Exhibit 99.1

INTERIM CONSOLIDATED FINANCIAL STATEMENTS

CONDENSED INTERIM CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

(Unaudited - Expressed in thousands of Canadian dollars (“CAD”) except for share amounts)

The accompanying notes are an integral part of the condensed interim consolidated financial statements

INTERIM CONSOLIDATED FINANCIAL STATEMENTS

 

CONDENSED INTERIM CONSOLIDATED STATEMENTS OF LOSS AND COMPREHENSIVE LOSS

(Unaudited - Expressed in thousands of CAD dollars except for share and per share amounts) 

The accompanying notes are an integral part of the condensed interim consolidated financial statements 

INTERIM CONSOLIDATED FINANCIAL STATEMENTS

 

CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

(Unaudited - Expressed in thousands of CAD dollars) 

The accompanying notes are an integral part of the condensed interim consolidated financial statements 

INTERIM CONSOLIDATED FINANCIAL STATEMENTS

 

CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CASH FLOW

(Unaudited - Expressed in thousands of CAD dollars)

The accompanying notes are an integral part of the condensed interim consolidated financial statements

INTERIM CONSOLIDATED FINANCIAL STATEMENTS

 

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED MARCH 31, 2026

(Unaudited - Expressed in CAD dollars except for shares and per share amounts)

Denison Mines Corp. (“DMC”) and its subsidiary companies and joint arrangements (collectively, “Denison” or the “Company”) are engaged in uranium mining related activities, which can include acquisition, exploration, development and mining of uranium bearing properties, as well as the processing and selling of, and investing in, uranium.

Denison’s property interests are focused in the Athabasca Basin region of northern Saskatchewan, Canada. The Company has an effective 95.0% interest in the Wheeler River Joint Venture (“WRJV”), which owns the Company’s flagship Wheeler River Uranium Project. Denison has direct ownership interests in properties covering ~457,000 hectares in the Athabasca Basin region, including a 70.55% interest in the Waterbury Lake Uranium Limited Partnership (“WLULP”), a 25.17% interest in the Midwest Joint Venture (“MWJV”) and a 22.5% interest in the McClean Lake Joint Venture (“MLJV”) (which includes the McClean Lake mill and the McClean North mine. The McClean Lake mill is contracted to provide toll milling services to the Cigar Lake Joint Venture (“CLJV”) under the terms of a toll milling agreement between the parties (see note 10). The McClean North mine uses the MLJV’s patented Surface Access Borehole Resource Extraction (“SABRE”) mining method and commenced production in 2025.

Through its 50% ownership of JCU (Canada) Exploration Company, Limited (“JCU”), Denison holds further indirect interests in various uranium project joint ventures in Canada, including the Millennium project (JCU 30.099%), the Kiggavik project (JCU 33.8118%), and the Christie Lake project (JCU 34.4508%). See note 7 for details.

DMC is established under the Business Corporations Act (Ontario) and domiciled in Canada. The address of its registered head office is 40 University Avenue, Suite 1100, Toronto, Ontario, Canada, M5J 1T1.

These condensed interim consolidated financial statements have been prepared in accordance with International Accounting Standards (“IAS”) 34, Interim Financial Reporting. The condensed interim consolidated financial statements should be read in conjunction with the audited annual consolidated financial statements for the year ended December 31, 2025. The Company’s presentation currency is Canadian dollars (“CAD”).

These financial statements were approved by the board of directors for issue on May 12, 2026.

Material Accounting Policies

The material accounting policies followed in these condensed interim consolidated financial statements are consistent with those applied in the Company’s audited annual consolidated financial statements for the year ended December 31, 2025, except as noted below.

The Company has considered the amendments to the Classification and Measurement of Financial Instruments (Amendments to IFRS 9 and IFRS 7), which are effective for annual periods beginning on or after January 1, 2026 and has concluded that these amendments have no impact on the Company’s condensed interim consolidated financial statements.

