Denison Announces Option of Non-Core Exploration Projects to Foremost for up to $30 Million in Combined Consideration

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Denison 70 Logo (CNW Group/Denison Mines Corp.)

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TORONTO, Sept. 24, 2024 /CNW/ - Denison Mines Corp. ("Denison" or the "Company") (TSX: DML) (NYSE American: DNN) is pleased to announce that is has executed an option agreement (the "Option Agreement") with a Nasdaq listed company to be renamed Foremost Clean Energy Ltd ("Foremost") (NASDAQ: FMST) (CSE: FAT), which grants Foremost an option to acquire up to 70% of Denison's interest in 10 uranium exploration properties (collectively, the "Transaction"). Pursuant to the Transaction, Foremost would acquire such total interests upon completion of a combination of direct payments to Denison and funding of exploration expenditures with an aggregate value of up to approximately $30 million. View PDF version

David Cates, President & CEO of Denison, commented, "Denison is pleased to work with Foremost to enhance the potential for discovery on an excellent portfolio of uranium exploration properties that would otherwise receive little attention from Denison with our current focus on development and mining stage projects. We are impressed with Foremost's leadership team and technical capabilities and are excited to see high-potential exploration work being carried out on these properties in the coming years.

The Transaction is structured to incentivize exploration activity, with Foremost required to invest a minimum of $8 million in exploration expenditures to retain any interests in the properties and $20 million in exploration expenditures to fully exercise the option."

Key Transaction Highlights:

  • Collaboration with Foremost is expected to increase exploration activity on a portfolio of non-core Denison properties with the potential to increase the probability of discovery within Denison's vast Athabasca Basin exploration portfolio

  • Denison to receive meaningful consideration in the form of an upfront payment in Foremost common shares (representing ~19.95% ownership interest in Foremost post transaction), cash or common share milestone payments, and up to $20 million in project exploration expenditures

  • Denison retains direct interests in the optioned exploration properties and will become Foremost's largest shareholder, while also securing certain strategic pre-emptive rights to participate in future exploration success from the optioned properties

Exploration Properties subject to the Option Agreement

The 10-project portfolio subject to the Option Agreement (the "Exploration Properties") consists of the following properties: Murphy Lake South, Hatchet Lake, Turkey Lake, Torwalt Lake, Marten, Wolverine, Epp Lake, Blackwing, GR and CLK. See Figure 1 for the location of the optioned properties. Denison currently has 100% ownership in all of the properties except for Hatchet Lake, which is subject to a joint venture agreement with Eros Resources Corp., with Denison currently holding a 70.15% ownership interest.