Platinum Group Metals Ltd. Completes Non-Brokered Private Placement

Rhea-AI Summary

Platinum Group Metals Ltd. (NYSE American: PLG) has completed a non-brokered private placement with major shareholder Hosken Consolidated Investments Limited (HCI). The company issued 800,000 common shares at US$1.26 per share, raising gross proceeds of US$1,008,000. The placement allows HCI, through its subsidiary Deepkloof Limited, to maintain a 26% interest in the company.

The proceeds will fund Platinum Group's share of pre-construction site work, engineering, and preparation costs at the Waterberg Project in South Africa, along with general corporate and working capital purposes. The issued securities have a four-month plus one-day trading restriction and are not registered under the U.S. Securities Act of 1933.

[ "Raised US$1,008,000 in gross proceeds for project development and working capital", "Maintained strategic partnership with major shareholder HCI at 26% ownership", "Funds secured for pre-construction activities at Waterberg Project" ]

Positive

• None.

Negative

• Dilution of existing shareholders through new share issuance
• Four-month trading restriction on newly issued shares
• Shares sold at US$1.26, representing a private placement discount

Insights

Financial Analyst

Platinum Group secured $1.01M from major shareholder HCI, maintaining their 26% ownership while funding pre-construction work on Waterberg Project.

This $1.01 million non-brokered private placement represents a strategic financing move for Platinum Group Metals. The deal allows major shareholder HCI to maintain its significant 26% ownership position in the company while providing necessary capital for Waterberg Project advancement. At $1.26 per share for 800,000 shares, this transaction appears primarily designed to preserve ownership structure rather than substantially increase the company's treasury.

The funding allocation toward pre-construction site work and engineering for the Waterberg Project indicates the company is progressing toward development activities, though still in early stages. This private placement's modest size suggests it's intended for specific short-term needs rather than full project development financing. The transaction's exemption from formal valuation and minority shareholder approval requirements under MI 61-101 confirms its relatively small impact on the company's overall capital structure (<25% of market capitalization).

While this financing provides working capital runway, investors should note that pre-construction activities typically represent just the beginning of much larger capital requirements for mining projects. The company will likely need substantially more funding as the Waterberg Project advances toward full construction and production phases. This transaction maintains status quo ownership without significantly diluting existing shareholders or dramatically changing the company's financial position.

Vancouver, British Columbia and Johannesburg, South Africa--(Newsfile Corp. - May 29, 2025) -  Platinum Group Metals Ltd. (TSX: PTM) (NYSE American: PLG) ("Platinum Group" or the "Company") reports the closing on May 29, 2025 of a non-brokered private placement of common shares at a price of US$1.26 per common share as previously announced on May 12, 2025. An aggregate of 800,000 common shares were subscribed for and issued to existing major beneficial shareholder, Hosken Consolidated Investments Limited ("HCI") through its subsidiary Deepkloof Limited, resulting in gross proceeds to the Company of US$1,008,000 (the "Private Placement"). Closing of the Private Placement allows HCI to return to a 26% interest in the Company.

The Company intends to use the net proceeds of the Private Placement for its share of pre-construction site work, engineering and preparation costs on the Waterberg Project in South Africa, and for general corporate and working capital purposes.

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.

HCI is a "related party" of the Company (as defined by Multilateral Instrument 61-101 - Protection of Minority Securityholders in Special Transactions ("MI 61-101")) and the Company intends to rely on the exemptions from both the formal valuation requirement and the minority shareholder approval requirement under sections 5.5(a) and 5.7(1)(a), respectively, of MI 61-101, on the basis that neither the fair market value of the subject matter of, nor the fair market value of the consideration for, the transaction, insofar as it involves HCI, exceeds 25 per cent of the Company's market capitalization calculated in accordance with MI 61-101. The Company did not file a material change report more than 21 days before the expected closing date of the above transaction as it has negotiated the above transaction on an expedited basis.

About Platinum Group Metals Ltd. and Waterberg Project

Platinum Group Metals Ltd. is the operator and majority owner of the Waterberg Project, a bulk underground platinum, palladium, rhodium and gold deposit located in South Africa. The Waterberg Project was discovered by Platinum Group and is being jointly developed with Impala Platinum Holdings Ltd., Mnombo Wethu Consultants (Pty) Ltd., and HJ Platinum Metals Company, a company established in 2023 by Japan Organization for Metals and Energy Security and Hanwa Co. Ltd. as a special purpose company to hold and fund their aggregate equity interests in the Waterberg Project.

On behalf of the Board of

Platinum Group Metals Ltd.

Frank R. Hallam
President and CEO

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 may contain 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", "would", "will", "could", "can", "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 use of proceeds of the Private Placement, and the advancement of the Company's objectives for 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 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 various factors, including the Company's history of losses and negative cash flow; 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 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 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 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 properties; 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 compliance with the applicable listing requirements; and other risk factors described in the Company's most recent Form 40-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.sedarplus.ca, 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 update any forward-looking statement, whether because of new information, future events or results or otherwise.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/253845

FAQ

How much did Platinum Group Metals (PLG) raise in their May 2025 private placement?

Platinum Group Metals raised US$1,008,000 through the issuance of 800,000 common shares at US$1.26 per share.

What is HCI's ownership percentage in Platinum Group Metals after the May 2025 private placement?

After the private placement, HCI maintained a 26% ownership interest in Platinum Group Metals through its subsidiary Deepkloof Limited.

What will PLG use the proceeds from the May 2025 private placement for?

The proceeds will be used for pre-construction site work, engineering, and preparation costs at the Waterberg Project in South Africa, as well as general corporate and working capital purposes.

What are the trading restrictions on PLG's May 2025 private placement shares?

The shares issued in the private placement cannot be traded for a period of four months plus one day from the closing date of May 29, 2025.