New Accounting Policies

On February 24, 2026 the Company announced the Final Investment Decision (“FID”) for the Phoenix in-situ Recovery Mine and its plans to commence construction. The decision to commence construction of Phoenix reflects management’s assessment that the technical feasibility and commercial viability of the project has been proven. Accordingly, during construction, equipment purchases and expenditures on construction of mining and processing facilities will be capitalized and classified as assets under construction. These costs include: the purchase price of goods and materials, installation costs, site preparation costs, survey costs, freight charges, transportation insurance costs, duties, testing and preparation charges and estimated costs of dismantling and removing items and restoring the site on which it is located.

INTERIM CONSOLIDATED FINANCIAL STATEMENTS

 

Applicable borrowing costs are capitalized to qualifying assets and are included in assets under construction. Qualifying assets are assets that take a substantial period of time to prepare for the Company’s intended use. Borrowing costs attributable to the acquisition, construction or production of qualifying assets are added to the cost of those assets until such time as the assets are substantially ready for their intended use.

Assets under construction are not considered to be available for use and are therefore not subject to depreciation. When an asset becomes available for use, its costs are transferred from assets under construction into the appropriate asset classification such as mineral properties, or property, plant and equipment. Depreciation commences once the asset is complete and available for use.

Any costs incurred during the construction of Phoenix that are not eligible for capitalization will be expensed as Mine Development Costs including costs associated with engagement activities and payments under impact benefit agreements.

Critical Accounting Estimates and Judgements

The preparation of consolidated financial statements in accordance with IFRS requires the use of certain critical accounting estimates and judgements that affect the amounts reported. The critical accounting estimates and judgements utilized in the preparation of these condensed interim consolidated financial statements are consistent with those applied in the Company’s audited annual consolidated financial statements for the year ended December 31, 2025.

Changes in Accounting Standards not yet effective

In April 2024, the IASB issued IFRS 18 “Presentation and Disclosure in the Financial Statements” (“IFRS 18”) replacing IAS 1. IFRS 18 introduces categories and defined subtotals in the statement of profit or loss, disclosures on management-defined performance measures, and requirements to improve the aggregation and disaggregation of information in the financial statements. As a result of IFRS 18, amendments to IAS 7 were also issued to require that entities use the operating profit subtotal as the starting point for the indirect method of reporting cash flows from operating activities and also to remove presentation alternatives for interest and dividends paid and received. Similarly, amendments to IAS 33 “Earnings per Share” were issued to permit disclosure of additional earnings per share figures using any other component of the statement of profit or loss, provided the numerator is a total or subtotal defined under IFRS 18. IFRS 18 is effective for annual reporting periods beginning on or after January 1, 2027, and is to be applied retrospectively, with early adoption permitted. The Company is currently assessing the impact of the standard on its financial statements.

The cash and cash equivalent balance consists of:

INTERIM CONSOLIDATED FINANCIAL STATEMENTS

 

The inventories balance consists of:

The investments balance consists of:

Non-current instruments consist of warrants in publicly traded companies exercisable for a period more than one year after the balance sheet date, investment in associates, as well as convertible debt instruments convertible and redeemable for a period more than one year after the balance sheet date.

The investments continuity summary is as follows:

INTERIM CONSOLIDATED FINANCIAL STATEMENTS

 

Investment in equity and debt instruments

At March 31, 2026, the Company holds equity instruments consisting of shares and warrants in publicly traded companies as well as a strategic investment in F3 Uranium Corp. (“F3”) in the form of convertible debt instruments.

Investment in associates

As at March 31, 2026, the Company has investments in two entities, whereby significant influence can be demonstrated, and the investments are accounted for as investment in associates.

In October 2024, Denison completed a transaction with Foremost Clean Energy Ltd. (“Foremost”), whereby Denison became a significant shareholder in Foremost in exchange for granting Foremost a multi-phase option to acquire up to 70% of Denison’s interest in 10 non-core uranium exploration properties.

