Post-effective Amendment to Registration Statement for Securities of Certain Canadian Issuers Under the Securities Act of 1933 (f-10pos)
11 September 2021 - 6:10AM
Edgar (US Regulatory)
As filed with the Securities and Exchange Commission
on September 10, 2021
Registration No. 333-238108
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Post-Effective
Amendment No. 1
to
Form F-10
REGISTRATION STATEMENT
UNDER THE SECURITIES ACT OF 1933
DENISON MINES CORP.
(Exact Name of Registrant as Specified In Its
Charter)
Not applicable
(Translation of Registrant’s Name Into English (if Applicable))
Ontario,
Canada
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1090
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98-0622284
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(Province or Other Jurisdiction of
Incorporation or Organization)
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(Primary Standard Industrial
Classification Code Number
(if Applicable))
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(I.R.S. Employer Identification
Number (if Applicable))
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1100-40 University Avenue
Toronto Ontario, M5J 1T1 Canada
Telephone: (416) 979-1991
(Address and Telephone Number of Registrant’s
Principal Executive Offices)
C T Corporation System
28 Liberty Street
New York, New York 10005
Telephone: (212) 894-8940
(Name, Address (Including Zip Code) and Telephone Number (Including Area Code)
of Agent For Service in the United States)
Copies to:
Trisha Robertson
Blake, Cassels & Graydon LLP
595 Burrard Street, Suite 2600
Three Bentall Centre
Vancouver, British Columbia V7X 1L3
Canada
Telephone: (604) 631-3320
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Amanda Willett
Denison Mines Corp.
1100-40 University Avenue
Toronto Ontario, M5J 1T1
Canada
Telephone: (416) 979-1991
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Shona C. Smith
Thomas M. Rose
Troutman Pepper Hamilton Sanders LLP
100 SW Main Street, Suite 1000
Portland, Oregon 97204
Telephone: (503) 290-2335
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Approximate date of commencement of proposed
sale of the securities to the public:
From time to time after the effective date of
this Registration Statement.
Province of Ontario, Canada
(Principal Jurisdiction Regulating This Offering)
It is proposed that this filing shall become
effective (check appropriate box):
A.
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x
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upon
filing with the Commission, pursuant to Rule 467(a) (if in connection with an offering being made contemporaneously in the United
States and Canada).
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B.
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¨
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at
some future date (check appropriate box below)
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1.
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¨
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pursuant
to Rule 467(b) on (date) at (time) (designate a time not sooner than 7 calendar days after filing).
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2.
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¨
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pursuant
to Rule 467(b) on (date) at (time) (designate a time 7 calendar days or sooner after filing) because the securities regulatory authority
in the review jurisdiction has issued a receipt or notification of clearance on (date).
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3.
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¨
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pursuant
to Rule 467(b) as soon as practicable after notification of the Commission by the Registrant or the Canadian securities regulatory
authority of the review jurisdiction that a receipt or notification of clearance has been issued with respect hereto.
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4.
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¨
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after
the filing of the next amendment to this Form (if preliminary material is being filed).
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If
any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to the home jurisdiction’s
shelf prospectus offering procedures, check the following box. ¨
DEREGISTRATION OF SECURITIES
On
May 8, 2020, Denison Mines Corp. (the “Registrant”) filed a registration statement on Form F-10 (File No. 333-238108),
as amended on May 27, 2020 and June 2, 2020 (the “Registration Statement”), registering the sale by the Registrant
from time to time of up to an aggregate Cdn.$175,000,000 of common shares, subscription receipts, units, debt securities, share purchase
contracts and warrants.
This
Post-Effective Amendment No. 1 to the Registration Statement is being filed to deregister all of the securities formerly issuable and
registered under the Registration Statement and not otherwise sold by the Registrant as of the date that this Post-Effective Amendment
No. 1 is filed.
SIGNATURES
Pursuant to the
requirements of the Securities Act of 1933, as amended, the Registrant certifies that it has reasonable grounds to believe that it
meets all of the requirements for filing on Form F-10 and has duly caused this post-effective amendment to the Registration
Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Toronto, Province of Ontario,
Canada, on the 10th day of September, 2021.
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DENISON MINES CORP.
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By:
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/s/ David
Cates
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Name:
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David Cates
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Title:
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President and Chief Executive Officer
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Pursuant to the requirements of the Securities
Act of 1933, as amended, this post-effective amendment to the Registration Statement has been signed by the following persons in the
capacities indicated on September 10th, 2021.
Signature
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Title
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/s/
David Cates
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President,
Chief Executive Officer and Director
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David
Cates
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(principal
executive officer)
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/s/ Gabriel (Mac)
McDonald
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Executive
Vice President and Chief Financial Officer
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Gabriel
(Mac) McDonald
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(principal
financial and accounting officer)
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*
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Chair
of the Board
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Ron
F. Hochstein
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*
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Director
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W.
Robert Dengler
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*
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Director
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Brian
D. Edgar
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*
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Director
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Jun
Gon Kim
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Director
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David
Neuburger
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Director
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Jennifer
Traub
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*
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Director
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Patricia
M. Volker
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*By:
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/s/ David
Cates
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Name:
Title:
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David Cates
Attorney-in-Fact
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AUTHORIZED REPRESENTATIVE
Pursuant to the
requirements of Section 6(a) of the Securities Act of 1933, as amended, the undersigned has signed this post-effective amendment to
the Registration Statement, solely in the capacity of the duly authorized representative of Denison Mines Corp. in the United
States, on the 10th day of September, 2021.
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PUGLISI & ASSOCIATES
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By:
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/s/ Donald
J. Puglisi
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Name:
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Donald
J. Puglisi
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Title:
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Managing
Director
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