Energy Fuels Inc. and Denison Mines Corp. Announce Transaction to Create Leading U.S. Uranium Company

TORONTO, ONTARIO, Apr 16 (MARKET WIRE) --
Energy Fuels Inc. ("Energy Fuels" or "EFR") (TSX:EFR) and Denison Mines
Corp. ("Denison" or "DML") (TSX:DML)(NYSE Amex:DNN) today announced that
they have entered into a Letter Agreement to complete a transaction (the
"Transaction") whereby EFR will acquire all of Denison's mining assets
and operations located in the United States (the "US Mining Division")
from Denison in exchange for 425,441,494 common shares of EFR (the "EFR
Share Consideration"). Immediately following the closing of the
Transaction, Denison will complete a Plan of Arrangement (the "Denison
Arrangement") whereby Denison will complete a reorganization of its
capital and will distribute the EFR Share Consideration to DML
shareholders on a pro rata basis as a return of capital in the course of
that reorganization. Upon completion of the Denison Arrangement, Denison
shareholders will receive approximately 1.106 common shares of EFR for
each common share of DML owned and will in aggregate own approximately
66.5% of the issued and outstanding common shares of EFR.

Energy Fuels and Denison believe that the Transaction and the Denison
Arrangement will provide a number of substantial benefits for
shareholders of both companies, including the following:

-- Creation of the largest 100% U.S. pure-play uranium producer and one of
the largest holders of National Instrument 43-101("NI 43-101") compliant
U.S. based uranium resources.
-- 2012 production forecasts totaling greater than 25% of total U.S.
estimated production.
-- Measured and Indicated Resources of 49.8 million lbs of U3O8, plus
Inferred Resources of 17.9 million lbs of U3O8.
-- U.S. focus provides compelling fundamentals: domestic consumption of 55
million lbs of U3O8 per year vs. domestic production of only 4 million
lbs of U3O8 per year.
-- Clear operational synergies and capital efficiencies to increase
production.
-- Combination of mining and development assets which will accelerate the
rate of development of EFR mines, provide higher throughput of mill
feed, and extend the number of years of production at the White Mesa
Mill.
-- EFR's Sheep Mountain Project is an advanced-stage development asset
which provides flexibility to bring an additional 1.5 million lbs per
year of U.S.-produced U3O8 on-line.
-- Creation of a strategic platform for continued uranium consolidation
within the U.S.
-- Substantial vanadium by-product from the White Mesa Mill and Colorado
Plateau Properties, where historic uranium to vanadium ratios have
averaged approximately 5:1.
-- Combined management expertise, with decades of combined uranium mining
and processing experience.
-- DML shareholders to benefit from the division of two distinctly
different business profiles as well as exclusive management focus on
exploration and development, such as DML's high-profile Wheeler River
project in the Athabasca Basin region of northern Saskatchewan and its
Mutanga project in Zambia.

Steve Antony, President and CEO of Energy Fuels commented, "This
transaction is transformational for Energy Fuels and reshapes the
landscape of the uranium sector within the U.S. It combines the highly
strategic asset of the only operating uranium mill in the U.S., White
Mesa, with a significant resource base that substantially increases White
Mesa's available feedstock. The result is an unmatched production growth
profile and the opportunity for both Energy Fuels and Denison
shareholders to benefit from the clear operational synergies that result
from this transaction. I look forward to working with Denison's U.S. team
to maximize the benefits of this important combination."

Ron Hochstein, President and CEO of Denison added, "This transaction is
an important step forward for Denison. The Company has evolved on two
parallel but different tracks, being both an exploration and development
entity with a global footprint and an established producer in the United
States. We are pleased to have the opportunity to combine our U.S.
operations with such a complimentary set of assets and people. I'm
excited about the opportunities that lie ahead for both Denison and
Energy Fuels shareholders and believe that this transaction only serves
to strengthen the operations of both companies."

