Platinum Group Metals Ltd. Announces Upsize to Non-Brokered Private Placement
VAN_LAW\ 3259316\3
838 – 1100 Melville Street
Vancouver, BC V6E 4A6
P: 604-899-5450
F: 604-484-4710
News Release No. 19-406
December 12, 2019
Platinum Group Metals Ltd. Announces
Upsize to Non-Brokered Private Placement
(Vancouver/Johannesburg) Platinum Group Metals Ltd. (PTM:TSX; PLG:NYSE American)
(“Platinum Group” or the “Company”) reports that the Company intends, subject to regulatory
approval, to increase the size of its previously announced non-brokered private placement to
an aggregate of up to 3,225,807 common shares of the Company at price of US$1.24 each
for gross proceeds of US$4.0 million (the “Private Placement”). An existing major beneficial
shareholder of the Company, Hosken Consolidated Investments Limited, has confirmed their
participation in the Private Placement. A 6% finders’ fee will apply to a portion of the new
orders.
The Company intends to use the net proceeds of the Private Placement for its share of costs
on the Waterberg Project and for general corporate and working capital purposes. Closing of
the Private Placement is subject to customary closing conditions, including stock exchange
approvals.
Securities purchased pursuant to the Private Placement may not be traded for a period of four
months plus one day from the closing of the Private Placement. The securities described
herein have not been, and will not be, registered under the United States Securities Act of
1933 (the “Act”), as amended, and may not be offered or sold within the United States or to,
or for the account or benefit of, U.S. persons absent registration or an applicable exemption
from the registration requirements of such Act.
About Platinum Group Metals Ltd. and Waterberg Project
Platinum Group Metals Ltd. is the operator of the Waterberg Project, a bulk underground
palladium, platinum, gold and rhodium (“PG M”) deposit located in South Africa . An
independent Definitive Feasibility Study for the Waterberg Project, published on Sept ember
24, 2019, concludes the Waterberg Project will be a fully mechanised, shallow, decline -
accessed mine and will be one of the largest and potentially lowest cash cost underground
PGM mines globally.
The Waterberg Project was discovered by Platinum Group and is being jointly advanced with
the shareholders of Waterberg JV Resources (Pty) Limited (“Waterberg JV Co.”) , being
Platinum Group, Impala Platinum Holdings Ltd., Japan Oil, Gas and Metals National
Corporation, Hanwa Co. Ltd. and Mnombo Wethu Consultants (Pty) Ltd.
VAN_LAW\ 3259316\3
PLATINUM GROUP METALS LTD. …2
On behalf of the Board of
Platinum Group Metals Ltd.
R. Michael Jones
President and CEO
For further information contact:
R. Michael Jones, President
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 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. securiti es 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, without limitation, statements regarding the size, participating in, receipt of regulatory
approvals for, and the completion and amount and use of proceeds of the Private Placement;
development of the Waterberg Project; and that the Waterberg Project will be a fully mechanised,
shallow, decline-accessed mine and will be one of the largest and potentially lowest cash cost
underground PGM mines globally. 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 prove to be 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 resu lt of various factors, including the Company’s
inability to obtain subscriptions for and complete the Private Placement on the terms disclosed
above, or at all, or to obtain required regulatory approvals for the Private Placement; the
Company’s inability to generate sufficient cash flow or raise sufficient additional capital to make
payment on its indebtedness, and to comply with the terms of such indebtedness; additional
financing requirements; the Company’s credit facility is , and any new indebtedness may be,
secured and the Company has pledged its shares of Platinum Group Metals (RSA) Proprietary
Limited (“PTM RSA”), and PTM RSA has pledged its shares of Waterberg JV Co. to the lenders
under such facility, which potentially could result in the loss of the Company’s interest in PTM RSA
and the Waterberg Project in the event of a default under the credit facility or any new secured
indebtedness; the Company’s history of losses and negative cash flow; the Company’s ability to
continue as a going concern; Implats may not exercise its option; the Company’s properties may
not be brought into a state of commercial production; uncertainty of estimated production,
development plans and cost estimates for the Waterberg Project; discrepancies between actual
and estima ted 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. Dol lar,
the Rand and the Canadian Dollar; volatility in metals prices; the Company may become subject
VAN_LAW\ 3259316\3
PLATINUM GROUP METALS LTD. …3
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 Waterbe rg Project; any disputes or
disagreements with the other shareholders of Waterberg JV Co. or Mnombo Wethu Consultants
(Pty) Ltd.; 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 Company; 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 p roperties; environmental regulations and the ability to obtain and
maintain 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 delisted from the NYSE American or the TSX if it cannot maintain or regain
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 (“SEC”) 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 requir ed by applicable securities
laws, the Company disclaims any intent or obligation to update any forward -looking statement,
whether as a result of new information, future events or results or otherwise.
Estimates of mineralization and other technical informa tion included herein and in the Definitive
Feasibility Study for the Waterberg Project have been prepared in accordance with NI 43-101. The
definitions of proven and probable reserves used in NI 43 -101 differ from the definitions in SEC
Industry Guide 7. Under SEC Industry Guide 7 standards, mineralization may not be classified as
a “reserve” unless the mineralization can be economically and legally extracted or produced at the
time the “reserve” determination is made. As a result, the reserves reported by the Company in
accordance with NI 43-101 may not qualify as “reserves” under SEC Industry Guide 7. In addition,
the terms “mine ral resource”, “measured mineral resource” , “indicated mineral resource” and
“inferred mineral resource” are defined in and required to be disclosed by NI 43 -101; however,
these terms are not defined terms under SEC Industry Guide 7 and historically have n ot been
permitted to be used in reports and registration statements filed with the SEC pursuant to SEC
Industry Guide 7. Mineral resources that are not mineral reserves do not have demonstrated
economic viability. Investors are cautioned not to assume that any part or all of the mineral
deposits in these categories will ever be converted into reserves. In particular, “inferred mineral
resources” have a great amount of uncertainty as to their existence and great uncertainty as to
their economic and legal fea sibility. It cannot be assumed that all or any part of an “inferred
mineral resource” will ever be upgraded to a higher category. Disclosure of “contained ounces” in
a resource is permitted disclosure under NI 43-101; however, SEC Industry Guide 7 normally only
permits issuers to report mineralization that does not constitute “reserves” by SEC Industry Guide
7 standards as in -place tonnage and grade without reference to unit measures. Accordingly,
descriptions of the Company’s mineral deposits in this press release may not be comparable to
similar information made public by U.S. companies subject to the reporting and disclosure
requirements of SEC Industry Guide 7.