In January 2025, Denison closed a transaction with Cosa Resources Corp (“Cosa”), whereby Denison became a significant shareholder in Cosa in exchange for Cosa’s acquisition of a 70% interest in Denison's Murphy Lake North, Darby, and Packrat properties (collectively the “Cosa Transaction”). Under the Cosa Transaction, Cosa is required to issue Denison a further $2,250,000 in deferred consideration shares within a five-year period beginning on the closing date. On January 14, 2026, Denison received 1,960,000 common shares in Cosa valued at $762,000 to reduce the deferred consideration shares owing from $2,250,000 to $1,488,000.

The Company accounts for its investment in Foremost and Cosa as investments in an associate using the equity method, as it has determined it has significant influence over both companies, due to Denison’s shareholdings and board representation rights. Denison records its equity share of earnings (loss) in Foremost and Cosa one quarter in arrears (due to the information not yet being available), adjusted for any known material transactions that have occurred up to the period end date on which Denison is reporting.

As at March 31, 2026, based on the most recent publicly available information, the Company owns 15.16% of the issued and outstanding common shares of Foremost (holding 2,462,410 Foremost common shares) and its equity loss pick up of Foremost of $833,000 offset by a dilution gain of $985,000 for a net gain of $152,000 for the three months ended March 31, 2026 (March 31, 2025 – equity pickup loss of $391,000).

As at March 31, 2026, based on the most recent publicly available information the Company owns 18.08% of the issued and outstanding common shares of Cosa (holding 20,990,864 Cosa common shares) and its equity loss pick up of Cosa, amounted of $163,000 and a dilution loss of $205,000 for a total loss of $368,000 for the three months ended March  31, 2026 (March 31, 2025 - $Nil).

Investment in uranium

As at March 31, 2026, the Company holds a total of 1,700,000 pounds of physical uranium as uranium oxide concentrates (“U₃O₈“) at a cost of $62,487,000 (US$50,539,000 or US$29.73 per pound of U₃O₈) and market value of $198,601,000 (US$142,715,000 or US$83.95 per pound of U₃O₈). At December 31, 2025, the Company held a total of 1,700,000 pounds of physical uranium as uranium oxide concentrates (“U₃O₈”) at a cost of $62,487,000 (US$50,539,000 or US$29.73 per pound of U₃O₈) and market value of $190,276,000 (US$138,615,000 or US$81.55 per pound of U₃O₈).

As at March 31, 2026, the Company has entered into commitments to sell 1,350,000 pounds of U₃O₈ throughout 2026 and 2027. Deliveries for 1,100,000 pounds of U₃O₈ are scheduled to occur in the next twelve months and the applicable portion of the investment value is classified as a current asset.

The investment in joint venture balance consists of:

INTERIM CONSOLIDATED FINANCIAL STATEMENTS

 

A summary of the investment in JCU is as follows:

JCU is a private company that holds a portfolio of twelve uranium project joint venture interests in Canada, including a 10% interest in the WRJV, a 30.099% interest in the Millennium project (Cameco Corporation 69.901%), a 33.8118% interest in the Kiggavik project (Orano Canada Inc. 66.1882%), and a 34.4508% interest in the Christie Lake project (UEC 65.5492%).

The following tables summarizes the consolidated financial information of JCU on a 100% basis, taking into account adjustments made by Denison for equity accounting purposes (including fair value adjustments and differences in accounting policies). Denison records its equity share of earnings (loss) in JCU one month in arrears (due to the information not yet being available), adjusted for any known material transactions that have occurred up to the period end date on which Denison is reporting.

INTERIM CONSOLIDATED FINANCIAL STATEMENTS

 

The property, plant and equipment (“PP&E”) continuity summary is as follows:

Plant and Equipment – Owned

The Company’s Plant and Equipment is predominantly comprised of (a) its 22.5% interest in the McClean Lake mill through its ownership interest in the MLJV (including various infrastructure, building and machinery assets), (b) exploration equipment and (c) office-related equipment.

Plant and Equipment – Right-of-Use

The Company has included the cost of various right-of-use (“ROU”) assets within its plant and equipment ROU carrying value amount. These assets consist of building, vehicle and office equipment leases. The majority of the asset value is attributable to the building lease assets for the Company’s office in Toronto and warehousing space in Saskatoon.

