EX-99.1
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notificationundernoticean.htm
NOTICE AND ACCESS NOTIFICATION LETTER
notificationundernoticean
Exhibit 99.1
Notice and Access Notification to Shareholders
Annual General & Special Meeting of Shareholders
May 12, 2025
You are receiving
this notification because Denison Mines Corp. (the
“Company”) has
opted to use the “notice and access” model for the
delivery of its information circular (the “Circular”) to its shareholders in
respect of its annual general & special meeting of shareholders
to be held on May 12, 2025 (the “Meeting”).
Under
“notice and access”, instead of receiving paper copies
of the Circular, shareholders of record on March 24, 2025 are
receiving this notice with information on how to access the
Circular electronically. Such Shareholders will also receive a
proxy or voting instruction form, as applicable, to use to vote at
or in advance of the Meeting. The use of electronic delivery is
more environmentally friendly and economical; it reduces the
Company’s paper and printing use and the Company’s
printing and mailing costs.
MEETING DATE AND LOCATION:
WHEN:
May 12,
2025
11:30 a.m.
(Eastern Time)
WHERE:
The offices of
the Company
1100 – 40
University Avenue,
Toronto, Ontario
M5J 1T1
Your vote is important. We recommend you vote your shares in
advance of the meeting.
We believe it is
in the best interests of our shareholders, directors and employees
for shareholders to communicate their votes and their opinions with
the Company in advance of, instead of only at, the
meeting.
Only registered shareholders and duly
appointed proxyholders will be permitted access to the
meeting.
SHAREHOLDERS ARE ASKED TO CONSIDER AND VOTE ON THE FOLLOWING
MATTERS:
●
ELECTION OF DIRECTORS: To elect eight
directors of the Company for the ensuing year. See the sections
entitled “The Election of Directors” in the
Circular.
●
BOARD SIZE DISCRETION: To pass, with or
without variation, a special resolution, to authorize the Board of
Directors of the Company to set the number of directors from time
to time within the minimum and maximum number of directors set
forth in the articles of the Company, in accordance with Section
125(3) of the Business Corporations Act (Ontario).
●
AMENDED & RESTATED SHARE UNIT PLAN:
To pass, with or without variation, an ordinary resolution, to
approve the Company’s amended and restated Share Unit
Plan.
●
ADVISORY SAY ON EXECUTIVE COMPENSATION:
To consider a non-binding advisory resolution on the
Company’s approach to executive compensation. See the section
entitled “Advisory Vote on the Company’s Approach to
Executive Compensation” in the Circular.
●
APPOINTMENT OF AUDITORS: To approve the
re-appointment of KPMG LLP as the Company’s auditor for the
upcoming year, and to authorize the directors to fix its
remuneration. See the section entitled “The Re-Appointment of
the Auditor” in the Circular.
●
OTHER BUSINESS: To transact such other
business as may properly come before the Meeting or any adjournment
thereof.
SHAREHOLDERS ARE REMINDED TO REVIEW THE CIRCULAR
PRIOR TO
VOTING.
WEBSITES WHERE THE CIRCULAR IS POSTED:
The Circular for
the Meeting can be viewed online under the Company’s profile
at www.sedarplus.ca or on
the United States Securities and Exchange Commission website at
www.sec.gov or on the
Company’s website at www.denisonmines.com.
HOW TO OBTAIN PAPER COPIES OF THE CIRCULAR:
Shareholders may
request paper copies of the Circular and other meeting materials,
including the audited consolidated financial statements of the
Company for the year ended December 31, 2024 and the report of the
auditors thereon and related Management’s Discussion and
Analysis, by first class mail, courier or the equivalent at no cost
to the shareholder. Requests by email to info@denisonmines.com or by calling
toll-free at 1-888-260-4455 may be made up to one year from the
date the Circular was filed on SEDAR+.
The Circular will
be sent to such shareholders within three business days of their
request if such requests are made before the Meeting. Following the
Meeting, the Circular will be sent to such shareholders within ten
days of their request. Requests
must be made by email to info@denisonmines.com or by calling
toll-free at 1-888-260-4455. It is recommended for
shareholders who wish to receive paper copies of the Circular in
advance of the voting deadline to make requests no later than April 28, 2025. Please
note that Denison cannot guarantee delivery, and delivery could be
subject to delay.
Those
shareholders with existing instructions on their account to receive
a paper copy of meeting materials will receive a paper copy of the
Circular with this notification. The Financial Statement Request
Card is included with the proxy and voting instruction
form.
VOTING:
YOU CANNOT VOTE BY RETURNING THIS
NOTICE. To vote your securities, you must vote using the
method set out in the enclosed voting instruction form or
proxy.
Registered Holders are asked to
return your proxies using the following methods by the proxy
deposit date noted on your proxy, which is by 11:30 a.m. (Eastern
Time) on May 8, 2025:
INTERNET:
Go
to www.investorvote.com and follow the instructions.
TELEPHONE:
You
may enter your voting instructions with Computershare by telephone
at:
1-866-732-8683
(toll free within North America), or 312-588-4290 (international
direct dial)
FACSIMILE:
Fax to Computershare at 1-866-249-7775 or
416-263-9524.
MAIL:
Complete
the form of proxy or any other proper form of proxy, sign it and
mail it to Computershare at:
Computershare
Investor Services Inc.
Toronto Office,
Proxy Department
100 University
Avenue, 8th Floor
Toronto, Ontario,
Canada M5J 2Y1
Beneficial Holders are asked to
return your voting instructions using the following methods at
least one business day in advance of the proxy deposit date noted
on your voting instruction form:
INTERNET:
Go to www.proxyvote.com and follow the instructions.
TELEPHONE:
You may enter
your voting instructions with
Computershare by telephone at: 1-800-474-7493 (English) or 1-800-474-7501 (French).
MAIL:
Complete the
voting instruction form, sign it and mail it in the envelope
provided.
Shareholders with questions about notice and access can call
Denison toll free at 1-888-260-4455.
