Platinum Group Announces Ruling by High Court of South Africa Denying Challenge to the 2018 Sale of Maseve
4873-0336-8997\
838 – 1100 Melville Street
Vancouver, BC V6E 4A6
P: 604-899-5450
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News Release No. 22-453
June 15, 2022
Platinum Group Announces Ruling by High Court of South Africa
Denying Challenge to the 2018 Sale of Maseve
(Vancouver/Johannesburg) Platinum Group Metals Ltd. (PTM:TSX; PLG:NYSE American)
(“Platinum Group”, “PTM” or the “Company”) reports that on June 14, 2022 the High Court
of South Africa delivered a judgment dismissing a challenge brought by Africa Wide Mineral
Prospecting and Exploration (Pty) Limited (“ Africa Wide”), a wholly owned subsidiary of
Wesizwe Platinum Limited , to the 2018 sale of the Maseve Mine . In its judgment the High
Court dismissed all of the claims for which Africa Wide contended and ordered Africa Wide to
make payment of the defendants' costs.
On November 23, 2017, definitive agreements were concluded to dispose of the share
interests in Maseve Investments 11 (Pty) Ltd. (“Maseve”) to Royal Bafokeng Platinum Limited
(“RBPlat”) in a transaction valued at approximately US $74.0 million (the “ Maseve
Transaction”). The Maseve Transaction occurred as a scheme of arrangement (the
“Scheme”) by way of two interdependent stages in accordance with section 115 of the South
Africa Companies Act (the “Companies Act”). Under the Scheme, Africa Wide was required
to simultaneously dispose of its 17.1% interest together with the Company's 82.9% interest
in Maseve. Stage one, being the sale of certain of Maseve’s assets for approximately US $58
million in cash, was completed on April 5, 201 8. Stage two, being the sale of 100% of
Maseve’s issued shares to RBPlat in exchange for RBPlat common shares, was completed on
April 26, 2018.
Notwithstanding that the statutory period to challenge the Scheme under the Companies Act
had expired more th an five months earlier, i n September 2018 Africa Wide instituted legal
proceedings against the Company’s wholly owned subsidiary, Platinum Group Metals (RSA)
(Pty) Limited, RBPlat and Maseve, seeking to set aside the Maseve Transaction on the basis,
amongst others, that stage one of the Scheme was completed without the consent of Africa
Wide.
In its ruling, the High Court found that Africa Wide had firstly failed to make its case on the
evidence and secondly that, having failed to challenge the Scheme under the Companies Act,
Africa Wide's case was statutorily barred. Platinum Group’s CEO, Frank Hallam, stated “We
are very satisfied to receive the judgment of the High Court in this matter. This is the second
formal dispute we have been subjected to by Africa Wide, and we are once again comforted
by the fair, methodical and just functioning of the South African judicial system. We thank
our legal team and our co -defendants in this matter for their dedicated and professional
actions. We look forward to continuing our focus on the advancement of the Waterberg
Project.”
Africa Wide may apply for leave to appeal the June 14, 2022 judgment of the High Court until
July 6, 2022.
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About Platinum Group Metals Ltd. and the Waterberg Project
Platinum Group Metals Ltd. is the operator of the Waterberg Project, a bulk underground
palladium and platinum deposit located in South Africa. The Waterberg Project was
discovered in 2011 and is being jointly developed by the Company, JOGMEC, Impala Platinum
Holdings Ltd., Mnombo Wethu Consultants (Pty) Ltd. (“Mnombo”), and Hanwa.
On behalf of the Board of
Platinum Group Metals Ltd.
Frank R. Hallam
President, CEO and Director
For further information contact:
Kris Begic, VP, Corporate Development
Platinum Group Metals Ltd., Vancouver
Tel: (604) 899-5450 / Toll Free: (866) 899-5450
www.platinumgroupmetals.net
Disclosure
The TSX and the NYSE American have not reviewed and do not accept responsibility for the
accuracy or adequacy of this news release, which has been prepared by management.
