Denison Mines closes US$345 million convertible notes offering

Denison Mines Corp. (TSX: DML)(NYSE AMERICAN: DNN) completed its offering of convertible senior unsecured notes due 2031 for an aggregate principal amount of US$345 million, the company announced. The offering included an upsized amount of US$300 million and the full exercise of a US$45 million option granted to initial purchasers.

The notes carry an annual coupon rate of 4.25% and mature on September 15, 2031. Interest payments are due semi-annually on March 15 and September 15, beginning March 15, 2026. The initial conversion rate is 342.9355 common shares per US$1,000 principal amount, equivalent to approximately US$2.92 per share.

Denison purchased capped call options for approximately US$35.36 million to protect against potential equity dilution. The capped calls increase the effective conversion price from US$2.92 per share to US$4.32 per share. Conversions may be settled in cash, shares, or a combination at Denison's discretion.

The company received approximately US$333 million in net proceeds after deducting commissions and expenses. Cantor Fitzgerald & Co. and Scotia Capital (USA) Inc. served as active bookrunners for the transaction.

Denison plans to use the proceeds for expenditures supporting evaluation and development of its uranium projects, including the Wheeler River Uranium Project, and general corporate purposes. The company's flagship Phoenix In-Situ Recovery uranium mine is located in northern Saskatchewan.

The notes were offered only to qualified institutional buyers under Rule 144A and through exemptions from prospectus requirements in Canada. The securities have not been registered under the U.S. Securities Act of 1933.

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