Uranium Explorer Closes on Massive CA$61.5M Deal With Denison

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1. Ownership and Share Structure Information

The information listed above was updated on the date this article was published and was compiled from information from the company and various other data providers.

Skyharbour Resources Ltd. (SYH:TSX.V; SYHBF:OTCQX; SC1P:FSE) announced the completion of its definitive repurchase agreement with Denison Mines Corp. (DML:TSX; DNN:NYSE.MKT), allowing Denison to acquire an initial interest in Skyharbour's Russell Lake Uranium Project, as stated in a release from Skyharbour on December 17.

The parties have entered into four distinct joint venture agreements on various claims comprising the Russell project, strategically located in the central part of the Eastern Athabasca Basin of northern Saskatchewan. The project benefits from access to regional infrastructure, including an exploration camp, an all-weather road, and a powerline, according to the release.

"We are thrilled to close this major transaction for Skyharbour and to embark on the next chapter of exploration at Russell with a multi-billion-dollar strategic partner and large shareholder in Denison Mines," said Skyharbour President and Chief Executive Officer Jordan Trimble. "With up to CA$61.5 million in combined project consideration contemplated, we are confident that this strategic agreement will expedite the discovery process at the project while minimizing equity dilution for our shareholders. Based on initial technical meetings and strategy sessions with Denison, we are excited about the combined exploration options for the near term."

According to Trimble, Russell is one of the more promising exploration projects in the Athabasca Basin, close to existing and developing mines, including Denison's Phoenix deposit at Wheeler River.

"Denison will also be able to provide considerable insight and experience as we jointly advance Russell," Trimble continued. "Lastly, we now enter the new year with a healthy treasury of over CA$11 million to fund our exploration efforts and corporate activities through 2026 while various partner companies fund exploration at numerous other projects in our portfolio."

The strategic agreement's total consideration of up to CA$61.5 million includes cash payments to Skyharbour totaling CA$10 million, additional consideration of CA$8 million payable in cash and shares before year-end, and expenditures and cash payments totaling up to CA$43.5 million for Denison to acquire between 20% and 70% ownership interest over seven years in the claims making up Russell, with Skyharbour retaining the remaining interests.

Denison President and CEO David Cates added, "As Denison nears receipt of final regulatory approvals for the Phoenix In-Situ Recovery mine proposed for our flagship Wheeler River property, we are also making measured investments in our project pipeline, including our next development assets and high-potential exploration properties. Given its proximity to Wheeler River, Denison has had an interest in adding Russell to our property portfolio for strategic reasons."

Company Maintains Role as Operator with Stake

Skyharbour is pleased to have Denison join as a strategic and active funding partner at Russell, with Denison holding shares in the company, as stated in the announcement. The project has been segmented into four separate joint ventures: Russell Lake, Getty East, Wheeler North, and the Wheeler River Inlier Claims. Skyharbour will initially hold ownership stakes of 80%, 70%, 51%, and 30%, respectively. Denison has the opportunity to acquire up to a 70% stake in the Wheeler North and Getty East sites through option agreements.

The geological teams from Denison and Skyharbour have started working together to enhance and realize value across the joint ventures, leveraging top-notch exploration and development expertise in the area, Skyharbour mentioned.

"We believe the partnership with Denison bolsters Skyharbour's position in the Athabasca Basin, validates Russell Lake, and provides financial and operational support," Rajeev wrote.

Denison has pledged a minimum of CA$4 million in exploration spending over the first two years at Wheeler North and Getty East combined. Furthermore, Denison has agreed to cover its proportional 20% participation stake in the Russell Lake claims through 2029, until total exploration spending on the property reaches CA$10 million.

Skyharbour will continue as the operator with an 80% stake in the Russell Lake claims, which encompass over 53,192 hectares of the original 73,314-hectare Russell Lake Project. The company will also serve as the operator during the initial earn-in at Getty East, with Denison solely financing the exploration to fulfill the earn-in option requirements. Skyharbour will also earn revenue from its operator fee at the McGowan Lake exploration camp at the Project, as well as from cash and other sources.

The company will persist in directly advancing its high-grade Moore Uranium project along with the Russell Lake claims at Russell, while partner companies finance exploration at some of the Company's other projects.

The consideration payment at Russell included a CA$10 million cash payment, with CA$2 million paid upon signing the strategic agreement and CA$8 million paid upon closing. An additional CA$8 million is payable in cash and shares by Denison on or before December 31, 2025, with at least CA$2 million payable in cash.

"It is anticipated that Denison will also be making use of the current exploration camp at McGowan Lake on the project, which will continue to be operated by Skyharbour, and an administrative fee will be payable by Denison to Skyharbour," the release noted. "The claims comprising Russell are subject to various existing underlying royalties to other parties."

Skyharbour has received conditional approval from the TSX Venture Exchange for closing. The issuance of shares from Denison to Skyharbour remains subject to applicable exchange approvals.

'A Significant Endorsement' for Project From Denison

In a revised research note on December 18, Red Cloud's Head of Equity Research, David Talbot, stated that finalizing the agreement is "transformative" for Skyharbour.

