[Introduction and Business Focus](index=1&type=section&id=Introduction%20and%20Business%20Focus) PTM focuses on advancing its Waterberg Project and developing platinum and palladium applications in lithium batteries - The company's main focus is advancing the Waterberg Project, a planned fully mechanized, shallow, decline access 4E mine projected to be one of the largest and lowest-cost underground PGM mines globally[1](index=1&type=chunk) - Near-term objectives include arranging construction financing and concentrate offtake agreements for the Waterberg Project[2](index=2&type=chunk) - The company is also advancing an initiative through Lion Battery Technologies Inc. to use platinum and palladium in lithium battery technologies, in collaboration with Anglo American Platinum and Florida International University[2](index=2&type=chunk) [Recent Events](index=1&type=section&id=Recent%20Events) Key 2023 milestones include securing financing, advancing Waterberg, progressing battery tech, and resolving legal issues - A Stage Three Budget of **$1.62 million** for the Waterberg Project is being approved for the period from September 1, 2023, to February 29, 2024[5](index=5&type=chunk) - Closed a non-brokered private placement of approximately **$2.5 million** with major shareholder Hosken Consolidated Investments Limited (HCI), allowing HCI to return to a near **27%** interest in the Company[6](index=6&type=chunk) - Lion Battery Technologies Inc. engaged The Battery Innovation Center (BIC) to help commercialize its platinum and palladium-based battery chemistries, aiming for prototypes in 2024[7](index=7&type=chunk) - Japanese partners JOGMEC and Hanwa consolidated their interests into a new special purpose company, HJM, holding a combined **21.95%** interest in the Waterberg Project[8](index=8&type=chunk) - Positive results were reported from the infill drill campaign at the Waterberg Project for both T Zone and F Zone boreholes, with results to be incorporated into a definitive feasibility study update[10](index=10&type=chunk)[14](index=14&type=chunk) - The South African Supreme Court of Appeal denied Africa Wide's application for reconsideration regarding the 2018 Maseve Mine sale, ordering Africa Wide to pay costs[15](index=15&type=chunk) [Financial Results (Fiscal Year 2023)](index=4&type=section&id=Results%20For%20The%20Year%20Ended%20August%2031%2C%202023) FY2023 saw a reduced net loss of **$5.66 million** due to eliminated interest expense and successful ATM equity raises Fiscal Year 2023 vs. 2022 Financial Highlights | Financial Metric | FY 2023 (ended Aug 31) | FY 2022 (ended Aug 31) | Change | | :--- | :--- | :--- | :--- | | **Net Loss** | **$5.66 million** | **$8.24 million** | **Improvement** | | Loss Per Share | $0.06 | $0.09 | Improvement | | General & Admin Expenses | $3.89 million | $4.34 million | Decrease | | Interest Expense | $nil | $1.65 million | Eliminated | | Finance Income | $0.58 million | $0.18 million | Increase | - The company raised gross proceeds of **$1.98 million** by issuing 1,089,503 common shares through its at-the-market (ATM) equity program at an average price of **$1.81 per share**[23](index=23&type=chunk) - Total expenditures on the Waterberg Project for the fiscal year were approximately **$4.44 million**, bringing the total capitalized costs since inception to **$85.4 million**[25](index=25&type=chunk) [Outlook](index=5&type=section&id=Outlook) The company's outlook focuses on advancing the Waterberg Project, optimizing concentrate processing, and developing battery technology [Waterberg Project Advancement](index=5&type=section&id=Waterberg%20Project%20Advancement) The primary objective is advancing the Waterberg Project to a construction decision through a phased **$21.0 million** pre-construction work program - The main business objective is to advance the Waterberg Project to a development and construction decision, operated by PTM under a technical committee with JV partners[26](index=26&type=chunk) - A **$21.0 million** pre-construction Work Program is in progress, set to conclude by August 31, 2024. It includes work on infrastructure, site facilities, and a DFS Update[27](index=27&type=chunk) - The Work Program is being executed in phased budgets: an Initial Budget (**$2.5M**, complete), a Stage Two Budget (**$3.6M**, complete), a Stage Three Budget (**$1.62M**, in approval), and a final Stage Four to be considered in early 2024[28](index=28&type=chunk) [Concentrate Processing and Offtake