Assets under Construction

On February 19, 2026 the Company received its approval to construct the Phoenix ISR Uranium mine. During construction, expenditures incurred on construction of mining and processing facilities are capitalized and classified as assets under construction. These costs include: the purchase price of goods and materials, installation costs, site preparation costs, survey costs, freight charges, transportation insurance costs, duties, testing and preparation charges, capitalized borrowing costs and estimated costs of dismantling and removing items and restoring the site on which it is located.

Mineral Properties

As at March 31, 2026, the Company has various interests in development, evaluation and exploration projects located in Saskatchewan, Canada, which are either held directly, or through contractual arrangements. The properties with significant carrying values are Wheeler River, Waterbury Lake, Midwest, Mann Lake, Wolly, Johnston Lake and McClean Lake, which together represent $181,702,000, or 90.7%, of the total mineral property carrying value as at March 31, 2026.

On February 24, 2026, the Company announced the FID for the Phoenix in-situ Recovery Mine and plans to commence construction in March 2026. The decision to commence construction of Phoenix reflects management’s assessment that the technical feasibility and commercial viability of the project has been proven. As such, the Phoenix project is no longer accounted for under IFRS 6, Exploration for and Evaluation of Mineral Resources, but rather under IAS 16, Property, Plant and Equipment. As required under IFRS 6, immediately before exiting the exploration and evaluation phase, the Company performed an impairment test to assess the recoverability of the Wheeler River mineral property asset and concluded that there was no impairment.

INTERIM CONSOLIDATED FINANCIAL STATEMENTS

 

The accounts payable and accrued liabilities balance consists of:

The deferred revenue balance consists of:

The deferred revenue continuity summary is as follows:

Arrangement with Ecora Resources PLC (“Ecora”)

In February 2017, Denison closed an arrangement with Ecora pursuant to which, Denison received an upfront payment of $43,500,000 in exchange for its right to receive specified future toll milling cash receipts from the MLJV earned by the Company related to the processing of specified Cigar Lake ore through the McClean Lake mill under the current toll milling agreement with the CLJV from July 1, 2016 onwards (the “Ecora Arrangement”). The up-front payment was based upon an estimate of the gross toll milling cash receipts to be received by Denison discounted at a rate of 8.50%.

The Ecora Arrangement represents a contractual obligation of Denison to pay onward to Ecora any cash proceeds of future toll milling revenue earned by the Company related to the processing of the specified Cigar Lake ore through the McClean Lake mill. The deferred revenue balance represents a non-cash liability, which is adjusted as any toll milling revenue received by Denison is passed through to Ecora, or any changes in Cigar Lake Phase 1 and Phase 2 tolling milling production estimates are recognized.

INTERIM CONSOLIDATED FINANCIAL STATEMENTS

 

During the three months ended March 31, 2026, the Company recognized $1,106,000 of toll milling revenue from the draw-down of deferred revenue, based on Cigar Lake toll milling production of 4,953,000 pounds U₃O₈ (100% basis). The draw-down in 2026 includes a cumulative decrease in revenue for prior periods of $132,000 resulting from changes in estimates to the toll milling rates during 2026.

For the comparative three months ended March 31, 2025, the Company recognized $1,375,000 of toll milling revenue from the draw-down of deferred revenue, based on Cigar Lake toll milling production of 5,030,000 pounds U₃O₈ (100% basis). The draw-down in 2025 included a cumulative decrease in revenue for prior periods of $113,000 resulting from changes in estimates to the toll milling rates during 2025.

During the three months ended March 31, 2026, the Company recognized accretion expense of $736,000, including a true-up adjustment of $54,000 due to the change in the estimated timing of milling of the Cigar Lake ore (March 31, 2025 – $678,000 including a $41,000 true-down adjustment).

The current portion of the deferred revenue liability reflects Denison’s estimate of Cigar Lake toll milling over the next 12 months. This assumption is based on current mill packaged production expectations and is reassessed on a quarterly basis.

