UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE
13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Date: October 6, 2023
Commission File Number: 001-33414
Denison Mines Corp.
(Name of
registrant)
1100-40 University Avenue
Toronto Ontario
M5J 1T1 Canada
(Address of
principal executive offices)
Indicate by check mark whether the registrant files
or will file annual reports under cover Form 20-F or Form
40-F.
Form
20-F ☐ Form 40-F ☒
Indicate by check mark if the registrant is submitting the
Form 6-K in paper as permitted by Regulation S-T Rule
101(b)(1): ☐
Indicate by check mark if the registrant is submitting the
Form 6-K in paper as permitted by Regulation S-T Rule
101(b)(7): ☐
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act
of 1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly
authorized.
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DENISON MINES
CORP.
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/s/ Amanda Willett
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Date: October
6, 2023
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Amanda
Willett
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Vice
President Legal and Corporate Secretary
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FORM 6-K
EXHIBIT INDEX
Exhibit 99.1
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Denison Mines
Corp.
1100 – 40
University Ave
Toronto, ON M5J
1T1
www.denisonmines.com
@DenisonMinesCo
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PRESS
RELEASE
Denison
Announces $15 million Strategic Investment in
F3
Toronto, ON – October 6, 2023.
Denison Mines Corp.
(“Denison”) (TSX: DML; NYSE American: DNN) is pleased
to announce that it has entered into a binding agreement with F3
Uranium Corp. (“F3”) to make a $15 million strategic
investment in F3 in the form of unsecured convertible debentures
(the “Debentures”).
David Cates, President and CEO of Denison
commented, “F3’s
technical team has an incredible track record of exploration
success including the discovery of the JR Zone on the Patterson
Lake North (“PLN”) property, which represents one of
the top new uranium discoveries globally. We are pleased to be
investing in F3, supporting the further assessment of the PLN
property, and providing Denison shareholders with exposure to this
exciting new discovery in the Athabasca Basin.”
Dev Randhawa, CEO of F3 commented,
“We are
pleased to welcome Denison as a strategic investor in F3. Denison
is a uranium industry leader, possessing a diverse array of both
early and advanced-stage assets in the Athabasca Basin, where F3 is
currently advancing the PLN property. We highly value
Denison’s perspectives on uranium exploration, and look
forward to pursuing a productive relationship.”
Terms of the Debentures
The
Debentures will carry a 9% coupon (the “Interest”),
payable quarterly over a 5-year term and will be convertible at
Denison’s option into common shares of F3 at a conversion
price of $0.56 per share (the “Conversion Price”),
representing a 30% premium to F3’s five-day volume weighted
average share price (“VWAP”) on the TSX Venture
Exchange (the “TSXV”) as at October 5, 2023. F3 shall
have, at its sole discretion, the right to pay up to one-third of
the Interest in common shares of F3 issued at a price per common
share equal to the VWAP of F3’s common shares on the TSXV for
the 20 trading days ending on the day prior to the date on which
such payment of Interest is due.
On
or after the third anniversary of the date of issuance of the
Debentures, at any time F3’s 20-day VWAP on the TSXV exceeds
130% of the Conversion Price, F3 will be entitled to redeem the
Debentures at par plus accrued and unpaid Interest. Further, in the
event of an F3 change of control transaction, F3 may redeem the
Debentures at par plus accrued and unpaid interest plus an amount
equal to the greater of (i) 15% of the principal amount of the
Debentures being redeemed and (ii) the amount of remaining unpaid
Interest that would be payable during the initial three-year term
of the Debentures being redeemed.
The
gross proceeds of the Debentures are to be used primarily for
exploration and development of the PLN property and for F3’s
general working capital purposes. The closing of the Debentures is
expected to occur on or around October 18, 2023 and is subject to
certain conditions including, but not limited to, the receipt by F3
of all necessary regulatory approvals, including the acceptance of
the TSXV.
Advisors and Legal Counsel for the Transaction
Osler,
Hoskin & Harcourt LLP is acting as legal counsel to Denison and
Blake, Cassels & Graydon LLP is acting as legal counsel to F3.
Canaccord Genuity Corp. is acting as financial advisor to Denison
and Haywood Securities Inc. is acting as financial advisor to
F3.
About F3
F3 Uranium is advancing the newly discovered high-grade JR Zone on
the PLN Property in the Western Athabasca Basin. This area of
Saskatchewan is poised to become a major uranium producing region
and is home to large deposits including Triple R, Arrow and Shea
Creek. F3 Uranium currently holds 18 projects across the Athabasca
Basin.
