Denison Mines Corp 6-K, filed May 10, 2021
Denison Mines Corp. (DNN)
6-K
2021-05-10
For: 2021-05-10
View Original
Added on
April 07, 2026
About this 6-K
Denison Mines Corp filed this 6-K on May 10, 2021.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE
13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Date: May 10, 2021
Commission File Number: 001-33414
Denison Mines Corp.
(Name of
registrant)
1100-40 University Avenue
Toronto Ontario
M5J 1T1 Canada
(Address of
principal executive offices)
Indicate by check mark whether the registrant files
or will file annual reports under cover Form 20-F or Form
40-F.
Form
20-F ☐ Form 40-F ☒
Indicate by check mark if the registrant is submitting the
Form 6-K in paper as permitted by Regulation S-T Rule
101(b)(1): ☐
Indicate by check mark if the registrant is submitting the
Form 6-K in paper as permitted by Regulation S-T Rule
101(b)(7): ☐
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act
of 1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly
authorized.
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DENISON MINES
CORP.
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/s/ Amanda Willett
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Date: May 10,
2021
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Amanda
Willett
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Vice
President Legal and Corporate Secretary
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FORM 6-K
EXHIBIT INDEX
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Exhibit Number
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Description
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99.1
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99.2
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Exhibit
99.1
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Denison Mines
Corp.
1100 – 40
University Ave
Toronto, ON M5J
1T1
www.denisonmines.com
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PRESS
RELEASE
DENISON ANNOUNCES
RESULTS OF SHAREHOLDER MEETING
Toronto, ON – May 7,
2021. Denison Mines Corp.
(“Denison” or the
“Company”) (DML: TSX, DNN: NYSE American) is pleased to
report that the nominees listed in the management proxy
circular dated March 23, 2021 (the “Circular”) for the
Annual General Meeting of Shareholders held yesterday in Toronto
(the "Meeting ") were elected as directors of the
Company.
The Company is
also pleased to report that all other items of business presented
to its shareholders at the Meeting, as more particularly described
in the Circular, were approved.
Detailed results
of the vote for the election of directors are set out
below.
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Nominee
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Votes
For
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%
For
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Votes
Withheld
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%
Withheld
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David D. Cates
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215,373,379
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98.95
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2,281,491
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1.05
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W. Robert Dengler
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214,960,068
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98.76
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2,694,802
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1.24
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Brian D. Edgar
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215,130,879
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98.84
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2,523,991
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1.16
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Ron F. Hochstein
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165,957,889
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76.25
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51,696,981
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23.75
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Jun Gon Kim
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215,935,313
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99.21
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1,719,557
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0.79
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David Neuburger
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215,906,301
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99.20
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1,748,569
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0.80
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Jennifer Traub
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215,444,377
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98.98
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2,209,594
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1.02
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Patricia M. Volker
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215,797,396
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99.15
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1,857,474
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0.85
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The Board of
Directors (the “Board”), on recommendation (after
detailed review) of the Corporate Governance & Nominating
Committee, approved the individuals nominated to shareholders for
election to serve as directors of the Board and is confident of
their suitability to serve on the Board and its Committees. The
Company was advised that proxy advisory firm Institutional
Shareholder Services (“ISS”) recommended a
“withhold” vote against Mr. Hochstein, which is
believed to have impacted the voting results at the Meeting.
According to their reporting, ISS has taken the position that Mr.
Hochstein is not independent due to his prior role as CEO of the
Company 6 years ago. Mr. Hochstein has served as President and CEO
of Lundin Gold Inc. since 2014, resigning as CEO of the Company in
March 2015.
Mr. Hochstein
played an important role in the development of Denison during his
tenure as CEO and during that time acquired considerable
specialized knowledge of the uranium mining industry – which
together with his breadth of technical and practical experience in
the mining industry provides great value to Denison. Since Mr.
Hochstein’s resignation in 2015, the Company’s asset
base, management team, and strategy, have changed substantially.
Accordingly, it is the position of the Board that Mr.
Hochstein’s prior executive positions with Denison do not
interfere with his ability to exercise independent judgment as a
member of Denison’s Board.
The Company has
provided more details on the results of all matters considered at
the Meeting in its Report of Voting Results filed under its profile
on SEDAR at www.sedar.com and EDGAR at
www.sec.gov/edgar.
About Denison
Denison is a uranium exploration and development company with
interests focused in the Athabasca Basin region of northern
Saskatchewan, Canada. The Company's flagship project is the 90%
owned Wheeler River Uranium Project, which is the largest
undeveloped uranium project in the infrastructure rich eastern
portion of the Athabasca Basin region of northern Saskatchewan.
Denison’s interests in Saskatchewan 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 that is contracted to process the ore from the Cigar
Lake mine under a toll milling agreement, plus a 25.17% interest in
the Midwest Main and Midwest A deposits, and a 66.90% interest in
the Tthe Heldeth Túé ("THT", formerly J Zone) and Huskie
deposits on the Waterbury Lake property. Each of Midwest Main,
Midwest A, THT and Huskie are located within 20 kilometres of the
McClean Lake mill.
