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Denison Mines Corp
Symbol DML
Shares Issued 801,628,252
Close 2021-05-04 C$ 1.34
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Denison makes binding offer to acquire JCU for $40.5M

2021-05-04 06:41 ET - News Release

Mr. David Cates reports

DENISON DELIVERS OFFER TO ACQUIRE 100% OWNERSHIP OF JCU (CANADA) EXPLORATION COMPANY, LIMITED

Denison Mines Corp. has delivered a binding offer to Overseas Uranium Resources Development Co. Ltd. (OURD) to acquire 100-per-cent ownership of OURD's wholly owned subsidiary, JCU (Canada) Exploration Co. Ltd.

JCU holds a portfolio of uranium project joint venture interests in Canada, including a 10-per-cent interest in Denison's 90-per-cent-owned Wheeler River uranium project.

The Denison offer includes the following features:

  • Consideration including cash payments of up to $40.5-million and the assumption of JCU's existing liabilities (see below). The cash payments include a $10.0-million refundable deposit on signing of a definitive agreement, an additional $28.0-million on closing and a further amount of up to $2.5-million, which is expected to be paid within 45 days of the closing date and is subject to adjustment based upon JCU's actual working capital on the closing date;
  • Binding subject only to the completion of definitive documentation, regulatory approvals (if applicable) and the termination of OURD's existing definitive purchase agreement with UEX Corp. in accordance with its terms;
  • No conditions for (i) due diligence on the assets of JCU or (ii) obtaining the necessary financing to finance the purchase price -- as Denison already possesses sufficient cash to fully finance the acquisition;
  • A commitment to OURD that JCU will be maintained as a corporate subsidiary in order for JCU to meet its joint venture commitments;
  • Assumption of JCU's outstanding liabilities owed to the Japan Atomic Energy Agency.

If the Denison offer is accepted by OURD, Denison understands that the transaction will be subject to approval by OURD's shareholders.

Denison welcomes the opportunity to build on its long history of partnership with OURD and JCU to effect the acquisition of JCU, as presented in the Denison offer, and bring significant additional benefit to the shareholders of OURD.

About Denison Mines Corp.

Denison is a uranium exploration and development company with interests focused in the Athabasca basin region of Northern Saskatchewan, Canada. The company's flagship project is the 90-per-cent-owned Wheeler River uranium project, which is the largest undeveloped uranium project in the infrastructure-rich eastern portion of the Athabasca basin region of Northern Saskatchewan. Denison's interests in Saskatchewan also include a 22.5-per-cent ownership interest in the McClean Lake joint venture (MLJV), which includes several uranium deposits and the McClean Lake uranium mill, which is contracted to process the ore from the Cigar Lake mine under a toll milling agreement, plus a 25.17-per-cent interest in the Midwest Main and Midwest A deposits, and a 66.90-per-cent interest in the Tthe Heldeth Tue (THT, formerly J zone) and Huskie deposits on the Waterbury Lake property.

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