Strategy](index=6&type=section&id=Concentrate%20Processing%20and%20Offtake%20Strategy) The company is exploring alternative concentrate processing and offtake strategies, including building its own refinery in South Africa or abroad - The company is assessing the economic feasibility of constructing a matte furnace and base metal refinery in South Africa to process Waterberg concentrate[31](index=31&type=chunk) - An alternative being studied is building a refinery outside of South Africa, where a trade-off study indicates savings on power and water could offset additional transport costs. This would require government approval for concentrate export[32](index=32&type=chunk) [Battery Technology Initiative (Lion Battery)](index=6&type=section&id=Battery%20Technology%20Initiative%20%28Lion%20Battery%29) The Lion Battery initiative aims to create new PGM demand by developing platinum and palladium applications in advanced lithium-ion batteries - The company acknowledges that the adoption of battery electric vehicles may reduce future demand for PGMs in autocatalysis[33](index=33&type=chunk) - The investment in Lion Battery Technologies Inc. represents an opportunity to create new demand for PGMs in the high-profile lithium battery field, potentially offsetting declines from other sectors[33](index=33&type=chunk) [Environmental, Social and Governance (ESG)](index=6&type=section&id=Environmental%2C%20Social%20and%20Governance) The company improved its ESG performance, achieving an overall 'BBB' score in its 2023 Digbee disclosure report, up from 'BB' in 2022 - The company received its third annual ESG disclosure report from Digbee Ltd., a UK-based firm with an industry-standard framework for the mining sector[34](index=34&type=chunk) - For 2023, the company achieved an overall ESG score of BBB, an improvement from the BB score in 2022[34](index=34&type=chunk) [Regulatory and Disclosure](index=7&type=section&id=Regulatory%20and%20Disclosure) This section outlines important regulatory and disclosure information, including risk factors, qualified person details, and forward-looking statement cautions - The reader is encouraged to review the 'Risk Factors' section in the Company's current AIF and Form 40-F[36](index=36&type=chunk) - Rob van Egmond, P.Geo., is the independent qualified person as defined in NI 43-101 who has reviewed and approved the scientific and technical information[37](index=37&type=chunk) - The news release contains forward-looking statements, and the company cautions that actual results may differ materially from those expressed due to a variety of risk factors[40](index=40&type=chunk)[43](index=43&type=chunk) - The technical and scientific information has been prepared in accordance with Canadian NI 43-101 standards, which differ from SEC standards, and may not be comparable to disclosures by U.S. companies[44](index=44&type=chunk)

Interim Condensed Consolidated Financial Statements [Consolidated Statements of Financial Position](index=2&type=section&id=Consolidated%20Statements%20of%20Financial%20Position) As of May 31, 2023, total assets decreased to **$48.2 million** from **$53.7 million** at August 31, 2022, primarily due to reduced cash, resulting in a decline in total shareholders' equity to **$46.2 million** Consolidated Statements of Financial Position (in thousands USD) | | May 31, 2023 | August 31, 2022 | | :--- | :--- | :--- | | **Total current assets** | $8,788 | $12,764 | | **Total assets** | **$48,169** | **$53,679** | | **Total current liabilities** | $622 | $1,121 | | **Total liabilities** | **$2,000** | **$2,124** | | **Total shareholders' equity** | **$46,169** | **$51,555** | | **Total liabilities and shareholders' equity** | **$48,169** | **$53,679** | - Cash and cash equivalents decreased from **$12.3 million** at August 31, 2022, to **$8.2 million** at May 31, 2023[2](index=2&type=chunk) [Consolidated Statements of Loss and Comprehensive Loss](index=3&type=section&id=Consolidated%20Statements%20of%20Loss%20and%20Comprehensive%20Loss) For the nine months ended May 31, 2023, net loss significantly improved to **$4.05 million** from **$7.26 million** in the prior year, though comprehensive loss slightly increased to **$10.16 million** due to currency translation Loss and Comprehensive Loss Summary (in thousands USD) | | Nine months ended May 31, 2023 | Nine months ended May 31, 2022 | | :--- | :--- | :--- | | Total Expenses | $4,514 | $7,005 | | **Net Loss for the period** | **$4,049** | **$7,260** | | Currency translation adjustment | $6,108 | $2,792 | | **Comprehensive loss for the