Denison to File Early Warning Report in Respect of Foremost Clean Energy Ltd.
Denison Mines Corp.
1100 – 40 University Ave
Toronto, ON M5J 1T1
www.denisonmines.com
PRESS RELEASE
Denison to File Early Warning Report in Respect of
Foremost Clean Energy Ltd.
Toronto, ON – November 15, 2024. Denison Mines Corp. (“Denison” or the “Company”) (TSX: DML;
NYSE American: DNN) congratulates Foremost Clean Energy Ltd. (“ Foremost”) (NASDAQ:FMST)
(CSE:FAT) on the completion of its $10,500,250 private placement of units on November 14, 2024 (the
“Offering”). The Offering provides Foremost with significant funding to support its objective of exploring a
portfolio of Saskatchewan uranium exploration proper ties pursuant to an option agreement entered into
with Denison on September 23, 2024 (the “Option Agreement”). Denison participated in the Offering and
will be filing an early warning report pursuant to National Instrument 62- 103 in respect of the change in
holdings in Foremost.
Under the Offering, Foremost issued 1,473,000 units at a price of C$3.00 per unit, 1,022,500 flow-through
units at a price of C$3.50 per flow-through unit, and 550,000 flow-through units sold to charitable purchasers
at a price of C$4.55 per charity flow-through unit. Each unit is comprised of one Foremost common share
and one Foremost common share purchase warrant (each, an “Offering Warrant”). Each Offering Warrant
entitles the holder to purc hase one Foremost common share, for $4.00 per share, within 24 months after
the closing date of the Offering.
Prior to the Offering, Denison held 1,369,810 Fo remost common shares (representing 18.79% of
Foremost’s issued and outstanding shares prior to cl osing of the Offering), which Denison received
pursuant to the Option Agreement, as partial considerat ion for Foremost’s acquisition of an initial 20% of
Denison’s interest in 10 uranium exploration properties (see press release dated October 7, 2024 for more
details). Prior to the Offering, Denison did not hold any Foremost warrants.
Under the Offering, Denison exercised its rights unde r its Investor Rights Agreement with Foremost and
acquired 607,600 units, comprised of 607,600 Fore most common shares and 607,600 Offering Warrants,
for $3.00 per unit, for an aggregate subscription pric e of $1,822,800. Deni son now owns 1,977,410
Foremost common shares and 607,600 Foremost warrant s, immediately following the closing of the
Offering, representing 19.13% of the issued and outs tanding common shares of Foremost and 13.09% of
the issued and outstanding warrants of Foremost.
Additional Information
The Foremost Shares were acquired by Denison for investment purposes. The Company intends to review,
on a continuous basis, various factors related to its investment in Foremost, and may decide to acquire or
dispose of additional securities of Foremost as futu re circumstances may dictat e, including under its pre-
emptive rights under the Investor Rights Agreement.
Further information will be availabl e in the Early Warning Report to be filed under Foremost’s profile on
SEDAR+ at www.sedarplus.ca.
About Denison
Denison is a uranium mining, exploration and deve lopment 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 the Phoenix deposi t as an in-situ recovery (“ISR”) mining operation,
and an update to the previously pr epared 2018 Pre-Feasibility Study 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 lo west 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 submitted for regulatory
and public review in October 2022.
Denison's interests in Saskatchewan also include a 22.5% ownership interest in the McClean Lake Joint
Venture (“MLJV”), which includes unmined uranium deposits (planned for extraction via the MLJV's SABRE
mining method starting in 2025) and the McClean Lake uranium mill (currently utilizing a portion of its
licensed capacity to process the ore from the Cigar Lake mine under a toll milling agreement), plus a 25.17%
interest in the MWJV’s Midwest Main and Midwest A deposits, and a 69.44% 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. Tak en together, Denison has
direct ownership interests in properties covering ~384,000 hectares in the Athabasca Basin region.
Additionally, through its 50% ownership of JCU (Canada) Exploration Company, Limited (“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%).
In 2024, Denison is celebrating its 70th year in uranium mining, exploration, and development, which began
in 1954 with Denison’s first acquisition of mining claims in the Elliot Lake region of northern Ontario.
For more information, or to obtain a copy of the Early Warning Report, please contact
David Cates (416) 979-1991 ext. 362
President and Chief Executive Officer
Geoff Smith (416) 979-1991 ext. 358
Vice President Corporate Development & Commercial
Follow Denison on X (formerly Twitter) @DenisonMinesCo
About Foremost
Foremost Clean Energy (NASDAQ: FMST) (CSE: FAT) (WKN: A3DCC8) is an emerging North American
uranium and lithium exploration company with an opti on to earn up to a 70% interest in 10 prospective
uranium properties spanning over 330,000 acres in the prolific, uranium-rich Athabasca Basin. As the
demand for carbon-free energy continues to accelerate, domestically mined uranium and lithium are poised
for dynamic growth, playing an important role in the clean energy mix of the future.
Foremost’s uranium projects are at different stages of exploration, from grassroots to those with significant
historical exploration and drill-ready targets. Its mission is to create significant discoveries, alongside and
in collaboration with Denison, through systematic and disciplined exploration programs.
For further information please visit the company’s website at www.foremostcl eanenergy.com or contact
Foremost at 250 – 750 West Pender Street, Vancouver, British Columbia V6C 2T7.
Cautionary Statement Regarding Forward-Looking Statements
Certain information contained in this news release constitutes ‘forward-looking information’, within the meaning of the applicable United
States and Canadian legislation, concerning the business, operations and financial performance and condition of Denison. Generally,
these forward-looking statements can be identif ied by the use of forward-looking termi nology such as ‘potential’, ‘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’ or ‘be achieved’.
In particular, this news release contains forward-looking information pertaining to Denison's current intentions and objectives with
respect to its investments in Foremost and any future acquisitions or dispositions of securities of Foremost, including in conn ection
with the Company’s pre-emptive rights under the Investor Rights Agreement; the terms of the units and warrants subscribed for in the
Offering; Denison’s current intentions and objectives with respect to, and commitments set forth in, the Option Agreement, Inve stor
Rights Agreement and ancillary agreements; the Company’s explor ation, development and expansion plans and objectives for its
projects; and expectations regarding its join t venture ownership interests and the continuity of its agreements with its joint venture
counterparties 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 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 expectations reflected in this forward-looking information are reasonable but no assurance can
be given that these expectations will prove to be accurate and results may differ ma terially from those anticipated in this for ward-
looking information. For a discussion in respect of risks and other factors that could influence forward-looking events, please refer to
the factors discussed in Denison’s Annual Information Form dated March 28, 2024 under the heading ‘Risk Factors’ or in subsequent
quarterly financial reports. 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 news 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 news release. Denison does not undertake any obligation to publicly update or revise
any forward-looking information after the date of this news rel ease to conform such information to actual results or to changes in
Denison's expectations except as otherwise required by applicable legislation.