Uranium Prepayment

In 2025, Denison entered a uranium sales contract with a third party which included upfront cash prepayments. Under this arrangement Denison received $8,235,000 (US$6,000,000) in December 2025, with an additional US$4,000,000 due by the end of 2026. As consideration for the prepayments, the counterparty will receive a discount from the then prevailing market price on the sale of 4,500,000 pounds of U₃O₈, with scheduled deliveries from 2028-2033. The prepayment has been recorded as deferred revenue. The amount of the upfront payment included a significant financing component, so the Company is recognizing accretion expense on the deferred revenue.

The reclamation obligations balance consists of:

The reclamation obligations continuity summary is as follows:,

INTERIM CONSOLIDATED FINANCIAL STATEMENTS

 

Site Restoration: Elliot Lake

The Elliot Lake uranium mine was closed in 1992 and capital works to decommission this site were completed in 1997. The Company is responsible for monitoring the Tailings Management Areas at the Denison and Stanrock sites and for treatment of water discharged from these areas.

Spending on restoration activities at the Elliot Lake site is funded by the Elliot Lake Reclamation Trust (“Trust”). The Trust had a balance of $4,408,000 as at March 31, 2026 (December 31, 2025 - $3,652,000).

Site Restoration: McClean Lake Joint Venture and Midwest Joint Venture

Under the Saskatchewan Mineral Industry Environmental Protection Regulations (1996), the Company is required to provide its pro-rata share of financial assurances to the province of Saskatchewan relating to future decommissioning and reclamation plans that have been filed and approved by the applicable regulatory authorities. Accordingly as at March 31, 2025, the Company has provided irrevocable standby letters of credit, from a chartered bank, in favour of the Saskatchewan Ministry of Environment, totalling $22,972,000, which relate to the most recently filed reclamation plan dated November 2021.

Site Restoration: Wheeler River and other

The Company’s exploration and evaluation activities, including those related to Wheeler River, are subject to environmental regulations as set out by the government of Saskatchewan. Following receipt of approval to construct the Phoenix Project the Company had 60 days to provide a financial guarantee for the Project. This requirement was met subsequent to the end of the quarter (note 21).

Convertible Senior Unsecured Notes

In August 2025, the Company issued US$345,000,000 ($476,307,000) of convertible senior unsecured notes (the “Notes”). The Company received $458,994,000, after commissions, fees and transaction costs of $17,313,000. The transaction costs are included in the amortized value of the host contract and amortized over the life of the Notes using the effective interest method. The Notes pay interest semi-annually at a rate of 4.25% per annum. The Company made the first interest payment of US$8,553,125 ($11,902,529)) on March 15, 2026. The Notes mature on September 15, 2031. The holders of the Notes may convert their Notes after December 31, 2025 in shares, cash or a combination thereof at the Company’s discretion, under the following circumstances: (1) the closing sale price of the Company’s shares exceeds 130% of the conversion price of US$2.92 per share for at least 20 trading days in the 30 consecutive trading days ending on the last trading day of the immediately preceding quarter, and only in the following quarter (the “Share Price Threshold”); (2) the trading price per $1,000 principal amount of the Note is equal to or less than 98% of the product of the closing sale price of the Company’s common shares and the applicable conversion rate; (3) the Notes are called for redemption by the Company; or (4) after June 15, 2031. The conversion rate is 342.9355 common shares per $1,000 principal amount of notes which represents a conversion price of approximately US$2.92 per share. Upon conversion the Company may settle the obligation, at its sole discretion, in either common shares, in cash at an equivalent value or in a combination of both.

The Company may redeem for cash all or any portion of the Notes on or after September 20, 2029, but only if Denison’s share price reaches at least 130% of the conversion price for 20 out of the previous 30 consecutive trading days before the quarter ends. The redemption price represents 100% of the principal amount of the Notes, plus accrued and unpaid interest. The Notes contain a make-whole provision such that, in the event of a redemption, the conversion price is adjusted to ensure no loss to the Note holders. Upon the occurrence of specified corporate transactions, such as a change of control, major corporate transaction, or liquidation, and the Company must offer to repurchase all or part of the outstanding Notes for cash.