Denison is also engaged in mine decommissioning and environmental
services through its Closed Mines group (formerly Denison
Environmental Services), which manages Denison's Elliot Lake
reclamation projects and provides post-closure mine care and
maintenance services to a variety of industry and government
clients.
Denison is the manager of Uranium Participation Corp., a publicly
traded company which invests in uranium oxide and uranium
hexafluoride.
For more information, please contact
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David
Cates
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(416) 979-1991
ext. 362
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President
and Chief Executive Officer
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Sophia
Shane
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(604)
689-7842
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Investor
Relations
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Follow
Denison on Twitter
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@DenisonMinesCo
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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 composition of the
Denison Board; expectations regarding Denison’s joint venture
ownership interests and the continuity of its agreements with third
parties.
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 Denison to be materially different from those
expressed or implied by such forward-looking statements. Denison
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 Denison’s Annual Information Form dated
March 26, 2021 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. Denison 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 Denison's expectations except as otherwise
required by applicable legislation.
Exhibit
99.2
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Denison Mines
Corp.
1100 – 40
University Ave
Toronto, ON M5J
1T1
www.denisonmines.com
@DenisonMinesCo
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May
7, 2021
VIA SEDAR
Ontario
Securities Commission
British Columbia
Securities Commission
Alberta
Securities Commission
Saskatchewan
Financial Services Commission
The Manitoba
Securities Commission
Authorité
des marchés financiers (Québec)
Financial and
Consumer Services Commission (New Brunswick)
Nova Scotia
Securities Commission
Office of the
Superintendent of Securities, Service Newfoundland and
Labrador
Office of the
Superintendent of Securities, Government of Prince Edward
Island
Office
of the Superintendent of Securities, Northwest
Territories
Office
of the Yukon Superintendent of Securities
Nunavut
Securities Office
The
Toronto Stock Exchange
Denison Mines Corp.
- Report of Voting
Results
In accordance
with Section 11.3 of National Instrument 51-102 – Continuous
Disclosure Obligations, we hereby advise of the results of the
voting on the matters submitted to the annual general meeting (the
“Meeting”) of the shareholders (the
“Shareholders”) of Denison Mines Corp. (the
“Corporation”) held on May 6, 2021.
The matters
voted upon at the Meeting and the results of the voting were as
follows:
Election of Directors
The eight
nominees set forth in the Corporation’s Management
Information Circular dated March 23, 2021 (the
“Circular”) were elected as directors of the
Corporation by a majority of votes cast by proxy or in person at
the Meeting. If a ballot had been taken, based upon the
scrutineer’s report on those in attendance or voting by
proxy, the voting results would have been as follows:
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Nominee
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Votes For
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% For
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Votes Withheld
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% Withheld
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David D.
Cates
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215,373,379
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98.95
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2,281,491
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1.05
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W. Robert
Dengler
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214,960,068
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98.76
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2,694,802
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1.24
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Brian D.
Edgar
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215,130,879
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98.84
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2,523,991
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1.16
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Ron F.
Hochstein
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165,957,889
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76.25
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51,696,981
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23.75
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Jun Gon
Kim
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215,935,313
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99.21
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1,719,557
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0.79
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David
Neuburger
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215,906,301
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99.20
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1,748,569
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0.80
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Jennifer
Traub
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215,444,377
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98.98
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2,209,594
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1.02
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Patricia M.
Volker
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215,797,396
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99.15
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1,857,474
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0.85
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Appointment of Auditors
By majority
vote cast by proxy or in person at the Meeting, KPMG LLP was
appointed auditor of the Corporation to hold office until the close
of the next annual meeting of shareholders or until its successor
is appointed, and the directors of the Corporation were authorized
to fix the remuneration of the auditor. If a ballot had been taken,
based upon the scrutineer’s report on those in attendance or
voting by proxy, the voting results on the appointment of the
auditors would have been as follows:
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Votes For
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% For
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Votes Withheld
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% Withheld
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305,007,110
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99.35
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2,002,766
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0.65
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Advisory Vote on Executive Compensation
By majority
vote cast by proxy or in person at the Meeting, a non-binding
advisory resolution accepting the Corporation’s approach to
executive compensation (the “Executive Compensation
Resolution”), the full text of which is set out on page 12 of
the Circular, was approved. If a ballot had been taken, based upon
the scrutineer’s report on those in attendance or voting by
proxy, the voting results on the Executive Compensation Resolution
would have been as follows:
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Votes For
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% For
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Votes Against
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% Against
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201,637,741
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92.64
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16,017,129
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7.36
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DENISON MINES CORP.
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By:
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(signed) “Amanda Willett”
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Amanda
Willett
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VP
Legal & Corporate Secretary
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