About Denison
Denison is a uranium exploration and development company with
interests focused in the Athabasca Basin region of northern
Saskatchewan, Canada. The Company has an effective 95% interest in
its flagship 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. In
mid-2023, a Feasibility Study was completed for Wheeler River's
Phoenix deposit as an In-Situ Recovery ('ISR') mining operation,
and an update to the previously prepared PFS was completed for
Wheeler River's Gryphon deposit as a conventional underground
mining operation. Based on the respective studies, both deposits
have the potential to be competitive with the lowest cost uranium
mining operations in the world. Permitting efforts for the planned
Phoenix ISR operation commenced in 2019 and have advanced
significantly, with licensing in progress and a draft Environmental
Impact Statement ('EIS') submitted for regulator and public review
October 2022.
Denison's interests in Saskatchewan also include a 22.5% ownership
interest in the McClean Lake Joint Venture, which owns several
uranium deposits and the McClean Lake uranium mill, contracted to
process the ore from the Cigar Lake mine under a toll milling
agreement, plus a 25.17% interest in the Midwest Main and Midwest A
deposits and a 67.41% interest in the Tthe Heldeth Túé
('THT') and Huskie deposits on the Waterbury Lake property. The
Midwest Main, Midwest A, THT and Huskie deposits are located within
20 kilometres of the McClean Lake mill.
Through its 50% ownership of JCU (Canada) Exploration Company, Ltd
('JCU'), Denison holds additional interests in various uranium
project joint ventures in Canada, including the Millennium project
(JCU, 30.099%), the Kiggavik project (JCU, 33.8118%) and Christie
Lake (JCU, 34.4508%).
Denison's exploration portfolio includes further interests in
properties covering approximately 285,000 hectares in the Athabasca
Basin region.
For more information, please contact:
David
Cates
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(416) 979-1991
ext. 362
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President and
Chief Executive Officer
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Follow Denison on
Twitter
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@DenisonMinesCo
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Cautionary
Statement Regarding Forward-Looking Statements
Certain information contained in this press release constitutes
“forward-looking information”, within the meaning of
the United States Private Securities Litigation Reform Act of 1995
and similar Canadian legislation concerning the business,
operations and financial performance and condition of Denison.
Generally, these forward-looking statements can be identified by
the use of forward-looking terminology such as “plans”,
“expects”, “budget”,
“scheduled”, “estimates”,
“forecasts”, “intends”,
“anticipates”, or “believes”, or the
negatives and / or variations of such words and phrases, or state
that certain actions, events or results “may”,
“could”, “would”, “might” or
“will be taken”, “occur”, “be
achieved” or “has the potential to”. In
particular, this press release contains forward-looking information
pertaining to Denison’s current intentions and objectives
with respect to its investment in the F3 Debentures; the closing of
the strategic investment and the satisfaction of the conditions
precedent thereto; the intended use of proceeds by F3; F3’s
projects, objectives and assessments with respect to the JR Zone
and PLN property; and expectations regarding Denison’s joint
venture ownership interests and the continuity of its agreements
with its partners and third parties.
Forward looking statements are based on the
opinions and estimates of management as of the date such statements
are made, and they are subject to known and unknown risks,
uncertainties and other factors that may cause the actual results,
level of activity, performance or achievements of Denison to be
materially different from those expressed or implied by such
forward-looking statements. Denison believes that the expectations
reflected in this forward-looking information are reasonable but
there can be no assurance that such statements will prove to be
accurate and may differ materially from those anticipated in this
forward looking information. For a discussion in respect of risks
and other factors that could influence forward-looking events,
please refer to the “Risk Factors” in Denison’s
Annual Information Form dated March 27, 2023 available under its
profile at www.sedar.com and its Form 40-F available at
www.sec.gov/edgar.shtml. These
factors are not, and should not be construed as, being
exhaustive.
Accordingly, readers should not place undue reliance on
forward-looking statements. The forward-looking information
contained in this press release is expressly qualified by this
cautionary statement. Any forward-looking information and the
assumptions made with respect thereto speaks only as of the date of
this press release. Denison does not undertake any obligation to
publicly update or revise any forward-looking information after the
date of this press release to conform such information to actual
results or to changes in its expectations except as otherwise
required by applicable legislation.
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