Denison Mines Announces Closing of Transaction
June 29 2012 - 4:25PM
Marketwired
Denison Mines Corp. ("Denison") (TSX:DML)(NYSE MKT:DNN)(NYSE
Amex:DNN) is pleased to announce the closing of its previously
announced transaction whereby Energy Fuels Inc. ("Energy Fuels")
will acquire all of the shares of the subsidiaries holding
Denison's U.S. mining assets and operations (the "US Mining
Division"), as well as all of the inter-company debt between
Denison and the US Mining Division (the "Transaction"). The
Transaction is being completed pursuant to a plan of arrangement
(the "Arrangement") in accordance with the Business Corporations
Act (Ontario) which has been approved by the Ontario Superior Court
of Justice. All conditions of closing have now been satisfied by
both parties.
As a result of the Arrangement, effective at 11:59 p.m. on June
29, 2012, the US Mining Division and related inter-company debt
will be transferred by Denison to Energy Fuels and Denison
shareholders of record will receive approximately 1.106 common
shares of Energy Fuels per Denison common share, all as previously
announced. This will result in Denison shareholders holding, in
aggregate, approximately 63% of the issued and outstanding common
shares of Energy Fuels, while maintaining their interest in
Denison. After the Arrangement, Denison shareholders will hold the
same number of common shares of Denison as were held prior to the
Arrangement.
After completion of the Arrangement, Denison will continue as a
uranium exploration and development company with interests in
exploration and development projects in Saskatchewan, Zambia and
Mongolia. As well, Denison will maintain its 22.5% ownership
interest in the McClean Lake uranium mill, located in northern
Saskatchewan, which is one of the world's largest uranium
processing facilities. Denison's exploration project portfolio
includes the world class Phoenix deposit located on its 60% owned
Wheeler River project also in the Athabasca Basin region of
Saskatchewan.
Denison will also remain engaged in mine decommissioning and
environmental services through its Denison Environmental Services
(DES) division and continue to act as the manager of Uranium
Participation Corporation (TSX:U), a publicly traded company which
invests in uranium oxide in concentrates and uranium
hexafluoride.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
Certain information contained in this news release, including
any information relating to the Transaction and completion of the
Arrangement between Energy Fuels and Denison and any other
statements regarding Denison's future expectations, beliefs, goals
or prospects constitute forward-looking information within the
meaning of applicable securities legislation (collectively,
"forward-looking statements"). All statements in this news release
that are not statements of historical fact (including statements
containing the words "expects", "does not expect", "plans",
"anticipates", "does not anticipate", "believes", "intends",
"estimates", "projects", "potential", "scheduled", "forecast",
"budget" and similar expressions) should be considered
forward-looking statements. All such forward-looking statements are
subject to important risk factors and uncertainties, many of which
are beyond Denison's ability to control or predict. A number of
important factors could cause actual results or events to differ
materially from those indicated or implied by such forward-looking
statements including, without limitation, the risk factors
described in Denison's most recent annual information form, annual
and quarterly financial report and management information
circular.
Denison assumes no obligation to update the information in this
communication, except as otherwise required by law. Additional
information identifying risks and uncertainties is contained in
Denison's filings with the various provincial securities
commissions, which are available online at www.sedar.com.
Forward-looking statements are provided for the purpose of
providing information about the current expectations, beliefs and
plans of the management of Denison relating to the future. Readers
are cautioned that such statements may not be appropriate for other
purposes. Readers are also cautioned not to place undue reliance on
these forward-looking statements, which speak only as of the date
hereof.
This news release and the information contained herein do not
constitute an offer of securities for sale in the United States.
The securities issued pursuant to the Arrangement have not been,
and will not be, registered under the United States Securities Act
of 1933, as amended, and may not be offered or sold in the United
States absent registration or an applicable exemption from such
registration requirements.
Contacts: Denison Mines Corp. Ron Hochstein President & CEO
(416) 979-1991 x232rhochstein@denisonmines.com Denison Mines Corp.
Jim Anderson Executive VP and CFO (416) 979-1991
x372janderson@denisonmines.com
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