NMC Resource Corp, a portfolio company of Korean private equity firm KTB Private Equity, has completed its previously announced going private transaction. An existing investor in the Canadian mining company, Dong Won Corp, has acquired all of the outstanding securities not already owned by it or KTB for a cash payment of $0.20 per share. Based in Vancouver, NMC has molybdenum assets in British Columbia and South Korea.
NMC Resource Corporation (TSX VENTURE: NRC) Completes Going-Private Transaction
VANCOUVER, BC–(Marketwired – February 13, 2015) – NMC Resource Corporation (TSX VENTURE: NRC) (“NMC” or the “Company”) is pleased to announce the successful completion of its previously announced going-private transaction, pursuant to which Dong Won Corporation (the “Purchaser), a significant shareholder of the Company, acquired all of the outstanding securities of the Company that the Purchaser and KTB 2007 Private Equity Fund did not previously own by way of a plan of arrangement (the “Arrangement”). The Arrangement was completed following the approval of the Supreme Court of British Columbia and the satisfaction of various conditions precedent to the Arrangement.
Payment of cash consideration of CAD$0.20 per share for the common shares acquired pursuant to the Arrangement will be made by the Depositary, Computershare Investor Services Inc. Registered shareholders of common shares are required to complete and sign a letter of transmittal and deliver it to the Depositary, together with any share certificates they may hold and the other required documents. Shareholders who hold their common shares through a broker or other intermediary may contact that broker or other intermediary for instructions and assistance in receiving the consideration for their common shares.
Pursuant to the Arrangement, all of the outstanding options of the Company were surrendered and cancelled.
Further information concerning these processes is outlined in the Company’s management information circular dated January 6, 2015, a copy of which is available, along with the letter of transmittal, under the Company’s profile at www.sedar.com.
Any questions regarding the cash consideration, including any request for another letter of transmittal should be directed to Computershare Investor Services Inc., at its North American toll-free number: 1-800-564-6253; or for outside North America at +1 514-982-7555 or via email to firstname.lastname@example.org.
In connection with the completion of the plan of arrangement, the Company has applied to have the common shares of the Company de-listed from the TSX Venture Exchange. NMC will also apply to cease to be a reporting issuer under applicable Canadian securities laws.
On behalf of the board of
NMC RESOURCE CORPORATION
Per: “Do Hyung Kim”
Do Hyung Kim, President, Chief Executive Officer and Director
Cautionary Note Regarding Forward-Looking Information
This press release contains forward-looking information or forward-looking statements (collectively referred to as “forward-looking statements”), including statements that use forward-looking terminology such as “may”, “will”, “expect”, “anticipate”, “believe”, “continue”, “potential”, or the negative thereof or other variations thereof or comparable terminology. Such forward-looking statements include, without limitation, statements regarding the de-listing of the common shares and ceasing to be a reporting issuer under applicable Canadian securities laws and other statements that are not historical facts. While such forward-looking statements are expressed by NMC, as stated in this release, in good faith and believed by NMC to have a reasonable basis, they are subject to important risks and uncertainties including, without limitation, TSX Venture Exchange and regulatory approvals and changes in applicable laws or regulations, which could cause actual results to differ materially from future results expressed, projected or implied by the forward-looking statements. As a result of these risks and uncertainties, the Arrangement could be modified, restructured or not be completed, and the results or events predicted in these forward-looking statements may differ materially from actual results or events. These forward- looking statements are not guarantees of future performance, given that they involve risks and uncertainties. NMC is not affirming or adopting any statements made by any other person in respect of the Arrangement and expressly disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by applicable securities law. Investors should not assume that any lack of update to a previously issued forward-looking statement constitutes a reaffirmation of that statement. Reliance on forward-looking statements is at investors’ own risk.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
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