Denison Mines has completed its offering of convertible senior unsecured notes, raising an aggregate principal amount of $345m.
This includes an upsized offering of $300m and the full exercise of a $45m option granted to initial purchasers.
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Denison announced the pricing of the upsized notes on 14 August.
Net proceeds amounted to around $333m following the deduction of commissions and other expenses.
Denison plans to allocate the net proceeds from the offering to enable the evaluation and development of its uranium projects, including the Wheeler River Uranium Project, as well as for general corporate requirements.
Cantor Fitzgerald and Scotia Capital were the active bookrunners for the transaction.
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By GlobalDataThe notes carry a cash interest coupon of 4.25% per annum, with semi-annual payments starting on 15 March 2026.
The initial conversion rate for the notes is set at 342.9355 common shares of Denison per $1,000 principal amount, which equates to an initial conversion price of around $2.92 per share.
This represents a roughly 35% premium over the share’s closing price as of 12 August 2025.
Denison has enhanced the potential conversion value of the notes to up to $4.32 per share, reflecting a premium of 100%, by implementing a capped call overlay option strategy.
This involved purchasing cash-settled call options at a cost of approximately $35.36m.
Denison president and CEO David Cates said: “Denison is humbled by the overwhelming support we received from the convertible note investment community for this offering of a ‘US-Style’ convertible note with a cash-settled capped call overlay – a novel transaction for a Canadian-domiciled and TSX [Toronto Stock Exchange]-listed company. Any conversions of the Notes, prior to the maturity date of September 15, 2031, may be settled in cash, Denison common shares, or a combination of both, at Denison’s election.
“With an annual coupon rate of 4.25%, the Notes are estimated to save Denison over $100m in interest payments over the life of the instrument when compared to the range of expected interest payments associated with traditional project debt financing alternatives.“
Holders may convert the notes into shares, cash, or a combination thereof, at Denison’s discretion.
The company also reserves the right to redeem the notes under certain conditions and is obligated to repurchase them upon specific events.
Conversion by holders is restricted to certain circumstances before 15 June 2031 but is open after this date.
The notes are due to mature on 15 September 2031, with the principal to be repaid in cash if not converted, repurchased, or redeemed beforehand.
