Denison and Fission Execute Definitive Arrangement Agreement

TORONTO, ONTARIO--(Marketwired - July 28, 2015) - - Denison Mines Corp. (TSX:DML)(NYSE MKT:DNN) ("Denison") and Fission Uranium Corp. (TSX:FCU)(OTCQX:FCUUF)(FRANKFURT:2FU) ("Fission") are pleased to announce that Denison and Fission have entered into a definitive arrangement agreement (the "Arrangement Agreement") which replaces the binding letter agreement (the "Binding Letter Agreement") previously announced on July 6, 2015. Pursuant to the Arrangement Agreement, Denison has agreed to combine its business with Fission by way of a court-approved plan of Arrangement (the "Arrangement").

Information regarding the Arrangement will be contained in information circulars that each of Denison and Fission will prepare, file and mail in due course to their respective shareholders in connection with the special meetings of each of the Denison and Fission shareholders to be held to consider the Arrangement expected to occur in October 2015 or such date as the parties may agree. All shareholders are urged to read the information circulars once they become available as they will contain additional important information concerning the Arrangement.

The Arrangement creates a leading Canadian focused diversified uranium company - combining high quality assets and the management teams of two highly respected companies. Headlining the asset portfolio of the combined company will be two flagship uranium exploration and development projects: Fission's 100% owned Patterson Lake South Project, and Denison's 60% owned Wheeler River Project, both located in the Athabasca Basin, in Northern Saskatchewan, Canada.

Transaction Highlights

• Consolidation of Strategic Uranium Assets: An unrivaled portfolio of strategic uranium asset interests in the Athabasca Basin, headlined by Fission's 100% owned PLS Project and Denison's 60% owned Wheeler River Project, Denison's interests in the Midwest, McClean Lake, Waterbury Lake, Mann Lake, and Wolly projects, and Denison's strategic 22.5% ownership interest in the McClean Lake Mill;
• Continued Exploration Potential: Exploration foothold in both the historically prolific Eastern Athabasca Basin and the emergent Western Athabasca Basin, with a dominant combined land package of over 430,000 hectares and a sizeable base of mineral resources defined under NI 43-101;
• Free Cash Flows: The toll-milling of ore from the Cigar Lake mine under a toll milling agreement between the McClean Lake Joint Venture and the Cigar Lake Joint Venture and management fees from Uranium Participation Corporation are expected to provide the combined company with a source of cash in the future to fund its activities;
• Complimentary Combined Management Team and Board of Directors: Management from Fission and Denison will be combined, offering expertise and skill in the uranium industry and mergers and acquisitions, as well as the proven ability to finance ambitious exploration programs and successfully explore and develop uranium mining projects;
• Increased Liquidity: Increased scale is expected to enhance trading liquidity and access to global capital markets; and
• Valuation Upside: Various monetization options in respect of Denison's African exploration and development portfolio, including the Falea project in Mali and the Mutanga project in Zambia, are being considered by the combined company and may be pursued when market conditions permit.

Management Team and Board of Directors