Denison Announces Closing of CAD$43.5M Financing Arrangement with Anglo Pacific Group Plc
Denison Mines Corp.
1100 – 40 University Ave
Toronto, ON M5J 1T1
www.denisonmines.com
@DenisonMinesCo
PRESS RELEASE
DENISON ANNOUNCES CLOSING OF CAD$43.5M FINANCING
ARRANGEMENT WITH ANGLO PACIFIC GROUP PLC
Toronto, ON – February 13, 2017 Denison Mines Corp. (“Denison” or the “Company”) (DML: TSX, DNN:
NYSE MKT) is pleased to announce t he closing of it s previously announced financing arrangement with
Anglo Pacific Group PLC (“APG”), and its wholly owned subsidiary Centaurus Royalties Ltd. (“Centaurus”),
for aggregate gross proceeds to Denison of CAD$43,500,000 (the “Financing”).
The Financing is comprised of (1) a 13-year limited recourse le nding arrangement involving a loan from
APG to 9373721 Canada Inc. (“SPV”), and a further loan from SPV to Denison Mines Inc. (“DMI”) (the “SPV
Loan”), each for CAD$40,800,000 (c ollectively, the “Lending Arr angement”), and (2) CAD$2,700,000 in
proceeds from the sale, to Centaurus, of a stream equal to Deni son’s 22.5% share of the proceeds from
the toll milling of certain Cigar Lake ore by the McClean Lake mill, once throughput from the McClean Lake
mill exceeds 215 million lbs U3O8, from ore received from the Cigar Lake mine on or after July 1, 2016 (the
“Stream Arrangement”). DMI and SPV are both wholly owned subsidiaries of Denison.
Each of APG, Centaurus, SPV and DM I have satisfied all conditio ns precedent to the Financing and the
funding of the gross proceeds has been confirmed.
Following the completion of the Financing, Denison continues to own its 22.5% strategic interest in the
McClean Lake Joint Venture (“ML JV”), including the fully licens ed and operating McClean Lake uranium
mill, which is situated in the infrastructure rich eastern portion of the Athabasca Basin in Saskatchewan.
Highlights of the Financing
The SPV Loan is limited in its rec ourse against DMI, such that it is generally repayable only to the
extent of Denison's share of the toll milling revenues earned b y the MLJV from the processing of
the first 215 million lbs U3O8, from ore received from the Cigar Lake mine on or after July 1, 2016,
under the terms of the current Cigar Lake Toll Milling Agreement.
No warranty is provided by Denison, DMI or SPV to APG or Centa urus, under the terms of the
Lending Arrangement or the Stream Arrangement, regarding the fu ture rate of production at the
Cigar Lake Mine and/or the McCle an Lake mill, or the amount or collectability of proceeds to be
received or receivable by the MLJV in respect of toll milling Cigar Lake ore.
Denison will guarantee the limi ted recourse loan repayments and will grant a second ranking pledge
of its shares of DMI to secure performance by DMI of its obliga tions to pay the SPV Loan. The
share pledge is second ranking to Denison's existing pledge of the shares of DMI to The Bank of
Nova Scotia under the terms of its CAD$24,000,000 Letters of Credit Facility.
In connection with the closing of the Financing, Denison will grant 1,673,077 share purchase
warrants, subject to receipt of regulatory approvals (including the approval of the Toronto Stock
Exchange and the NYSE MKT), in s atisfaction of a CAD$435,000 ar rangement fee payable to
APG. The warrants are expected to have an exercise price of CA D$1.27 per share, and will be
exercisable for a period of 3 years immediately following the closing of the Financing. As a result,
Denison may receive a further CAD$2,124,808 in proceeds from the exercise of the warrants.
Additional details are provided in the Company’s press release dated February 1, 2017.
About Denison
Denison is a uranium exploration and development company with interests focused in the Athabasca Basin
region of northern Saskatchewan. Including its 60% owned Wheeler Ri ver project, which hosts the high
grade Phoenix and Gryphon uranium deposits, Denison' s exploration portfolio consists of numerous
projects covering over 350,000 hectares in the infr astructure rich eastern Athabasca Basin. Denison's
interests in Saskatchewan also include a 22.5% ownership interest in the McClean Lake joint venture, which
includes several uranium deposits and the McClean Lake uranium mill, which is currently processing ore
from the Cigar Lake mine under a toll milling agreement, plus a 25.17% interest in the Midwest deposit and
a 63.01% interest in the J Zone deposit on the Wate rbury Lake property. Both the Midwest and J Zone
deposits are located within 20 kilometres of the McClean Lake mill.
Denison is also engaged in mine decommissioning and environmental services through its Denison
Environmental Services division and is the manager of Uranium Participation Corp., a publicly traded
company which invests in uranium oxide and uranium hexafluoride.
For more information, please contact
David Cates (416) 979-1991 ext. 362
President and Chief Executive Officer
Sophia Shane (604) 689-7842
Investor Relations
Follow Denison on Twitter @DenisonMinesCo
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 finan cial
performance and condition of Denison. Genera lly, these forward-looking statements can be identified by the use of forward-looki ng
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 the following: the closing of the Financing, the ma terial terms of the Financing and the anticipated use of proceeds and
Denison’s ability to derive the anticipated benefits thereof.
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 c ause the actual results, level of activi ty,
performance or achievements of Denison to be materially different from those expre ssed or implied by such forward-looking
statements. Denison believes that the expec tations reflected in this forward-looki ng information are reasonable but there can b e no
assurance that such statements will prove to be accurate and may differ materially from those ant icipated in this forward looki ng
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 24, 2016 available under its profile at www.sedar.com and in 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 re liance on forward-looking statements. The forward-looking information contained i n
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 its expectations except as otherwise required by applicable legislation.
Cautionary Note to United States Investors Concerning Estimates of Measured, Indicated and Inferred Mineral Resources: This
press release may use the terms “measured”, “indicated” and “inferred” mineral resources. United States investors are advised that while
such terms are recognized and required by Canadian regulations, the United States Securities and Exchange Commission does not
recognize them. “Inferred mineral resources” have a great amount of uncertainty as to their existence, and as to their economic and legal
feasibility. It cannot be assumed that all or any part of an inferred mineral resource will ever be upgraded to a higher category. Under
Canadian rules, estimates of inferred mineral resources may not form the basis of feasibility or other economic studies. United States
investors are cautioned not to assume that all or any part of measured or indicated mineral resources will ever be converted into mineral
reserves. United States investors are also cautioned not to assume that all or any part of an inferred mineral resource exists, or is
economically or legally mineable.