"We believe the true advantage lies in heightened exploration efforts in the RL claims area, thereby boosting the likelihood of uncovering additional high-grade uranium deposits," the analyst noted. "The agreement grants Russell Lake a significant endorsement by Denison, while granting access to Denison's highly experienced technical team. It also allows for renewed exploration focus on its co-flagship Moore Lake project, where an initial resource is anticipated in H1/26."

Talbot upheld Red Cloud's Buy rating for the stock and its target price of CA$0.65/share.

"We apply a 0.80x multiple to our sum-of-parts NAVPS of CA$0.81, to reach our target," he wrote. "Upcoming catalysts: 1) pending assay results from Russell and Moore (ongoing), and 2) follow-up drilling at Russell and Moore."

In another report on December 1, Sid Rajeev, head of research at Fundamental Research Corp., increased the firm's fair value target price on Skyharbour by 11% after applying sector multiples to the company's flagship assets.

"We believe the partnership with Denison bolsters Skyharbour's position in the Athabasca Basin, validates Russell Lake, and provides financial and operational support," Rajeev wrote.

FRC's new fair value target on the Canadian uranium project generator is CA$1.12 per share (CA$1.12/share), previously CA$1.01, noted Rajeev. In comparison, the uranium company was trading at about CA$0.36/share at the time of the head of research's report. From that share price, the return to FRC's new fair value target is 211%. Skyharbour remains a Buy, the analyst said.

"For Denison, the appeal is clear: a collection of high-potential exploration blocks surrounding Wheeler River with genuine discovery potential that can enhance an already world-class development story anchored by the Phoenix ISR project," TheGoldAdvisor.com founder Jeff Clark wrote about the deal on November 20.

For Skyharbour, the smaller partner, the impact is even more significant, he said, with the "big-company spend" providing it "junior-company leverage."

"Skyharbour retains operatorship and an 80% working interest across the largest and most target-rich part of the former Russell Lake package, while Denison funds its 20% share up to CA$10M," Clark said. "Russell Lake still contains multiple basement- and sandstone-hosted targets and long stretches of untested EM conductors that haven't seen modern work. In other words: it's an exciting exploration opportunity."

The agreement also provides Skyharbour with "a much stronger treasury and larger drill plans," he wrote.

Clark continued, "Skyharbour has, in short, transformed a single, underexplored but promising asset into a portfolio of funded or partly funded JV interests, anchored by a large operated block and supported by a major partner next door."

He said he is overweight on the stock because "it's a uranium name that hasn't yet left the station. If it makes a discovery, it will."

Haywood Capital Markets Analyst Marcus Giannini noted in a November 17 report that his firm views the transaction as a substantial endorsement of the advanced-stage Russell Lake project, "where Skyharbour has already outlined high-grade uranium mineralization, and which remains prospective for additional basement-hosted uranium discoveries."

The analyst did not provide a traditional rating or price target for the stock.

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The Catalyst: Renewed Interest in Producers and Developers

The year 2025 marked a crucial turning point in uranium pricing dynamics, as reported by Ryan Charles for Crux Investor on December 17. After the sharp spot-driven surge of 2023-2024, price movements became more stable, challenging investor confidence while reinforcing the robustness of the long-term outlook.

According to Trading Economics data, spot U₃O₈ varied between US$63.17 per pound in March and US$83.33 per pound in September, with the price seemingly finding support at the US$75 level since late August, Charles noted. This pricing pattern indicates that downside risk is increasingly constrained by cost structures and contracting economics rather than sentiment alone.

For institutional investors, the more significant indicator emerged from the long-term contract market. According to data gathered by Cameco, long-term prices increased from about US$80/pound at the beginning of 2025 to US$86/pound by late November, reflecting active negotiations between utilities and producers rather than speculative flows. These prices are nearing the incentive levels required to justify mine restarts, in-situ recovery expansions, and new project development.

Within this framework, U.S.-based producers and near-term developers are garnering renewed interest, he wrote. The investment focus shifted from spot price leverage to the capability to meet contract demand within realistic permitting and construction timelines.

On November 13, Clark wrote for The GoldAdvisor.com that uranium has been added to the United States Geological Survey's Critical Minerals list, joining the ranks of copper, nickel, and tungsten. Clark highlighted that this inclusion underscores uranium's strategic importance, following earlier statements from the White House.

He emphasized that "around 95% of the uranium that fuels America's reactors comes from outside the country," highlighting the need for domestic and allied supply chains. Clark also noted that the critical designation benefits producers, developers, and explorers, stating that "critical status has a habit of loosening capital by way of government funding programs, strategic partners, and offtake conversations."

Ownership and Share Structure¹

Management, insiders, and close business associates hold about 5% of Skyharbour, with President and CEO Jordan Trimble owning 1.54% and Director David Cates holding 0.82%. Institutional, corporate, and strategic investors collectively own around 55% of the company.

Skyharbour has 210.83 million outstanding shares, and its market cap is CA$62.2 million. Its 52-week range is CA$0.28–CA$0.50 per share.