silvercorp will now proceed with issuing a notice in accordance with the Australian Corporations Act that the “Stock Exchange Approvals” condition to the Silvercorp Offer has been satisfied. As previously announced on January 24, the company received conditional approval from the Toronto Stock Exchange. Final TSX approval is subject to the company meeting certain customary conditions required by the TSX. The company anticipates that the next significant step towards completing the transaction will be a merger-approval decision in relation to the Silvercorp offer from the Tanzanian Fair Competition Commission, or FCC. In early November 2023, Silvercorp obtained FCC approval in respect of the then proposed scheme of arrangement with OreCorp. Given this existing approval, the minimal additional documentation which OreCorp and Silvercorp were required to provide to the FCC in the updated application and recent meetings with relevant Tanzanian authorities, Silvercorp anticipates that it is well positioned to receive the further FCC confirmation and/or approval in respect of the Silvercorp Offer within an expedited timeframe. As an example, the FCC was willing to reduce the required public notice period from 14 days to 7 days in light of the Existing Approval. Silvercorp currently expects to receive the FCC decision by mid-February 2024 and will provide further updates on the Transaction as appropriate. Silvercorp notes that the OreCorp board has provided a unanimous recommendation in favour of the Silvercorp Offer, in the absence of a superior proposal and subject to the independent expert’s report concluding, and continuing to conclude, that the Silvercorp Offer is reasonable to OreCorp shareholders.