Key Developments: Denison Mines Corp (DNN)
1.20USD
17 May 2013
$-0.03 (-2.44%)
$1.23
$1.23
$1.23
$1.20
722,782
613,292
$1.72
$1.03
Latest Key Developments (Source: Significant Developments)
Denison Mines Corp Announces CAD13,000,000 Bought Deal Private Placement of Flow-Through Shares
Denison Mines Corp announced that it has entered into an agreement with a syndicate of underwriters pursuant to which the underwriters have agreed to sell on behalf of the Company on an underwritten basis 10,000,000 flow through shares (Flow-Through Shares") of Denison in Canada on a private placement basis. The Flow-Through Shares shall be offered at a price of CAD1.30 per share (the (Offering Price) for aggregate gross proceeds of CAD13,000,000. Denison has granted the Underwriters an option to purchase up to an additional 1,500,000 Flow-Through Shares at the Offering Price for additional gross proceeds of up to $1,950,000. The closing of the Offering is expected to occur on or about May 28, 2013 and is subject to the completion of formal documentation and receipt of regulatory approvals, including the approval of the Toronto Stock Exchange and the NYSE MKT Exchange. The proceeds of the financing will be used to incur eligible Canadian Exploration Expenses ("CEE") for purposes of the Income Tax Act (Canada), which will be renounced to the subscribers with an effective date no later than December 31, 2013. The funds are intended to be used to explore and advance the Company's projects in the Athabasca Region of Saskatchewan. Full Article
Denison Mines Corp Closes Arrangement With Fission Energy Corp
Denison Mines Corp announced the closing of the previously announced transaction with Fission Energy Corp. (Fission) whereby Denison acquired a portfolio of uranium exploration projects held by Fission, including Fission's 60% interest in the Waterbury Lake uranium project, as well as Fission's exploration interests in all other properties in the eastern part of the Athabasca Basin, Quebec and Nunavut, plus its interest in two joint ventures in Namibia. As a result of the Arrangement, Denison acquired all of the outstanding common shares of Fission (the Fission Shares) with Fission spinning out certain assets into a newly-incorporated exploration company, Fission Uranium Corp. (Fission Uranium). Under the Arrangement, each Fission Share was exchanged for 0.355 of a common share of Denison, a nominal cash payment of $0.0001 and one common share of Fission Uranium. Unexercised Fission options will automatically be exchanged for options to acquire common shares of Denison and Fission Uranium. The holders of Fission warrants are entitled to receive, upon exercise of their warrants, the number of common shares of Denison and Fission Uranium which the warrantholders would have been entitled to receive as a result of the Arrangement, if immediately prior to the effective date the warrantholders had exercised their warrants. Fission Shares will cease trading on the TSX Venture Exchange upon close of business on April 29, 2013 and are expected to be de-listed shortly after that. Full Article
Denison Mines Corp and Fission Energy Corp. Execute Definitive Arrangement Agreement
Denison Mines Corp announced that Denison and Fission Energy Corp. (Fission) have entered into a definitive arrangement agreement (the Agreement) which replaces the binding letter agreement previously announced, pursuant to which Denison has agreed to acquire all of the issued and outstanding shares of Fission with Fission spinning out certain assets into a newly-formed publicly traded company, Fission Uranium Corp. ("Spinco"), by way of a court-approved plan of Arrangement (the Arrangement). Pursuant to the Agreement, Denison will acquire a portfolio of uranium exploration projects including Fission's 60% interest in the Waterbury Lake uranium project, as well as Fission's exploration interests in all other properties in the eastern part of the Athabasca Basin, Quebec, and Nunavut, plus its interests in two joint ventures in Namibia. The Spinco assets will consist of the remaining assets of Fission including the 50% interest in the Patterson Lake South property located in the western Athabasca Basin. Pursuant to the Agreement, the consideration to be received by the shareholders of Fission consists of 0.355 of a common share of Denison (each, a "Denison Share"), a nominal cash payment of $0.0001 and 1 (one) common share of Spinco (a "Spinco Share") for each common share of Fission held. Upon completion of the Arrangement, the holders of Fission options will receive options to acquire Denison Shares and options to acquire Spinco Shares. Full Article
Denison Mines Corp Announces Closing Of Acquisition of JNR Resources Inc
Denison Mines Corp announced the closing of its previously announced acquisition of the outstanding common shares of JNR Resources Inc. (JNR). The transaction was completed pursuant to a plan of arrangement (the Arrangement) in accordance with the Business Corporations Act (British Columbia), which was approved by the British Columbia Supreme Court yesterday. Securityholders of JNR approved the Arrangement on January 28, 2013. All conditions of closing have now been satisfied by both parties. Pursuant to the Arrangement, the former shareholders of JNR will receive, for each JNR common share held, 0.073 of a Denison common share (the Exchange Ratio). All of the outstanding options and common share purchase warrants of JNR are exchanged for options and warrants to purchase common shares of Denison and are exercisable to acquire that number of common shares of Denison and at an exercise price determined by reference to the Exchange Ratio. With the completion of the Arrangement, JNR common shares have now ceased trading on the TSX Venture Exchange and are expected to cease to be listed on the TSX Venture Exchange shortly. JNR will also apply to cease to be a reporting issuer under the securities laws of British Columbia and Alberta. Full Article
Denison Mines Corp To Acquire Fission Energy Corp
Denison Mines Corp announced the signing of a Binding Letter of Intent pursuant to which Denison will acquire a portfolio of uranium exploration projects from Fission Energy Corp. including Fission's 60% interest in the Waterbury Lake uranium project, as well as Fission's exploration interests in all other properties in the eastern part of the Athabasca Basin, interests in two joint ventures in Namibia plus assets in Quebec and Nunavut (together, the Assets). Under the terms of the Binding LOI, Denison has agreed to offer shareholders of Fission 0.355 shares of Denison for each share of Fission held, conditional upon, among other things, certain assets of Fission being spun out to a new company to be held pro rata by current Fission shareholders. NewCo assets will include, among others, a 50% interest in the Patterson Lake South (PLS) property located in the western Athabasca Basin. The Transaction values the Assets at approximately $70 million based on the closing price of Denison as of January 15, 2013. Upon completion of the Transaction, shareholders of Fission will own approximately 11% of Denison. The proposed transaction is expected to be completed in April 2013 or such later date as the parties may agree. Denison has engaged Haywood Securities Inc. as financial advisor and Cassels Brock & Blackwell LLP and Troutman Sanders LLP as legal advisors in respect of the Transaction. Fission has engaged Dundee Capital Markets and Primary Capital Inc. as financial advisors. Full Article
JNR Resources Inc Announces Plan of Arrangement with Denison Mines Corp.