INTERIM CONSOLIDATED FINANCIAL STATEMENTS

 

The Notes mature on September 15, 2031. Any Notes not converted, repurchased or redeemed prior to the maturity date will have their principal amount repaid by Denison in cash at maturity.

Under IFRS 9, Financial Instruments, the early redemption feature and conversion option meet the definition of an embedded derivative (the “Embedded Derivatives”) and the Company has elected the option under IFRS to bifurcate from the host liability from the conversion and redemption options. The conversion option and redemption feature are treated as one unit on account of being closely related. The Embedded Derivatives are measured at fair value on issuance and at each reporting period, with changes in fair value recorded in net earnings. The host liability was recorded as the residual amount and subsequently measured at amortized cost.

On the date of issuance, the Notes were trading at a premium to their face value, resulting a fair value on issuance for the Notes of $512,328,000 (US$371,091,000), resulting in a day-one loss of $36,021,000, recorded in other income (note 15).

The Embedded Derivatives are classified as a Level 2 financial instrument based on the IFRS 13, Fair Value Measurement, fair value hierarchy, and valued using a partial differential equation valuation model. The following key assumptions were used in the valuation model:

The fair value of the Embedded Derivatives on December 31, 2025 was $316,444,000. At March 31, 2026 the Company’s share price had increased to US$3.53 (December 31, 2025 – US$2.63), resulting in an increase in the fair value of the Embedded Derivatives to $424,883,000, and a fair value loss of $108,439,000 that was recognized in other income for the three months ended March 31, 2026 (see note 15). The Share Price Threshold was not met during the three months ended March 31, 2026.

For the three months ended March 31, 2026, the Company recorded a gross interest expense of $10,225,000, including cash interest of $5,028,000 and accretion of the host liability related to the Notes, of $5,216,000 at an effective interest rate of 13.76%. Following FID the Company commenced capitalizing its borrowing costs in accordance with IAS 23, Borrowing Costs, for the quarter ended March 31, 2026 $396,000 in borrowing costs were capitalized to Assets under Construction.

Capped Call Derivative Options

Concurrently with the issuance of the Notes, the Company purchased cash-settled call options (the “Capped Calls”) with a strike price equal to initial conversion price of the Notes of (USD$2.92) and with a cap price of US$4.32, a term consistent with the term of the Notes. This transaction effectively increased the conversion price of the Notes up to USD$4.32 per share. The purchase price for the Capped Call transactions was approximately USD$35,363,000 ($48,822,000).

The Capped Calls are accounted for as a derivative instrument and are re-measured to fair value at each reporting date. The Capped Calls are classified as a Level 3 of the fair value hierarchy under IFRS 13, Fair Value Measurement and valued using a Monte Carlo model. The key assumptions used in the valuation model at inception and as at September 30, 2025, used in valuation of the conversion option are:

INTERIM CONSOLIDATED FINANCIAL STATEMENTS

 

The Capped Calls were initially valued at US$21,497,000 ($29,679,000) on August 15, 2025. The initial valuation resulted in a difference between the transaction price and the fair value on initial recognition of $19,143,000. As this valuation is based on a valuation technique where not all the inputs are observable, the day one loss has been deferred, and is recorded as an asset on the statement of financial position, which will be amortized on a straight-line basis into net earnings over the contractual life of the Capped Calls. Including the deferral of the loss, the total Capped Call value on August 15, 2025 was $48,822,000.

As at March 31, 2026, the fair value of the Capped Calls, including the deferred loss was $61,211,000 (December 31, 2025 $47,993,000), resulting in a fair value gain of $13,218,000 (March 31, 2025 – $nil), that has been recognized in finance expense for the three months ended March 31, 2026 (see note 15).

Denison is authorized to issue an unlimited number of common shares without par value. A continuity summary of the issued and outstanding common shares and the associated dollar amounts is presented below:

The Company’s share-based compensation arrangements include share options, restricted share units (“RSUs”) and performance share units (“PSUs”).

