Platinum Group Metals Announces Share Consolidation
VAN_LAW\ 2847447\7
788 – 550 Burrard Street
Vancouver, BC V6C 2B5
P: 604-899-5450
F: 604-484-4710
News Release No. 18-383
November 20, 2018
Platinum Group Metals Announces Share Consolidation
(Vancouver/Johannesburg) Platinum Group Metals Ltd. (PTM-TSX; PLG -NYSE
American) (“Platinum Group” or the “ Company”) today announced a consolidation of
its common shares on the basis of one new share for ten old shares (1:10) , effective
at 9:00 a.m. (New York time) o n December 13 , 201 8 (the “ Effective Time”). The
Company’s consolidated common shares are expected to begin trading on the Toronto
Stock Exchange (“TSX”) and NYSE American when the markets open on December 17,
2018. The purpose of the consolidation is to increase the Company’s common share
price to be in compliance with the NYSE American’s low selling price requirement.
Shareholder feedback has been that the Company should maintain its listing on the
NYSE American.
Details
Each ten (10) common shares issued and outstanding at the Effective Time will be
consolidated into one common share. The share consolidation will affect all of the
Company’s common shares outstanding at the Effective Time. As a result of the share
consolidation, the number of issued and outstanding common shares will be reduced
from 291,259,110 to 29,125,911 (subject to fractional treatment). Each shareholder’s
percentage owners hip in the Company and proportional voting power remained
unchanged after the share consolidation, except for minor changes and adjustments
resulting from the treatment of fractional shares.
The new CUSIP number for the post-consolidation common shares will be 72765Q882
and the new ISIN number will be CA72765Q8829.
No fractional shares will be issued as a result of the share consolidation. Fractional
interests of 0.5 or greater will be rounded up to the nearest whole number of shares
and fractional intere sts of less than 0.5 will be rounded down to the nearest whole
number of shares , in accordance with the Business Corporations Act (British
Columbia). Registered shareholders of the Company will receive a letter of transmittal
from the Company's transfer agent, Computershare Investor Services Inc., as soon as
practicable after the effective date of the share consolidation. The letter of transmittal
will enable registered shareholders to exchange their old share certificates
representing pre-consolidation common shares for post-consolidation common shares.
Until surrendered, each share certificate representing pre -consolidation common
shares will represent the number of whole post consolidation common shares to which
the holder is entitled as a result of the consolidation.
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Shareholders who hold their common shares in brokerage accounts or in “street
name” are not required to take any action to effect the exchange of their common
shares.
The number of common shares on a post-consolidated basis underlying the issued and
outstanding warrants of the Company , including the warrants listed and posted for
trading on the TSX under the symbol “PTM.WT.U”, and the exercise price thereof will
be adjusted in accordance with the applicable warrant indenture or warrant certificate.
As well, the number of common shares on a post -consolidated basis that may be
issuable upon the conversion of convertible senior subordinated notes (the “ Notes”)
originally issued by the Company on June 30, 2017 and maturing on July 1, 2022 will
be adjusted in accordance with the indenture governing the Notes.
Regulatory Requirements
The listing of the consolidated common shares on the NYSE American and the TSX is
subject to the prior approval of the NYSE American and the final approval of the TS X,
respectively.
About Platinum Group Metals Ltd.
Platinum Group, based in Johannesburg, South Africa and Vancouver, Canada, is
focused on the advancement of the large scale, near surface, palladium dominant
Waterberg Project in South Africa. Partners at W aterberg include Impala Platinum
Holdings Ltd., the Japan Oil, Gas and Metals National Corporation and Mnombo Wethu
Consultants (Pty) Ltd., a South African empowerment company.
On behalf of the Board of
Platinum Group Metals Ltd.
R. Michael Jones
President & CEO
For further information contact:
R. Michael Jones, President & CEO
or Kris Begic, VP, Corporate Development
Platinum Group Metals Ltd., Vancouver
Tel: (604) 899-5450 / Toll Free: (866) 899-5450
www.platinumgroupmetals.net
Disclosure
The Toronto Stock Exchange and the NYSE American LLC 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 b y word s 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
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historical fact are forward -looking statements . Forw ard-looking statements in this
press release include statements about the approval of the TSX and the NYSE
American for the trading of the consolidated common shares, the timing of the
expected commencement of trading of the consolidated common share s on t he TSX
and NYSE American, the satisfaction of the minimum share price requirement of the
NYSE American , the expected number of common shares outstanding after the
consolidation and the anticipated effect of the treatment of fractional shares on the
percentage ownership in the Company and proportional voting power. Although the
Company believes the forward -looking statements in this press release are
reasonable, it can give no assurance that the expectations and assumptions in such
statements will prov e to b e correct. The Company cautions investors that any
forward-looking statements by the Company are not guarantees of future results or
performance, and that actual results may differ materially from those in forward -
looking statements as a result of va rious factors, including, but not limited to, the
announcement or implementation of the share consolidation may adversely affect the
market price of the common shares; the NYSE American may not approve the listing
of the consolidated common shares or may d elist the common shares prior to
commencement of trading of the post consolidation shares if the Company cannot
satisfy NYSE American requirements, including minimum share price requirements;
the commencement of trading of the consolidated common shares on either or both of
the TSX and the NYSE American may be delayed; the liquidity and market price of the
common shares and the Company’s ability to raise capital may be adversely affected if
the Company is unable to maintain its listing on the NYSE American; the Company’s
capital requirements may exceed its current expectations and other risk factors
described in the Company’s Form 20-F annual report, annual information form and
other filings with the Securities and Exchange Commission and Canadian securities
regulators, which may be viewed at www.sec.gov and www.sedar.com, respectively.