This press release contains forward-looking information within the meaning of Canadian securities
laws and forward -looking statements within the meaning of U.S. securities laws (collectively
“forward-looking statements”). Forward-looking statements are typically identified by words such
as: believe, expect, anticipate, intend, estimate, plans, postulate and similar expressions, or are
those, which, by their nature, refer to future events. All statements that are not statements of
historical fact are forward-looking statements. Forward-looking statements in this press release
include but are not limited to statements regarding Africa Wide’s payment of costs, the potential
for Africa Wide to appeal the High Court’s judgment, any result thereof, and the advancement of
the Waterberg Project. Although the Company believes any forward-looking statements in this
press release are reasonable, it can give no assurance that the expectations and assumptions in
such statements will prove to be correct.
The Company cautions investors that any forward -looking statements by the Company a re not
guarantees of future results or performance and that actual results may differ materially from
those in forward-looking statements as a result of various factors, including the potential inability
to obtain required regulatory approvals and satisfy other applicable closing conditions; possible
adverse impacts due the global outbreak o f COVID -19; rising global inflation and increased
potential supply chain disruptions, international conflict and other geopolitical tensions and events;
the Company's inability to generate sufficient cash flow or raise suffici ent additional financing
requirements; the Company's history of losses and negative cash flow; the Company's properties
may not be brought into a state of commercial production; uncertain ty of estimated production,
development plans and cost estimates for the Waterberg Project; discrepancies between actual
and estimated mineral reserves and mineral resources, between actual and estimated
development and operating costs, between actual and estimated metallurgical recoveries and
between estimated and actual production; fluctuations in the relative values of the U.S. Dollar,
the Rand and the Canadian Dollar; volatility in metals prices; the uncertainty of alternative funding
PLATINUM GROUP METALS LTD. …3
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sources for Waterberg JV Resources (Pty) Ltd. (“Waterberg JV Co.”); the Company may become
subject to the U.S. Investment Company Act; the failure of the Company or the other shareholders
to fund their pro rata share of funding obligations for the Waterberg Project; any dis putes or
disagreements with the other shareholders of Waterberg JV Co. or Mnombo; the possibility that
Africa Wide may appeal the ruling of the High Court received on June 14, 2022, or the possibility
that they may prevail despite the Company’s belief that there are no grounds upon which Africa
Wide could succeed ; the ability of the Company to retain its key management employees and
skilled and experienced personnel; conflicts of interest; litigation or other administrative
proceedings brought against the C ompany; actual or alleged breaches of governance processes
or instances of fraud, bribery or corruption; exploration, development and mining risks and the
inherently dangerous nature of the mining industry, and the risk of inadequate insurance or
inability to obtain insurance to cover these risks and other risks and uncertainties; property and
mineral title risks including defective title to mineral claims or property; changes in national and
local government legislation, taxation, controls, regulations and political or economic
developments in Canada and South Africa; equipment shortages and the ability of the Company
to acquire necessary access rights and infrastructure for its mineral properties; environmental
regulations and the ability to obtain and mai ntain necessary permits, including environmental
authorizations and water use licences; extreme competition in the mineral exploration industry;
delays in obtaining, or a failure to obtain, permits necessary for current or future operations or
failures to comply with the terms of such permits; risks of doing business in South Africa, including
but not limited to, labour, economic and political instability and potential changes to and failures
to comply with legislation; the Company's common shares may be de listed from the NYSE
American or the TSX if it cannot maintain compliance with the applicable listing requirements; and
other risk factors described in the Company's most recent Form 20 -F annual report, annual
information form and other filings with the U.S Securities and Exchange Commission and Canadian
securities regulators, which may be viewed at www.sec.gov and www.sedar.com, respectively.
Proposed changes in the mineral law in South Africa if implemented as proposed would have a
material adverse effect on the Company's business and potential interest in projects. Any forward-
looking statement speaks only as of the date on which it is made and, except as may be required
by applicable securities laws, the Company disclaims any intent or obligation to upda te any
forward-looking statement, whether because of new information, future events or results or
otherwise.