The TSX Venture Exchange has accepted for filing a share purchase agreement dated Feb. 24, 2026, between Tincorp Metals Inc., Silvercorp Metals Inc. and Silvercorp's subsidiary, Adventus Mining Corp. Pursuant to the agreement, the company has acquired all issued and outstanding shares of Santa Barbara Metals Inc., which holds a 100-per-cent interest in the Santa Barbara gold-copper project, located in the Zamora copper-gold belt of southeastern Ecuador.

In consideration for the acquisition, the company paid an upfront cash payment of $1.5-million (U.S.) and issued 15 million common shares at a deemed price of 40 cents per share on the closing date. The company will also make deferred cash payments of $2.5-million (U.S.) on the first anniversary and $4-million (U.S.) on the second anniversary of closing. On the third anniversary, a final payment of $5.5-million (U.S.) may, at the seller's election, be paid in cash or through the issuance of common shares at a minimum price of 40 cents per share. The aggregate maximum number of common shares issuable under the agreement is 33,848,500; following the initial issuance of 15 million common shares at closing, the company may issue up to a remaining 18,848,500 shares for the final anniversary payment.

As part of the transaction, the company granted a 1.5-per-cent net smelter return (NSR) royalty on the project, with an option to repurchase two-thirds of the royalty (a 1-per-cent NSR) for $10-million (U.S.). To secure the deferred payments and the royalty, the company has granted a pledge over the Santa Barbara Metals shares and a security interest in the mining concessions.

The transaction is non-arm's length in nature and no finders' fees are payable.

For further information, please refer to the company's news releases dated Feb. 25, 2026, May 5, 2026, and May 13, 2026.