in the mail Nevsun Resources Ltd. (TSX:NSU) (NYSE AMERICAN: NSU) ("Nevsun" or the "Company") and Zijin Mining Group Co. Ltd. (SH:601899, SEHK:2899) ("Zijin") today announced that they have filed and mailed circulars with regard to Zijin's previously disclosed friendly take-over bid to acquire all of the issued and outstanding shares of Nevsun for C$6.00 per share in cash (the "Offer"). The Offer is valued at C$1.86 billion.
The Nevsun directors' circular, among other things, includes a unanimous recommendation from the Nevsun Board of Directors that Nevsun shareholders should tender their shares to the Zijin Offer. The Nevsun Board of Directors, acting on the recommendation of the Special Committee, and after evaluating the Offer in consultation with Nevsun's legal and financial advisors, has determined that the Offer is fair to Nevsun shareholders and in the best interests of Nevsun.
The filing and mailing of the Zijin take-over bid circular formally commences the take-over bid and sets an expiry date for the bid of December 28, 2018 unless the Offer is accelerated, extended, or withdrawn. The cash consideration of C$6.00 per share represents a premium of 57% over Nevsun's unaffected closing price of C$3.82 on May 7, 2018, the day Lundin Mining Corporation ("Lundin") first publicly announced its intention to acquire Nevsun. In addition, the Offer is C$1.25 per Nevsun share, or 26%, more than the C$4.75 per share hostile take-over bid for Nevsun launched by Lundin on July 26, 2018.
The Offer is not subject to any financing conditions. The Offer is subject to approval under the Investment Canada Act and the Canadian Competition Act, approval by relevant authorities in China, as well as customary closing conditions.
The Nevsun and Zijin circulars are available under Nevsun's profile on SEDAR at www.sedar.com, with the United States Securities and Exchange Commission at www.sec.gov, and on Nevsun's website at www.nevsun.com. Nevsun's Board of Directors continues to recommend that Nevsun shareholders REJECT the hostile take-over bid launched by Lundin and NOT tender their shares to the Lundin offer, which will expire on November 9, 2018.