period** | **$10,157** | **$10,052** | | Basic and diluted loss per share | $0.04 | $0.08 | - General and administrative expenses for the nine months ended May 31, 2023, were **$2.92 million**, down from **$3.26 million** in the prior-year period[4](index=4&type=chunk) [Consolidated Statements of Changes in Equity](index=4&type=section&id=Consolidated%20Statements%20of%20Changes%20in%20Equity) Total shareholders' equity decreased from **$51.56 million** to **$46.17 million** due to net loss and negative currency translation, partially offset by stock-based compensation and share issuances Changes in Equity (Nine months ended May 31, 2023, in thousands USD) | Description | Amount | | :--- | :--- | | **Balance August 31, 2022** | **$51,555** | | Stock based compensation | $1,744 | | Share issuance - financing | $1,975 | | Share issuance costs | ($354) | | Net loss for the period | ($4,049) | | Currency translation adjustment | ($6,108) | | Other adjustments | $1,406 | | **Balance May 31, 2023** | **$46,169** | [Consolidated Statements of Cash Flows](index=5&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) Net cash decreased by **$3.74 million** to an ending balance of **$8.22 million** for the nine months ended May 31, 2023, primarily due to significantly lower financing proceeds compared to the prior year Cash Flow Summary (Nine months ended, in thousands USD) | | May 31, 2023 | May 31, 2022 | | :--- | :--- | :--- | | Net cash from Operating Activities | ($3,087) | ($3,800) | | Net cash from Financing Activities | $2,521 | $14,629 | | Net cash from Investing Activities | ($3,172) | ($3,471) | | **Net (decrease) increase in cash** | **($3,738)** | **$7,358** | | **Cash, end of period** | **$8,218** | **$13,628** | [Notes to the Condensed Consolidated Interim Financial Statements](index=6&type=section&id=Notes%20to%20the%20Condensed%20Consolidated%20Interim%20Financial%20Statements) These notes detail the company's development-stage status, Waterberg Project, Lion Battery joint venture, repayment of key loans, and provide specifics on share capital, related party transactions, commitments, and segmented financial performance [Note 1. Nature of Operations](index=6&type=section&id=Note%201.%20Nature%20of%20Operations) The company is a development-stage entity focused on mineral property development in South Africa, primarily for platinum group metals, operating through subsidiaries including a controlling interest in Waterberg JV Resources - The company is a development stage entity focused on mineral properties in South Africa, with key metals of interest being platinum, palladium, rhodium, gold, copper, and nickel[7](index=7&type=chunk) Subsidiaries and Joint Ventures (as at May 31, 2023) | Name of subsidiary | Principal activity | Place of operation | Ownership interest | | :--- | :--- | :--- | :--- | | Platinum Group Metals (RSA) (Pty) Ltd. | Development | South Africa | 100.00% | | Mnombo Wethu Consultants (Pty) Limited | Development | South Africa | 49.95% | | Waterberg JV Resources (Pty) Ltd. | Development | South Africa | 37.05% | | Lion Battery Technologies Inc. | Research | Canada | 52.64% | [Note 2. Basis of Presentation and Significant Accounting Policies](index=6&type=section&id=Note%202.%20Basis%20of%20Presentation%20and%20Significant%20Accounting%20Policies) These interim financial statements are prepared in accordance with IFRS (IAS 34) and use the United States Dollar (USD) as the presentation currency, with consistent accounting policies from the prior annual period - The financial statements are prepared in accordance with International Financial Reporting Standards (IFRS) and use the United States Dollar (USD) as the presentation currency[10](index=10&type=chunk)[12](index=12&type=chunk) Key Foreign Exchange Rates Used | Currency Pair | Period-end rate (May 31, 2023) | Period average rate (Nine months ended May 31, 2023) | | :--- | :--- | :--- | | Rand/USD | R19.7488 | R17.8965 | | CAD/USD | C$1.3603 | C$1.3516 | [Note 3. Mineral Properties](index=7&type=section&id=Note%203.