Platinum Group Metals Announces Share Consolidation
2018年11月21日 - 6:10AM
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)
on December 13, 2018 (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 ownership 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 interests 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.
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 TSX,
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 Waterberg 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 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 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 shares on the 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 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, 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 delist 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.
Platinum Group Metals (TSX:PTM)
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