Lundin Mining and Euro Sun Disclose Proposal to Acquire Nevsun Resources
Lundin Mining Corporation , and Euro Sun Mining Inc. announced that they have submitted a proposal to Nevsun Resources Ltd. to acquire all of Nevsun’s outstanding common shares for approximately C$1.5 billion . This Proposal has been rejected by Nevsun. Lundin Mining’s numerous attempts to engage Nevsun and propose a mutually beneficial transaction have been unsuccessful.
Working together, Lundin Mining and Euro Sun have identified a way to create significant value. Under the terms of the Proposal, dated April 30, 2018, Nevsun shareholders would receive total consideration of C$5.00 per Nevsun share consisting of: (i) C$2.00 in cash funded by Lundin Mining; (ii) C$2.00 in shares of Lundin Mining; plus (iii) C$1.00 in shares of Euro Sun. The Proposal would result in Lundin Mining owning the European assets of Nevsun including the Timok project and Euro Sun owning the remainder of Nevsun including the Bisha mine and Nevsun’s cash balance.
Lundin Mining and Euro Sun believe strongly that the Proposal should be shared with all Nevsun shareholders.
Lundin Mining and Euro Sun believe that the Proposal is extremely compelling for all Nevsun shareholders and represents a fully valued offer for Nevsun. The C$5.00 per share value of the total consideration represents a 40% premium to Nevsun’s closing price on April 30, 2018 on the Toronto Stock Exchange, a 54% premium to Nevsun’s 30-day volume weighted average price on the TSX for the period ended April 30, 2018, and a 92% premium to Nevsun’s closing price of C$2.61 on the TSX on February 6, 2018, the day prior to Lundin Mining’s initial offer.
Mr. Paul Conibear, President and CEO of Lundin Mining commented: “We believe our proposal is extremely compelling and in the best interests of Nevsun shareholders. Our significant experience in underground construction and mining, and track record of operating in Europe demonstrate our ability to be a strong and reputable developer of the Timok project in Serbia. Given the significant near-term financing needs of the Timok project and our strong balance sheet, the timing is ideal for Lundin Mining to acquire the Timok project and bring it into production as soon as possible. Our inclusion of cash and Lundin Mining shares will allow Nevsun shareholders to both crystallize value now and continue to share in the future growth of not only the Timok project, but benefit from the success of Lundin Mining’s operations, while participating in Lundin Mining’s future dividends.” Mr. Conibear continued, “After months of attempting to reach an agreement, we are disappointed that Nevsun has prevented its shareholders from considering our premium proposals and at this point in time, we believe that all Nevsun shareholders should be made aware of this opportunity. We remain fully committed to negotiating a transaction with Nevsun under the very attractive terms proposed.”
Mr. Scott Moore, President & Chief Executive Officer of Euro Sun commented: “The acquisition of Bisha represents a unique value creation opportunity for both current Euro Sun shareholders and to our prospective new Nevsun shareholders. The addition of an operating asset will substantially de-risk the development of the Rovina Valley gold-copper porphyry project in Romania and we will look to add value at the Bisha mine through an aggressive exploration program. The Board and management of Euro Sun have a demonstrated track record of generating outstanding shareholder returns, including through their prior involvement with Avion Gold, and the purchase of Nevsun’s Tabakoto assets in Mali, which was subsequently sold at a significant premium. We strongly believe the potential of Bisha is well beyond its current mine life and Rovina represents an opportunity for all stakeholders to participate in the second largest gold project in Europe. We look forward to the opportunity to deliver increased value at Bisha and Rovina Valley to all the stakeholders of Nevsun as Euro Sun shareholders.”
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