%20Mineral%20Properties) The Waterberg Project in South Africa, with **$38.6 million** in capitalized costs, is the company's sole active mineral property, where it holds a controlling **50.02%** interest, and its mining right has been successfully defended against legal appeals - The company's only active mineral property is the Waterberg Project. The capitalized cost was **$38.6 million** at May 31, 2023, down from **$40.4 million** at August 31, 2022, due to foreign currency translation adjustments[14](index=14&type=chunk) - The company holds a controlling **50.02%** interest in Waterberg JV Co. Other partners include Implats (**15.0%**) and HJM (a joint venture of JOGMEC and Hanwa) with **21.95%**[15](index=15&type=chunk)[16](index=16&type=chunk) - A mining right for the Waterberg Project was granted and is active. Appeals against the grant were dismissed by the DMRE in October 2022, and a related court interdict application was dismissed in May 2023[17](index=17&type=chunk)[19](index=19&type=chunk)[20](index=20&type=chunk) [Note 4. Lion Battery Technologies Inc.](index=9&type=section&id=Note%204.%20Lion%20Battery%20Technologies%20Inc.) Lion Battery Technologies Inc., a joint venture with Amplats, researches platinum and palladium-based battery technology, holding exclusive rights to five FIU patents and engaging BIC for commercialization, with **$3.59 million** equally funded by partners - Lion is a joint venture with Amplats to develop battery technology using platinum and palladium. The company and Amplats have funded Lion equally for an aggregate of **$3.59 million** as of May 31, 2023[27](index=27&type=chunk)[28](index=28&type=chunk) - Lion has exclusive rights to five U.S. patents issued to FIU related to battery cathodes and interlayers using platinum group metals. Further patents are pending[30](index=30&type=chunk) - In June 2023, Lion engaged The Battery Innovation Center (BIC) to conduct independent trials and R&D to validate and scale up its technology for commercialization[31](index=31&type=chunk) [Note 5. Sprott Loan](index=10&type=section&id=Note%205.%20Sprott%20Loan) The **$20 million** Sprott senior secured credit facility was fully repaid in February 2022, releasing the security pledge over South African assets, with no payments made in the current nine-month period - The **$20 million** Sprott Facility was fully repaid in February 2022, and the security pledge over South African assets was released[32](index=32&type=chunk) [Note 6. Convertible Notes](index=10&type=section&id=Note%206.%20Convertible%20Notes) The **$20 million** aggregate principal of convertible senior subordinated notes were fully repaid in February 2022 through the issuance of **11,793,509** common shares at **$1.695** per share - In February 2022, the company repaid the outstanding **$19.99 million** of Convertible Notes by issuing **11,793,509** common shares[34](index=34&type=chunk) [Note 7. Share Capital](index=10&type=section&id=Note%207.%20Share%20Capital) As of May 31, 2023, **100,251,980** common shares were outstanding, with **1,089,503** shares sold under the ATM program for **$1.62 million** net proceeds, alongside active incentive stock option, DSU, and RSU plans - As of May 31, 2023, there were **100,251,980** common shares outstanding[36](index=36&type=chunk) - In the nine months to May 31, 2023, the company sold **1,089,503** shares under its 2022 ATM program for gross proceeds of **$1.975 million**[37](index=37&type=chunk) Outstanding Share Purchase Options (as at May 31, 2023) | | Number of Share Options | Average Exercise Price in CAD | | :--- | :--- | :--- | | **Options outstanding** | **4,883,837** | **$3.17** | | Options exercisable | 2,431,948 | - | [Note 8. Related Party Transactions](index=12&type=section&id=Note%208.%20Related%20Party%20Transactions) During the nine months ended May 31, 2023, related party transactions included **$234,000** in fees to independent directors, while major shareholder HCI held a **24.8%** interest and maintained a board nominee - Paid or accrued **$234,000** to independent directors for fees and services during the nine-month period[55](index=55&type=chunk) - As of May 31, 2023, major shareholder HCI held a **24.8%** interest in the Company and maintained its right to nominate one person to the board of directors[55](index=55&type=chunk) [Note 9. Contingencies and Commitments](index=13&type=section&id=Note%209.%20Contingencies%20and%20Commitments) Total commitments amount to **$820,000**, mainly for lease obligations and environmental bonds, while a legal challenge by Africa Wide regarding the Maseve Mine sale was dismissed but is now subject to a late reconsideration application being opposed by the company Commitments Summary (in thousands USD) | | < 1 Year | 1 - 3 Years | 4 - 5 Years | > 5 Years | Total | | :--- | :--- | :--- | :--- | :--- | :--- | | Lease Obligations | $114 | $285 | $175 | $ - | $574 | | Environmental Bonds | $41 | $123 | $82 | $ - | $246 | | **Totals** | **$155** | **$408** | **$257** | **$ -** | **$820** | - Legal proceedings instituted by Africa Wide to set aside the sale of Maseve were dismissed by the High Court and the Supreme Court of Appeal. Africa Wide has filed a late application for reconsideration, which the Company is opposing[54](index=54&type=chunk)[55](index=55&type=chunk) [Note 10. Supplementary Cash Flow Information](index=14&type=section&id=Note%2010.