Transaction Details

Pursuant to the Letter Agreement, the parties have agreed to enter into
exclusive negotiations with a view to entering into a definitive
agreement in respect of the Transaction (the "Arrangement Agreement").
The execution of the Arrangement Agreement is subject to the following
conditions:

(a) Korea Electric Power Corporation ("KEPCO") shall have waived its right
of first opportunity provided for in the strategic relationship
agreement dated as of June 15, 2009 among Denison, KEPCO and a
subsidiary of KEPCO, or the 30-day period for exercising such right
shall have expired without KEPCO exercising right;
(b) the entering into of support agreements with all directors and
officers of Denison, who own shares of Denison, and Zebra Holdings and
Investments S.a.r.l. and Lorito Holdings S.a.r.l.;
(c) the entering into of support agreements with all directors and
officers of Energy Fuels, who own shares of Energy Fuels, and with the
three largest shareholders of Energy Fuels;
(d) the prior approval by the boards of directors of each of Denison and
Energy Fuels;
(e) there shall not have been any event or change that has had or would be
reasonably likely to have a material adverse effect on the business,
operations, results of operations, prospects, assets, liabilities or
financial condition of the U.S. Mining Division and of the Energy
Fuels group taken as a whole.

The three largest shareholders of Energy Fuels, Dundee Resources Ltd.,
Pinetree Capital Ltd. and Mega Uranium Ltd. who collectively own
approximately 22.7% of Energy Fuels' outstanding common shares, have
indicated their willingness to enter into support agreements in respect
of the Transaction. Zebra Holdings and Investments S.a.r.l. and Lorito
Holdings S.a.r.l., which combined are one of the largest shareholders of
Denison, owning approximately 9.9% of Denison's outstanding commons
shares, have also indicated their willingness to enter into support
agreements in respect of the Transaction.

At its shareholder meeting to approve the Transaction, Energy Fuels also
expects to seek shareholder approval to implement a 10-for-1
consolidation of its common shares.

Following execution of the Arrangement Agreement, it is anticipated that
completion of the Transaction will be subject to the following additional
conditions:

a) approval of the Denison Arrangement by Denison shareholders;
b) approval of the issuance of the EFR Share Consideration as part of the
Transaction by Energy Fuels shareholders;
c) court approval of the Denison Arrangement;
d) receipt of third party approvals and consents; and
e) receipt of all required regulatory approvals, including acceptance by
the Toronto Stock Exchange.

The Letter Agreement contains customary deal protection mechanisms,
including a reciprocal break fee of Cdn$3.0 million payable in certain
circumstances, non-solicitation provisions and a right to match any
superior proposal.

Completion of the Transaction is subject to a number of conditions and
contingencies, many of which are beyond the control of Denison and Energy
Fuels. These conditions include the entering into of definitive
agreements, receipt of third party and regulatory approvals, receipt of
shareholder and court approval, and the absence of any material adverse
changes. Although it is the intention of Denison and Energy Fuels to
proceed as expeditiously as possible toward completion of the Transaction
and the Denison Arrangement, there can be no guarantee that these
transactions will be completed.

Advisors and Counsel

Dundee Securities Ltd. is acting as financial advisor to Energy Fuels and
its board of directors, and has provided a verbal opinion to the effect
that, as of the date hereof, the consideration offered to Denison by
Energy Fuels is fair, from a financial point of view, to Energy Fuels.
Dundee Securities Ltd. and Dundee Resources Ltd. are wholly-owned
subsidiaries of Dundee Corporation. Borden, Ladner and Gervais LLP is
acting as legal advisor to Energy Fuels.

Haywood Securities Inc. is acting as financial advisor to Denison and its
board of directors, and has provided an opinion to the effect that, as of
the date hereof and subject to the assumptions, limitations and
qualifications set out therein, the consideration to be received by
shareholders of Denison is fair, from a financial point of view, to
shareholders of Denison. Blake, Cassels & Graydon LLP is acting as legal
advisor to Denison.

Conference Call

Energy Fuels and Denison will be hosting a conference call on Tuesday,
April 17, 2012 starting at 10:30 a.m. (Toronto time) to discuss the
Transaction. The call will be available live through a webcast link on
Energy Fuels website (www.energyfuels.com) and Denison's website
(www.denisonmines.com), and by dialing 1-888-789-9572 (toll free) or
416-695-7806. A recorded version of the conference call will be available
for playback approximately two hours following the conclusion of the call
by dialing 905-694-9451 or 800-408-3053 (password: 6637859). The
presentation will also be available at www.energyfuels.com and
www.denisonmines.com.

Overview of EFR and Denison's U.S. Mining Division

Energy Fuels Inc.

