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JNR Resources Inc Announces Plan of Arrangement with Denison Mines Corp.

Wednesday, 28 Nov 2012 05:54pm EST 

JNR Resources Inc announced that Denison Mines Corp and JNR have entered into an Amending Agreement to amend their previously announced Acquisition Agreement, so that Denison's acquisition of JNR will now proceed by way of a Plan of Arrangement (the Arrangement) instead of a take-over bid (the Bid). The acquisition of JNR shares under the Arrangement will occur on substantially the same terms as the Bid, in that JNR shareholders will receive 0.073 of one Denison common share (the Exchange Ratio) in exchange for each JNR common share held on the record date of December 12, 2012. The Arrangement will also provide for the issuance by Denison of replacement warrants and options to holders of outstanding JNR warrants and options on similar terms as adjusted by the Exchange Ratio. The completion of the Arrangement will be subject to usual terms and conditions, including the following: a) Approval of the Arrangement by special resolution of JNR's shareholders, optionholders and warrantholders; b) Court approval of the Arrangement; c) Receipt of any required third party approvals and consents; and d) Receipt of all required regulatory approvals, including acceptance by the TSX Venture Exchange. 

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