TORONTO, April 4, 2019 /CNW/ - 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"). View
PDF Version.
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.
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.
Follow Denison on Twitter @DenisonMinesCo
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SOURCE Denison Mines Corp.