Energy Fuels Inc. is a uranium and vanadium mineral development company.
The Company recently acquired Titan Uranium Inc., including the Sheep
Mountain Project in the Crooks Gap District of Wyoming. The Company also
received a Final Radioactive Materials License from the State of Colorado
for the proposed Pinon Ridge Uranium and Vanadium Mill in March 2011. The
mill will be the first uranium mill constructed in the United States in
over 30 years.

With about 61,000 acres of highly prospective uranium and vanadium
properties located in the states of Colorado, Utah, Arizona, Wyoming, and
New Mexico, as well as exploration properties in Saskatchewan's Athabasca
Basin totaling approximately 32,000 additional acres, the Company has a
full pipeline of additional development prospects. Energy Fuels, through
its wholly-owned subsidiaries, has assembled this property portfolio
along with a first class management team, including highly skilled
technical mining and milling professionals.

On March 1, 2012, Energy Fuels announced an updated Preliminary
Feasibility Study for Sheep Mountain. The study contemplates the
concurrent development of the underground and open pit deposits for a 15
year mine life. This option generates a pre-tax Internal Rate of Return
(IRR) of 42% and a Net Present Value (NPV) of US$201 million, at a 7%
discount rate and a $65/lb long term U3O8 price. This option has an
expected initial CAPEX requirement of US$109 million and OPEX of US$32.31
per lb. recovered. The Sheep Mountain project is currently at an advanced
stage of permitting. Production is expected to commence in 2015, with a
peak production rate of 1.5 million lbs U3O8 per year.

The Sheep Mountain Project contains an Indicated Resource of 12,895,000
tons at an average grade of 0.12% eU3O8 (30,285,000 lbs eU3O8). This
figure includes Probable Reserves of 7,453,000 tons at an average grade
of 0.123% eU3O8 (18,365,000 lbs eU3O8). Energy Fuels' Colorado Plateau
properties additionally contain Measured & Indicated Resources of
1,951,486 tons at an average grade of 0.24% eU3O8 and 0.89% V2O5
(9,371,821 lbs eU3O8 and 34,862,116 lbs V2O5).

The technical information in this news release regarding the Sheep
Mountain Project was prepared in accordance with the Canadian regulatory
requirements set out in NI 43-101 and is extracted from Preliminary
Feasibility Study for Sheep Mountain dated April 13, 2012 which is filed
on EFR's SEDAR profile and is available for viewing at www.sedar.com.

Stephen P. Antony, President and CEO of Energy Fuels, is Energy Fuels'
Qualified Person (as defined by National Instrument 43-101) for uranium
projects and is responsible for the technical information related to
EFR's assets contained in this release.

Denison's U.S. Mining Division

All of Denison's U.S. assets are held directly or indirectly through its
wholly-owned subsidiary Denison Mines Holdings Corp. ("DMH"). DMH holds
its uranium mining and milling assets through subsidiaries, as follows:

-- the White Mesa Mill, a 2,000-ton per day uranium and vanadium processing
plant near Blanding, Utah through Denison White Mesa LLC;
-- the Colorado Plateau mines, straddling the Colorado and Utah border,
through Denison Colorado Plateau LLC;
-- the Daneros uranium mine in the White Canyon district of southeastern
Utah, and other exploration properties through Utah Energy Corporation;
-- the Arizona Strip properties through Denison Arizona Strip LLC;
-- the Henry Mountains uranium complex in southern Utah and other
exploration properties through Denison Henry Mountains LLC; and
-- miscellaneous properties through Denison Properties LLC.

All of the U.S. properties are operated by Denison Mines (USA) Corp., a
wholly-owned subsidiary of DMH.

Denison's White Mesa Mill in Utah is the only conventional uranium mill
currently operating in the U.S. It is fully licensed and permitted to
process 2,000 tons per day, producing up to 8 million lbs of uranium per
year. A vanadium co-product recovery circuit allows for the processing of
vanadium ore within the Colorado Plateau mines and its central location
allows for hauling of uranium ore from Arizona, Utah, Colorado, and New
Mexico.

The Arizona Strip has higher grade production from breccia pipes. The
Arizona 1 mine is currently producing with a track-record of resource
replacement. A second mine (Pinenut) is expected to open in 2012. Shaft
sinking is expected to begin at the Canyon mine in the fourth quarter
2012, pending regulatory approval, and the EZ1 & EZ2 properties are
progressing through permitting.