Share-based compensation is recorded over the vesting period, and a summary of share-based compensation expense recognized in the statement of income (loss) is as follows:

INTERIM CONSOLIDATED FINANCIAL STATEMENTS

 

An additional $9,142,000 in share-based compensation expense remains to be recognized, up until March 2028, on outstanding share options and share units at March 31, 2026.

Share Options

Share options granted in 2025 vest over a period of three years. A continuity summary of the share options granted under the Company’s Share Option Plan is presented below:

A summary of the Company’s share options outstanding at March 31, 2026 is presented below:

Share options outstanding at March 31, 2026 expire between August 2026 and March 2031.

The fair value of each share option granted is estimated on the date of grant using the Black-Scholes option pricing model. The following table outlines the assumptions used in the model to determine the fair value of share options granted:

INTERIM CONSOLIDATED FINANCIAL STATEMENTS

 

Share Units

RSUs granted under the Share Unit Plan in 2026 vest ratably over a period of three years.

The fair value of each RSU and PSU granted is estimated on the date of grant using the Company’s closing share price on the day before the grant date.

The accumulated other comprehensive income balance consists of:

The components of Other income (expense) are as follows:

INTERIM CONSOLIDATED FINANCIAL STATEMENTS

 

The components of Finance income (expense) are as follows:

The change in non-cash operating working capital items in the consolidated statements of cash flows is as follows:

INTERIM CONSOLIDATED FINANCIAL STATEMENTS

 

Business Segments

The Company operates in two primary segments – the Mining segment and the Corporate and Other segment. The Mining segment includes activities related to exploration, evaluation and development, mining, milling (including toll milling) and the sale of mineral concentrates. The Corporate and Other segment includes general corporate expenses not allocated to the other segments.

For the period ended March 31, 2026, reportable segment results were as follows:

INTERIM CONSOLIDATED FINANCIAL STATEMENTS

 

For the period ended March 31, 2025, reportable segment results were as follows:

During the three months ended March 31, 2026, the Company recognized deferred tax recoveries of $4,730,000. The deferred tax recovery includes the recognition of previously unrecognized Canadian tax assets of $4,730,000 relating to the February 2026 renunciation of the tax benefits associated with the Company’s $15,000,000 flow through share issue in December 2025.

Compensation of Key Management Personnel

Key management personnel are those persons having authority and responsibility for planning, directing and controlling the activities of the Company, directly or indirectly. Key management personnel includes the Company’s executive officers, vice-presidents and members of its Board of Directors.

The following compensation was awarded to key management personnel:

INTERIM CONSOLIDATED FINANCIAL STATEMENTS

 

IFRS requires disclosures about the inputs to fair value measurements, including their classification within a hierarchy that prioritizes the inputs to fair value measurement. The three levels of the fair value hierarchy are:

The fair value of financial instruments which trade in active markets, such as share and warrant equity instruments, is based on quoted market prices at the balance sheet date. The quoted market price used to value financial assets held by the Company is the current closing price. Warrants that do not trade in active markets have been valued using the Black-Scholes pricing model. Investment in associates, have been valued based on the consideration given up and adjusted for any related equity pickup. Debt instruments have been valued using the effective interest rate for the period that the Company expects to hold the instrument and not the rate to maturity.

Except as otherwise disclosed, the fair values of cash and cash equivalents, trade and other receivables, accounts payable and accrued liabilities, restricted cash and cash equivalents and debt obligations approximate their carrying values as a result of the short-term nature of the instruments, the variable interest rate associated with the instruments or the fixed interest rate of the instruments being similar to market rates.

During 2026 and 2025, there were no transfers between levels 1, 2 and 3 and there were no changes in valuation techniques. The following table illustrates the classification of the Company’s financial assets and liabilities within the fair value hierarchy as at March 31, 2026 and December 31, 2025:

Investments in uranium are categorized as Level 2. Investments in uranium are measured at fair value at each reporting period based on the month-end spot price for uranium published by UxC and converted to Canadian dollars during the period-end indicative foreign exchange rate. The Capped Call options are categorized as Level 3, as there are significant inputs that are unobservable. The Convertible note Embedded Derivatives are categorized as Level 2, due to the use of a valuation model based on market observable inputs.

