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Message: Denison Agrees to Acquire Northern Continental Resources Inc.
| April 30, 2009 |
| Denison Agrees to Acquire Northern Continental Resources Inc. |
| TORONTO, ONTARIO--(Marketwire - April 30, 2009) - Denison Mines Corp. (TSX:DML)(NYSE Alternext US:DNN)(NYSE Amex:DNN.A) ("Denison" or the "Company") is pleased to announce that it has signed a letter of intent to acquire all of the issued and outstanding shares of Northern Continental Resources Inc. ("Northern") in an all share transaction by way of a plan of arrangement under the Business Corporations Act (British Columbia). Northern holds a 60% interest (Hathor Exploration Limited 40%) in the Russell Lake uranium property located immediately adjacent to Denison's major new Wheeler River uranium discovery in the Athabasca Basin of northern Saskatchewan. Through this transaction, Denison will consolidate, as one contiguous package, its land position between Wheeler River and another important Denison discovery in the Basin, Moore Lake. The Russell Lake property exhibits a number of strong targets. Pursuant to the proposed plan of arrangement, Denison would acquire Northern on the basis of 0.0920 Denison common shares for each share of Northern (the "Exchange Ratio"). In addition, all outstanding options and warrants of Northern will be exchanged for replacement options and warrants of Denison, the number and exercise price of which will be determined using the Exchange Ratio. The transaction values the Northern shares at $0.206, based on the closing price of the shares of Denison on April 30, 2009 representing a 64.8% premium to the April 30, 2009 closing price of Northern. The transaction is subject to completion of due diligence by both parties, the execution of definitive agreements and the obtaining of regulatory and Northern Continental shareholder approval. Upon completion of the proposed transaction, it is estimated that Denison will have approximately 231 million shares outstanding (not including the exercise of any outstanding warrants and options). Former shareholders of Northern will hold approximately 2.2% of the outstanding shares of Denison. The transaction is expected to close in July 2009. About Denison Denison Mines Corp. is a premier intermediate uranium producer in North America, with mining assets in the Athabasca Basin region of Saskatchewan, Canada and the southwest United States including Colorado, Utah, and Arizona. Further, the Company has ownership interests in two of the four conventional uranium mills operating in North America today. Denison also has a strong exploration and development portfolio with large land positions in the United States, Canada, Mongolia and Zambia. |
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