Blueprint
|
Denison Mines
Corp.
1100 – 40
University Ave
Toronto, ON M5J
1T1
www.denisonmines.com
|
PRESS
RELEASE
DENISON ANNOUNCES FIVE-YEAR MANAGEMENT SERVICES
AGREEMENT
WITH URANIUM PARTICIPATION CORPORATION
Toronto, ON – April 4,
2019. Denison Mines Corp. (the
“Company”) (DML: TSX, DNN: NYSE American) is pleased to
announce that, effective April 1, 2019, its wholly owned
subsidiary, Denison Mines Inc. (“Denison” or the
“Manager”), has entered into a new five year agreement
(the “MSA”) to provide management services to Uranium
Participation Corporation (“UPC” or the
“Corporation”).
David Cates, President & CEO of Denison and
UPC commented "Denison is pleased to have
reached an agreement with UPC to continue as the
Corporation’s manager for a further five years. UPC is a
well-respected and important contributor to the global uranium
market, and we are proud of the relationship that Denison has
nurtured with UPC since its inception."
Under the terms
of the MSA, UPC appoints Denison to act as the manager of the
Corporation and grants the Manager the authority and responsibility
to manage and administer the business and affairs of UPC, subject
to the oversight and applicable approvals from the Board of
Directors of UPC. The Manager is responsible for providing the
Corporation with certain executive officers, and any other staff
necessary to carry out its responsibilities for the administration
and oversight of UPC's uranium inventories, as well as UPC's
financial reporting, investor relations and marketing
activities.
The fees payable
to Denison for providing these services to UPC under the MSA are
unchanged from the previous management services agreement between
Denison and UPC, and are summarized as follows:
●
a base fee of $400,000 per
annum, payable in equal quarterly installments;
●
a variable fee equal to (a)
0.3% per annum of UPC's total assets in excess of $100 million and
up to and including $500 million; and (b) 0.2% per annum of UPC's
total assets in excess of $500 million;
●
a fee, at the discretion of
the Board, for on-going monitoring or work associated with a
transaction or arrangement (other than a financing, or the acquisition of or
sale of U3O8 or UF6);
and
●
a commission of 1.0% of the
gross value of any purchases or sales of U3O8 or UF6, or gross
interest fees payable to UPC in connection with any uranium loan
arrangements.
All of the
amounts in this release are stated in Canadian
dollars.
The MSA has a
five-year term ending March 31, 2024 (the "Term"), at which point
it may be renewed on terms mutually acceptable to each party. The
MSA may be terminated during the Term by the Manager upon the
provision of 180 days' written notice and by UPC (i) in the event
of a material breach, (ii) within 90 days of certain events
surrounding a change of both of the individuals serving as Chief
Executive Officer and Chief Financial Officer of UPC, and/or a
change of control of the Manager, or (iii) upon the provision of 30
days written notice and, subject to certain exceptions, a cash
payment to the Manager of an amount equal to the base and variable
management fees that would otherwise be payable to the Manager
(calculated based on UPC’s current uranium holdings at the
time of termination) for the lesser period of a) three years, or b)
the remaining term of the MSA.
About Denison
Denison is a uranium exploration and development company with
interests focused in the Athabasca Basin region of northern
Saskatchewan, Canada. In addition to its 90% owned Wheeler River
project, which ranks as the largest undeveloped high-grade uranium
project in the infrastructure rich eastern portion of the Athabasca
Basin region, Denison's Athabasca Basin exploration portfolio
consists of numerous projects covering approximately 320,000
hectares. Denison's interests in the Athabasca Basin also include a
22.5% ownership interest in the McClean Lake joint venture
("MLJV"), 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 and Midwest A deposits, and a 65.92% interest in the J
Zone and Huskie deposits on the Waterbury Lake property. Each of
Midwest, Midwest A, J Zone and Huskie 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 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 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 news release contains forward-looking information
pertaining to the following: the Company’s expectations
regarding the continuity of the MSA and the terms thereof, and the
anticipated benefits to be derived therefrom; and expectations
regarding the Company’s joint venture ownership interests and
the continuity of its agreements with its partners.
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 the Company to be materially different from
those expressed or implied by such forward-looking statements. The
Company 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 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 factors discussed in the Company’s Annual
Information Form dated March 12, 2019 under the heading ‘Risk
Factors’. 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 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. The Company does not undertake any obligation to
publicly update or revise any forward-looking information after the
date of this news release to conform such information to actual
results or to changes in the Company’s expectations except as
otherwise required by applicable legislation.