Denison Mines Corp. Files Early Warning Report in Respect of International Enexco Ltd.
29 Noviembre 2012 - 12:00PM
Marketwired
Denison Mines Corp. ("Denison") (TSX:DML)(NYSE MKT:DNN)(NYSE
Amex:DNN) announces that it has acquired ownership of 3,600,000
units ("Units") of International Enexco Ltd. ("Enexco") at a price
of $0.50 per Unit pursuant to a subscription agreement effective as
of November 29, 2012. Each Unit is comprised of one common share of
Enexco (a "Common Share") and one-half of one Common Share purchase
warrant (a "Warrant"). Each whole Warrant entitles the holder
thereof to purchase one Common Share at a price of $0.60 per share
for a period of two years from the date of issuance, subject to
acceleration in certain circumstances.
Denison acquired the Common Shares and Warrants that are the
subject of this press release as part of a private placement (the
"Enexco Private Placement") of 4,700,000 Units (inclusive of
Denison's subscription).
The Common Shares and Warrants acquired by Denison represent
5,400,000 Common Shares, which is approximately 13.90% of the
issued and outstanding Common Shares of Enexco after giving effect
to the Enexco Private Placement, assuming the exercise by Denison
of the Warrants. Prior to the closing of the Enexco Private
Placement, Denison did not hold any securities of Enexco.
Denison's Units are held directly by Denison and are being held
for investment purposes. Denison may in the future take such
actions in respect of its Enexco shares as it deems appropriate in
light of the market circumstances then existing, including the
potential purchase of additional shares of Enexco through open
market purchases or privately negotiated transactions, or the sale
of all or a portion of such holdings in the open market or in
privately negotiated transactions to one or more purchasers.
Concurrently with Denison's purchase of Units, Denison acquired
the right to appoint one representative to the Board of Directors
of Enexco and will be providing technical assistance to Enexco.
Denison will also have the right to participate in future equity
offerings of Enexco in order to maintain its pro-rata equity
interest up to a prescribed maximum and has the right to subscribe
for additional Common Shares sufficient to enable Enexco to meet
its funding obligations under the Mann Lake Joint Venture Agreement
in the event of a shortfall. In exchange, Denison has agreed to
vote its shareholding in favour of Enexco Management's proposals on
matters of routine business and not to tender its shareholding to
any take-over bid if Enexco's Board has not issued a recommendation
in favour of the same.
There are no persons acting jointly or in concert with Denison
with respect to Denison's shareholdings in Enexco, nor has Denison
entered into any agreements in respect of its shareholdings in
Enexco with any person with which Denison acts jointly or in
concert.
An early warning report in respect of the above-noted
transaction will be filed on SEDAR and will be available at
www.sedar.com.
About Denison
Denison Mines Corp. is a uranium exploration and development
company with interests in exploration and development projects in
Saskatchewan, Zambia and Mongolia. As well, Denison has a 22.5%
ownership interest in the McClean Lake uranium mill, located in
northern Saskatchewan, which is one of the world's largest uranium
processing facilities. Denison's exploration project portfolio
includes the world-class Phoenix deposit located on its 60% owned
Wheeler River project also in the Athabasca Basin region of
Saskatchewan.
Denison is engaged in mine decommissioning and environmental
services through its Denison Environmental Services (DES) division.
Denison is also the manager of Uranium Participation Corporation
(TSX:U), a publicly traded company which invests in uranium oxide
in concentrates and uranium hexafluoride.
Cautionary 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"
or "does not expect", "is expected", "budget", "scheduled",
"estimates", "forecasts", "intends", "anticipates" or "does not
anticipate", or "believes", 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".
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 no assurance can be
given that these expectations will prove to be correct and such
forward-looking information included in this press release should
not be unduly relied upon. This information speaks only as of the
date of this press release. In particular, this press release may
contain forward-looking information pertaining to the following:
Denison's subscription for the Units, Denison's ability or intent
to exercise the Warrants and Denison's intentions with respect to
Enexco's Common Shares and Warrants.
There can be no assurance that such statements will prove to be
accurate, as Denison's actual results and future events could
differ materially from those anticipated in this forward-looking
information as a result of those factors discussed in or referred
to under the heading "Risk Factors" in Denison's Annual Information
Form dated March 28, 2012, available at http://www.sedar.com, and
in its Form 40-F available at http://www.sec.gov, as well as the
following: global financial conditions, the market price of
Denison's securities, volatility in market prices for uranium;
ability to access capital, changes in foreign currency exchange
rates and interest rates; liabilities inherent in mining
operations; uncertainties associated with estimating mineral
reserves and resources and production; uncertainty as to
reclamation and decommissioning liabilities; failure to obtain
industry partner and other third party consents and approvals, when
required; delays in obtaining permits and licenses for development
properties; competition for, among other things, capital,
acquisitions of mineral reserves, undeveloped lands and skilled
personnel; public resistance to the expansion of nuclear energy and
uranium mining; uranium industry competition and international
trade restrictions; incorrect assessments of the value of
acquisitions; property title risk; geological, technical and
processing problems; the ability of Denison to meet its obligations
to its creditors; actions taken by regulatory authorities with
respect to mining activities; the potential influence of or
reliance upon its business partners, and the adequacy of insurance
coverage.
Accordingly, readers should not place undue reliance on
forward-looking statements. These factors are not, and should not
be construed as being, exhaustive. The forward-looking information
contained in this press release is expressly qualified by this
cautionary statement. 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 Denison's expectations except as otherwise
required by applicable legislation.
Contacts: For more information or to obtain a copy of the early
warning report filed in connection with Denison's holdings in
Enexco, please contact: Denison Mines Corp. Ron Hochstein,
President and Chief Executive Officer (416) 979-1991 Ext. 232
Denison Mines Corp. Jim Anderson Executive Vice President and Chief
Financial Officer (416) 979-1991 Ext. 372 www.denisonmines.com
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