INTERIM CONSOLIDATED FINANCIAL STATEMENTS

 

Letters of Credit Facility

In January 2026, the Company entered into an agreement with The Bank of Nova Scotia to amend the terms of the Company’s Fourth Amended and Restated Credit Facility Agreement (the “Credit Facility”) to extend the maturity date to January 31, 2027 (the “Credit Facility”). All other terms of the Credit Facility (amount of credit facility, tangible net worth covenant, investment amounts, pledged assets and security for the facility) remain unchanged by the amendment and the Credit Facility remains subject to letter of credit and standby fees of 2.40% (0.40% on the $7,972,000 covered by pledged cash collateral) and 0.75% respectively. During the quarter ended March 31, 2026, the Company incurred letter of credit fees of $130,000 (March 31, 2025 - $103,000).

At March 31, 2026, the Company is in compliance with its facility covenants and has access to letters of credit of up to $28,478,000 (December 31, 2025 - $28,478,000). The facility is fully utilized as collateral for non-financial letters of credit issued in support of reclamation obligations for the MLJV, MWJV and Wheeler River (see note 11).

Capital Commitments

As of March 31, 2026, the WRJV has entered into $165,655,000 in committed capital purchases on a 100% basis of the long lead item procurement for the Wheeler Joint Venture, with Denison’s share being $149,090,000. These commitments are related to long lead items and expected to be received over the next 12 to 24 months.

Sale of Uranium

As at March 31, 2026, the Company has entered into uranium sales contracts to sell 1,350,000 pounds for delivery in 2026 and 2027 (see note 21).

General Legal Matters

The Company is involved, from time to time, in various legal actions and claims in the ordinary course of business. In the opinion of management, the aggregate amount of any potential liability is not expected to have a material adverse effect on the Company’s financial position or results.

Specific Legal Matters

Mongolia Mining Division Sale – Arbitration Proceedings with Uranium Industry a.s.

In November 2015, the Company sold all of its mining assets and operations located in Mongolia to Uranium Industry a.s (“UI”) pursuant to an amended and restated share purchase agreement (the “GSJV Agreement”). The primary assets at that time were the exploration licenses for the Hairhan, Haraat, Gurvan Saihan and Ulzit projects. As consideration for the sale per the GSJV Agreement, the Company received cash consideration of US$1,250,000 prior to closing and the rights to receive additional contingent consideration of up to US$12,000,000.

With respect to outstanding contingent consideration payable to Denison in relation to this transaction, in January 2022, the Company executed a Repayment Agreement with UI (the “Repayment Agreement”). Under the terms of the Repayment Agreement, UI has agreed to make scheduled payments of the Arbitration Award, plus additional interest and fees, through a series of quarterly installments and annual milestone payments until December 31, 2025.

As at December 31, 2025 and March 31, 2026, US$702,000 remained outstanding under the Repayment Agreement. On April 1, 2026, the Company received the remaining US$702,000 as full and final settlement of all amounts payable under the GSJV Agreement and the Repayment Agreement.

Sale of Uranium

In April and May 2026, the Company completed transactions to sell 550,000 pounds of U₃O₈ at a weighted average price of US$86.29 per pound. These transactions include transactions entered into during the first quarter of 2026 and scheduled deliveries of transactions entered into in 2025.

INTERIM CONSOLIDATED FINANCIAL STATEMENTS

 

Issue of Surety Bonds

In April 2026, the Company entered into an agreement with Purves Redmond Limited (‘PRL’) to provide Surety Bonds totaling $36,846,000 in support of decommissioning and reclamation obligations for the McClean Lake Operation and Wheeler River Project. Under the agreement, the Company pledged $5,526,900 as restricted cash and investments pursuant to its obligations under the agreement. The Surety Bonds are subject to annual surety fees of 3.0%.

Following the issue of the Surety Bonds the letters of credit previously provided to the Government of Saskatchewan were returned to the Bank of Nova Scotia (‘BNS’) and cancelled.