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. Full Article
Denison Mines Corp Announces Agreement To Acquire JNR Resources Inc.
Denison Mines Corp and JNR Resources Inc. announced the signing of an acquisition agreement (the Acquisition Agreement) pursuant to which Denison will offer to acquire all of the issued and outstanding common shares of JNR (the "JNR Shares") by way of a friendly take-over bid (the Offer). Under the terms of the Offer, JNR shareholders will receive 0.073 of a Denison common share (a "Denison Share") for each JNR Share deposited under the Offer, provided that no fractional Denison Shares will be issued (the Exchange Ratio). The Offer represents a premium of 53% based on the 20-day volume weighted average share prices of both companies on the TSX and the TSX-V as of November 13, 2012, and a 55% premium to the closing prices immediately prior to announcement. The Offer values JNR at approximately $10 million. Upon completion of the transaction, shareholders of JNR will own 2.0% of Denison. Denison expects to acquire JNR by way of a take-over bid whereby Denison will offer to acquire all of the issued and outstanding JNR Shares on the basis of 0.073 Denison Shares for each JNR Share deposited under the Offer. As part of this transaction, Denison also intends to offer replacement warrants and options to holders of outstanding JNR warrants and options on similar terms as adjusted by the Exchange Ratio. Full Article
Denison Mines Corp Completes $7.0 Million Flow-Through Share Offering
Denison Mines Corp announced that it has completed its previously announced private placement offering (the Offering) of common shares (Flow-Through Shares) of Denison issued on a flow-through basis pursuant to the Income Tax Act (Canada). At closing October 26, 2012, 4,145,000 Flow-Through Shares were issued through a syndicate of underwriters consisting of Cormark Securities Inc. and Scotia Capital Inc. at a price of $1.69 per Flow-Through Share for aggregate gross proceeds to Denison of $7,005,050. The Flow-Through Shares are subject to a four-month hold period which will expire on February 27, 2013. The proceeds of the Offering will be used to incur eligible Canadian Exploration Expenses for purposes of the Income Tax Act (Canada), which will be renounced to the subscribers with an effective date no later than December 31, 2012. Denison intends to use the proceeds of the Offering to explore and advance its Canadian mining projects including the Wheeler River project in the Athabasca Region of Saskatchewan. Full Article
Denison Mines Corp Announces Bought Deal Private Placement Of Flow-Through Shares
Denison Mines Corp announced that it has entered into an agreement with Cormark Securities Inc. and Scotia Capital Inc. (collectively the Underwriters), pursuant to which the Underwriters have agreed to act in connection with the offer and sale of 4,145,000 flow through shares (Flow-Through Shares) of Denison (the Offering) on a private placement basis. The Flow-Through Shares shall be offered at a price of $1.69 per share for aggregate gross proceeds of approximately $7.0 million. The closing of the Offering is expected to occur on or about October 23, 2012 and is subject to the completion of formal documentation and receipt of regulatory approval, including the approval of the TSX. The proceeds of the financing will be used to incur eligible Canadian Exploration Expenses (CEE) for purposes of the Income Tax Act (Canada), which will be renounced to the subscribers with an effective date no later than December 31, 2012. The funds are intended to be used to explore and advance the Wheeler River project in the Athabasca Region of Saskatchewan. Full Article
Energy Fuels Inc. And Denison Mines Corp. Announce Transaction To Create U.S. Uranium Company
Energy Fuels Inc. and Denison Mines Corp announced that they have entered into a Letter Agreement to complete a transaction whereby EFR will acquire all of Denison's mining assets and operations located in the United States from Denison in exchange for 425,441,494 common shares of EFR. Immediately following the closing of the Transaction, Denison will complete a Plan of 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. Transaction Details; Korea Electric Power Corporation 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; 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.; Full Article
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