TORONTO, March 26, 2020 /PRNewswire/ - Denison
Mines Corp. ("Denison" or the "Company") (DML: TSX, DNN:
NYSE American) is pleased to announce that further to its
previously announced over-night marketed public offering (the
"Offering") of common shares of the Company (the "Common Shares"),
it has entered into an underwriting agreement with a syndicate of
underwriters co-led by Cantor Fitzgerald Canada Corporation, as
sole bookrunner, and Haywood Securities Inc., and including BMO
Nesbitt Burns Inc., Scotia Capital Inc., TD Securities Inc.,
Canaccord Genuity Corp. and Raymond James Ltd. (collectively the
"Underwriters") to sell 25,000,000 Common Shares at a price of
US$0.20 per share (the "Offering
Price") for gross proceeds of US$5
million. The Company has granted to the Underwriters an
option (the "Over-Allotment Option"), exercisable in whole or in
part, in the sole discretion of the Underwriters, for a period of
30 days from and including the closing of the Offering, to purchase
up to an additional 3,750,000 Common Shares ("Option Shares") at
the Offering Price. If the Over-Allotment Option is exercised in
full, the total gross proceeds to the Company will be US$5.75 million.
The Company will pay the Underwriters a cash commission equal to
6.0% of the gross proceeds of the Offering, including proceeds
received from the exercise of the Over-Allotment Option, at the
closing of the Offering.
The Offered Shares will be offered by way of a short form
prospectus in all provinces of Canada (other than Quebec), and will be offered in the United States pursuant to a prospectus
filed as part of a registration statement under the Canada/U.S. multi-jurisdictional disclosure
system. A registration statement on Form F-10 relating to these
securities has been filed with the United States Securities and
Exchange Commission (the "SEC") but has not yet become effective.
The securities may not be sold nor may offers to buy be accepted in
the United States prior to the
time the registration statement becomes effective. This news
release shall not constitute an offer to sell or the solicitation
of an offer to buy nor shall there be any sale of the Offered
Shares in any jurisdiction in which such offer, solicitation or
sale would be unlawful prior to registration or qualification under
the securities laws of that jurisdiction. The Offered Shares have
not been approved or disapproved by any regulatory authority, nor
has any such authority passed upon by the accuracy or adequacy of
the prospectus or the registration statement.
The Offering is expected to close on or about April 9, 2020 and is subject to certain
conditions including, but not limited to, the receipt of all
necessary regulatory approvals including, but not limited to, the
approval of the Toronto Stock Exchange and the NYSE American stock
exchange. Proceeds of the Offering are anticipated to be used
to fund Denison's business activities planned for the remainder of
2020 and into 2021, as well as for general working capital
purposes, as more fully described in the preliminary short form
prospectus.
The preliminary short form prospectus is available on SEDAR at
www.sedar.com. The registration statement on Form F-10, including
the U.S. form of the preliminary short form prospectus, is
available on the SEC's website at www.sec.gov. Alternatively, a
written prospectus relating to the Offering may be obtained upon
request by contacting the Company or Cantor Fitzgerald Canada
Corporation in Canada, attention:
Equity Capital Markets, 181 University Avenue, Suite 1500,
Toronto, ON, M5H 3M7, email:
ecmcanada@cantor.com; or Cantor Fitzgerald & Co., Attention:
Equity Capital Markets, 499 Park Avenue, 6th Floor, New York, New York, 10022 or by email at
prospectus@cantor.com.
About Denison
Denison is a uranium exploration and development company with
interests focused in the Athabasca
Basin region of northern Saskatchewan,
Canada. Denison's Athabasca
Basin exploration portfolio consists of numerous projects covering
approximately 280,000 hectares. The Company's flagship project is
the 90% owned Wheeler River Uranium Project. Denison's interests in
the Athabasca Basin also include a
22.5% ownership interest in the McClean Lake joint venture
("MLJV"), which includes several uranium deposits and the McClean
Lake uranium mill, which is currently processing ore from the Cigar
Lake mine under a toll milling agreement, plus a 25.17% interest in
the Midwest and Midwest A deposits, and a 66.57% interest in the J
Zone and Huskie deposits on the Waterbury Lake property. Each of
Midwest, Midwest A, J Zone and Huskie are located within 20
kilometres of the McClean Lake mill.
Denison is engaged in mine decommissioning and environmental
services through its Closed Mines group (formerly Denison
Environmental Services), which manages Denison's Elliot Lake reclamation projects and provides
post-closure mine care and maintenance services to a variety of
industry and government clients.
Denison is also the manager of Uranium Participation Corp., a
publicly traded company which invests in uranium oxide and uranium
hexafluoride.
Cautionary Statement Regarding Forward-Looking
Statements
Certain information contained in this news release
constitutes 'forward-looking information', within the meaning of
the applicable United States and
Canadian legislation concerning the business, operations and
financial performance and condition of Denison.
Generally, these forward-looking statements can be identified
by the use of forward-looking terminology such as 'plans',
'expects', 'budget', 'scheduled', 'estimates', 'forecasts',
'intends', 'anticipates', or 'believes', or the negatives and/or
variations of such words and phrases, or state that certain
actions, events or results 'may', 'could', 'would', 'might' or
'will be taken', 'occur', 'be achieved' or 'has the potential
to'.
In particular, this news release contains forward-looking
information pertaining to the following: the Offering, and the
proposed terms and completion thereof; the proposed use of proceeds
of the Offering, assuming its completion; evaluation and
development plans and objectives; and expectations regarding its
joint venture ownership interests and the continuity of its
agreements with its partners.
Forward looking statements are based on the opinions and
estimates of management as of the date such statements are made,
and they are subject to known and unknown risks, uncertainties and
other factors that may cause the actual results, level of activity,
performance or achievements of Denison to be materially different
from those expressed or implied by such forward-looking statements.
For example, if market conditions remain volatile and/or COVID-19
mitigation measures result in more social and economic disruptions,
Denison may not be able to complete the Offering on the terms
herein described or at all, which could have significant impacts on
Denison and its ability to continue as a going concern.
Denison believes that the expectations reflected in this
forward-looking information are reasonable but no assurance can be
given that these expectations will prove to be accurate and results
may differ materially from those anticipated in this
forward-looking information. For a discussion in respect of risks
and other factors that could influence forward-looking events,
please refer to the factors discussed in Denison's Annual
Information Form dated March 13, 2020
under the heading 'Risk Factors'. These factors are not, and should
not, be construed as being exhaustive.
Accordingly, readers should not place undue reliance on
forward-looking statements. The forward-looking information
contained in this news release is expressly qualified by this
cautionary statement. Any forward-looking information and the
assumptions made with respect thereto speaks only as of the date of
this news release. Denison does not undertake any obligation to
publicly update or revise any forward-looking information after the
date of this news release to conform such information to actual
results or to changes in Denison's expectations except as otherwise
required by applicable legislation.
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SOURCE Denison Mines Corp.