VANCOUVER, Nov. 20, 2018 /PRNewswire/ - Nevsun
Resources Ltd. (TSX:NSU) (NYSE AMERICAN: NSU) ("Nevsun" or the
"Company") today announced that it has been advised by Zijin Mining
Group Co. Ltd. (SH:601899, SEHK:2899) ("Zijin") that Zijin has
completed the Chinese State Administration of Foreign Exchange
("SAFE") registration and received the Canadian Investment Canada
Act ("ICA") approval for Zijin's proposed friendly takeover bid of
Nevsun (the "Offer").
The SAFE registration is the final Chinese regulatory condition
and ICA is the final Canadian regulatory condition to the Offer.
Both conditions have now been met.
The transaction remains subject to customary closing conditions.
The Offer is not subject to any financing conditions. Nevsun
will continue to work with Zijin to complete the transaction as
scheduled.
As previously disclosed, the Offer is all cash consideration of
C$6.00 per Nevsun share. 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 ACCEPT the Zijin Offer by tendering their
shares as noted in the Zijin circular.
Advisors
Counsel for Nevsun's Special Committee is Borden Ladner Gervais
LLP, and its independent financial advisor is Citi. Counsel for the
Company is Blake, Cassels & Graydon LLP and U.S. counsel is
Gibson, Dunn & Crutcher LLP. The Company's financial advisor is
BMO Capital Markets.
About Nevsun Resources Ltd.
Nevsun Resources Ltd. is the 100% owner of the high-grade
copper-gold Timok Upper Zone and 60.4% owner of the Timok Lower
Zone in Serbia. The Timok Lower Zone is a joint venture with
Freeport-McMoRan Exploration Corporation ("Freeport") which
currently owns 39.6% and upon completion of any feasibility study
(on the Upper or Lower Zone), Nevsun Resources Ltd. will own 46%
and Freeport will own 54%. Nevsun
generates cash flow from its 60% owned copper-zinc Bisha Mine in
Eritrea.
About Zijin Mining Group Co. Ltd.
Formed in 1993,
Zijin Mining Group Co. Ltd. is based in Fujian, China and is a leading global mining
company specializing in gold, copper, zinc and other mineral
resource exploration and development. It manages an extensive
portfolio, primarily consisting of gold, copper, zinc, and other
metals through investments in China and overseas across nine countries.
Listed on the Shanghai Stock Exchange and the Hong Kong Stock
Exchange, Zijin has a market capitalization of approximately
US$10 billion.
Forward Looking Statements
The above contains certain statements that are deemed
forward-looking statements or forward-looking information within
the meaning of the United States Private Securities Litigation
Reform Act of 1995, and applicable Canadian securities laws.
Forward-looking statements are frequently, but not always,
identified by words such as "expects", "anticipates", "believes",
"hopes", "intends", "estimated", "potential", "possible" and
similar expressions, or statements that events, conditions or
results "will", "may", "could" or "should" occur or be achieved.
Forward-looking statements are statements concerning the Company's
current beliefs, plans and expectations about the future, including
but not limited to statements and information about the Offer to
purchase all of the shares of Nevsun and the terms and conditions
of the Offer including Zijin securing financing, transaction
conditions being satisfied and estimated timing for completion of a
transaction with Zijin, the business, prospects and future
activities of, and developments related to the Company, goals,
strategies, future growth and other events or conditions that may
occur in the future, and are inherently uncertain. The actual
achievements of the Company or other future events or conditions
may differ materially from those reflected in the forward-looking
statements due to a variety of risks, uncertainties and other
factors, including, without limitation, the risks more fully
described in the Company's Annual Information Form for the fiscal
year ended December 31, 2017 (the
"AIF") and the Company's management discussion and analysis for the
fiscal year ended December 31, 2017
(the "MD&A"), which are incorporated herein by
reference.
The Company's forward-looking statements are based on the
beliefs, expectations and opinions of management on the date the
statements are made and the Company assumes no obligation to update
such forward-looking statements in the future, except as required
by law. For the reasons set forth above, investors should not place
undue reliance on the Company's forward-looking statements. Further
information concerning risks and uncertainties associated with
these forward-looking statements and our business can be found in
our AIF and MD&A, which are available on the Company's website
(www.nevsun.com), filed under our profile on SEDAR (www.sedar.com)
and on EDGAR (www.sec.gov) under cover of Form 40-F.
NEVSUN RESOURCES LTD.
"Peter Kukielski"
Peter Kukielski
President & Chief Executive Officer
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SOURCE Nevsun Resources Ltd.