According to the Complaint, Nevsun is a mid-tier base metals company with its principal executive offices
located in Vancouver, British Columbia. The Company operates Bisha, a high-grade open pit copper-zinc mine, and is developing the Timok copper-gold project.
On September 5, 2018, Nevsun issued a press release announcing that the Company had entered an agreement in connection with the Proposed Transaction. Pursuant to the terms of the agreement Zijin will make a take-over bid to acquire all of the issued and outstanding shares of Nevsun for C$6.00 per share in cash. The offer is valued at C$1.86 billion (US$1.41 billion). The Company received financial opinions from BMO Nesbitt Burns Inc. (“BMO”) and Citigroup Global Markets Inc. (“Citi”) in connection with the Proposed Transaction.
On September 14, 2018, the Company filed the Solicitation Statement and associated exhibits with the SEC. The Solicitation Statement recommends that the Company’s stockholders tender their shares in favor of the Proposed Transaction. The Complaint alleges that the Solicitation Statement misrepresents and/or omits material information that is necessary for the Company’s shareholders to make informed decisions concerning whether to tender their shares in favor of the Proposed Transaction.