The Henry Mountains Complex in Utah consists of the Bullfrog and Tony M
deposits and represents Denison's largest resource in the U.S. (12.8
million lbs Indicated Resources, 8.1 million lbs Inferred Resources).
Currently the complex is on care and maintenance. It was fully permitted
in September 2007 and has excellent infrastructure, access, and is
production ready. Haulage to the mill is along County and State highways.

The technical information in this news release regarding the Henry
Mountains Complex was prepared in accordance with the Canadian regulatory
requirements set out in NI 43-101 and is extracted from the technical
reports prepared for DML titled "Technical Report on the Tony M-Southwest
Deposit, Henry Mountains Complex, Utah, USA" dated March 19, 2009, and
"Technical Report on the Henry Mountains Complex Uranium Project, Utah,
U.S.A." dated October 17, 2006, which are filed on Denison's SEDAR
profile and are available for viewing at www.sedar.com.

Ron Hochstein, President and CEO for Denison, is Denison's Qualified
Person (as defined by National Instrument 43-101) for uranium projects
and is responsible for the technical information related to Denison's
U.S. Mining Division contained in this release.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

Certain information contained in this news release, including any
information relating to the proposed Transaction between Energy Fuels and
Denison, the benefits and synergies of the Transaction, future
opportunities for the combined company and any other statements regarding
Energy Fuels' and 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", "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 Energy Fuels' and 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 parties'
ability to consummate the Transaction; the conditions to the completion
of the Transaction, including the receipt of shareholder approval, court
approval or the regulatory approvals required for the Transaction may not
be obtained on the terms expected or on the anticipated schedule; the
ability of the parties to agree to terms on the definitive agreements
relating to the Transaction; the parties' ability to meet expectations
regarding the timing, completion and accounting and tax treatments of the
Transaction; the volatility of the international marketplace; and other
risk factors as described in Energy Fuels' and Denison's most recent
annual information forms and annual and quarterly financial reports.

Energy Fuels and Denison assume no obligation to update the information
in this communication, except as otherwise required by law. Additional
information identifying risks and uncertainties is contained in Energy
Fuels' and Denison's respective 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 each of Energy Fuels and 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, that speak only as of the date hereof.

CAUTIONARY NOTE REGARDING TECHNICAL DISCLOSURE

This news release and the information contained herein does not
constitute an offer of securities for sale in the United Sates and
securities may not be offered or sold in the United States absent
registration or exemption from registration. The terms "Inferred
Resources", "Indicated Resources", "Measured Resources", "Mineral
Resources" and "Probable Reserves" used in this news release are Canadian
mining terms as defined in accordance with National Instrument 43-101 -
Standards of Disclosure for Mineral Projects under the guidelines set out
in the Canadian Institute of Mining, Metallurgy and Petroleum (the "CIM")
Standards on Mineral Resources and Mineral Reserves (the "CIM
Standards"). The CIM Standards differ significantly from standards in the
United States. While the terms "Mineral Resources", Measured Resources",
"Indicated Resources", "Inferred Resources" and "Probable Reserves" are
recognized and required by Canadian regulations, they are not defined
terms under standards in the United States. "Inferred Resources" have a
great amount of uncertainty as to their existence, and great uncertainty
as to their economic and legal feasibility. It cannot be assumed that all
or any part of an Inferred Resource will ever be upgraded to a higher
category. Under Canadian securities laws, estimates of Inferred Resources
may not form the basis of feasibility or other economic studies. Readers
are cautioned not to assume that all or any part of Measured or Indicated
Resources or Probable Reserves will ever be converted into reserves.
Readers are also cautioned not to assume that all or any part of an
Inferred Resource exists, or is economically or legally mineable.
Accordingly, information regarding resources and reserves contained or
referenced in this news release containing descriptions of our mineral
deposits may not be comparable to similar information made public by
United States companies.

This news release and the information contained herein does not
constitute an offer of securities for sale in the United Sates. The
securities 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 x232
rhochstein@denisonmines.com
www.denisonmines.com
Contacts:
Energy Fuels Inc.
Stephen P. Antony
President & CEO
(303) 974-2140
s.antony@energyfuels.com
www.energyfuels.com

Copyright 2012, Market Wire, All rights reserved.

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