Denison Mines Corp. ("Denison"
or the "Company") (TSX:DML
- News)(AMEX:DNN - News) is pleased to announce
the closing of its underwritten private placement of 25 million special
warrants of the Company (the "Special Warrants") for gross proceeds
of C$61,250,000 (the "Non Flow-Through Offering") and 1.4 million
flow-through special warrants of the Company (the "Flow-Through Special
Warrants") for gross proceeds of C$4,200,000 (the "Flow-Through
Offering"). Collectively, the Non Flow-Through Offering and the
Flow-Through Offering raised aggregate gross proceeds for the Company of
C$65,450,000 (the "Offering"). The Offering was completed through a
syndicate of investment dealers.
Each Special Warrant and Flow-Through
Special Warrant entitles the holder thereof to receive one common share of
the Company (a "Common Share"). The Special Warrants and
Flow-Through Special Warrants are exercisable by the holders thereof at any
time for no additional consideration, and all unexercised Special Warrants
and Flow-Through Special Warrants will be deemed to be exercised on the
earlier of: (i) April 10, 2011; and (ii) the third
business day after a receipt is issued for a (final) prospectus by the
securities regulatory authorities in each of the provinces in which the
Special Warrants and Flow-Through Special Warrants were sold, being Ontario,
Alberta, British Columbia and Nova Scotia.
The Company will use its reasonable best
efforts to obtain such receipt by December 31, 2010. However, if the Company
fails to qualify the distribution of the Common Shares underlying the Special
Warrants, by December 31, 2010, then the holders of the Special Warrants will
be entitled to receive 1.1 Common Shares in lieu of one Common Share upon the
exercise or deemed exercise of the Special Warrants (the "Penalty Provision").
The Flow-Through Special Warrants are not subject to the Penalty Provision.
The Company plans to use the proceeds of
the Non Flow-Through Offering for the development of the Company's uranium
properties, for working capital and for general corporate purposes. The
proceeds received by the Company from the Flow-Through Offering will be used
to incur eligible Canadian exploration expenses that qualify as Canadian
exploration expenses and "flow-through mining expenditures" for
purposes of the Income Tax Act (Canada) and which will be renounced in favour of the holders with an effective date of no later
than December 31, 2010.
This press release shall not constitute
an offer to sell or solicitation of an offer to buy the securities in any
jurisdiction. These securities offered have not been 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
registration requirements.
About Denison
Denison Mines Corp. is mid-sized uranium
producer in North America, with mining assets in the Athabasca Basin region
of Saskatchewan, Canada and the southwest United States including Colorado,
Utah, and Arizona. The Company has ownership interests in two conventional
uranium mills in North America. Denison also has a strong exploration and
development portfolio including the Phoenix discovery in the Athabasca Basin
as well as large land positions in the United States, Canada, Mongolia and
Zambia.
Cautionary Statements Regarding Forward
Looking Information
This document contains forward-looking
statements. More particularly, this document contains statements which
include, but are not limited to, the issuance of securities upon the exercise
of the Special Warrants and the Flow-Through Special Warrants, the Company's
plans to file a prospectus and the Company's planned use of the proceeds of
the Offering.
The forward-looking statements are based
on certain key expectations and assumptions made by the Company. Although the
Company believes that the expectations and assumptions on which the
forward-looking statements are based are reasonable, undue reliance should
not be placed on the forward-looking statements because the Company can give
no assurance that they will prove to be correct. Since forward looking
statements address future events and conditions, by their very nature they
involve inherent risks and uncertainties. Actual results could differ
materially from those currently anticipated due to a number of factors and
risks. The forward-looking statements contained in this press release are
made as of the date hereof and the Company undertakes no obligation to update
publicly or revise any forward-looking statements or information, whether as
a result of new information, future events or otherwise, unless so required
by applicable securities laws.
Contact:
Contacts:
Denison Mines Corp.
Ron Hochstein
President and Chief Executive Officer
(416) 979-1991 ext. 232
Denison Mines Corp.
James Anderson
Executive Vice President & Chief Financial Officer
(416) 979-1991 ext. 372
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