%20Supplementary%20Cash%20Flow%20Information) The net change in non-cash working capital for the nine months ended May 31, 2023, resulted in a **$722,000** cash outflow, driven by increased receivables and decreased accounts payable Net change in non-cash working capital (in thousands USD) | Period ended | May 31, 2023 | May 31, 2022 | | :--- | :--- | :--- | | Amounts receivable, prepaid expenses and other assets | $(193) | $(351) | | Accounts payable and other liabilities | (529) | (439) | | **Total** | **$(722)** | **$(790)** | [Note 11. Segmented Reporting](index=14&type=section&id=Note%2011.%20Segmented%20Reporting) The company's operations are segmented geographically, with South Africa holding the majority of assets (**$40.6 million**) and Canada accounting for the majority of liabilities (**$1.3 million**) and comprehensive loss (**$9.6 million**) Segmented Information (as at May 31, 2023, in thousands USD) | Segment | Assets | Liabilities | | :--- | :--- | :--- | | Canada | $7,584 | $1,264 | | South Africa | $40,585 | $736 | | **Total** | **$48,169** | **$2,000** | Comprehensive Loss by Segment (Nine months ended, in thousands USD) | Segment | May 31, 2023 | May 31, 2022 | | :--- | :--- | :--- | | Canada | $9,640 | $8,354 | | South Africa | $517 | $1,698 | | **Total** | **$10,157** | **$10,052** |

[Interim Condensed Consolidated Financial Statements](index=1&type=section&id=Interim%20Condensed%20Consolidated%20Financial%20Statements) [Consolidated Statements of Financial Position](index=2&type=section&id=Consolidated%20Statements%20of%20Financial%20Position) The company's total assets decreased to **$51.15 million** by February 28, 2023, primarily due to reduced cash, while total shareholders' equity also declined Consolidated Statements of Financial Position (in thousands USD) | Account | Feb 28, 2023 | Aug 31, 2022 | | :--- | :--- | :--- | | **Total Current Assets** | $10,718 | $12,764 | | Cash and cash equivalents | $10,022 | $12,330 | | Mineral properties and exploration assets | $39,936 | $40,373 | | **Total Assets** | **$51,150** | **$53,679** | | **Total Current Liabilities** | $901 | $1,121 | | **Total Liabilities** | **$1,908** | **$2,124** | | **Total Shareholders' Equity** | **$49,242** | **$51,555** | | **Total Liabilities and Shareholders' Equity** | **$51,150** | **$53,679** | [Interim Condensed Consolidated Statements of Loss and Comprehensive Loss](index=3&type=section&id=Interim%20Condensed%20Consolidated%20Statements%20of%20Loss%20and%20Comprehensive%20Loss) The company reported a net loss of **$2.81 million** for the six months ended February 28, 2023, a significant improvement from the prior year Statement of Loss Highlights (Six Months Ended Feb 28, in thousands USD) | Metric | 2023 | 2022 | | :--- | :--- | :--- | | General and administrative expenses | $2,026 | $2,440 | | Interest expense | $0 | $1,650 | | **Loss for the period** | **$2,813** | **$5,950** | | Comprehensive loss for the period | $6,067 | $8,346 | | **Basic and diluted loss per share** | **$0.03** | **$0.07** | | Weighted average shares outstanding | 99,634,171 | 80,393,761 | [Consolidated Statements of Changes in Equity](index=4&type=section&id=Consolidated%20Statements%20of%20Changes%20in%20Equity) Total shareholders' equity decreased to **$49.24 million** by February 28, 2023, primarily due to net loss and negative currency translation adjustments Changes in Total Equity (in thousands USD) | Description | Amount | | :--- | :--- | | **Balance at August 31, 2022** | **$51,555** | | Stock based compensation | $1,217 | | Share issuance - financing (net) | $1,639 | | Contributions of Waterberg JV Co. | $856 | | Currency translation adjustment | ($3,254) | | Net loss for the period | ($2,813) | | **Balance at February 28, 2023** | **$49,242** | [Consolidated Statements of Cash Flows](index=5&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) The company experienced a net cash decrease of **$2.24 million** for the six months ended February 28, 2023, with cash ending at **$10.02 million** Cash Flow Summary (Six Months Ended Feb 28, in thousands USD) | Activity | 2023 | 2022 | | :--- | :--- | :--- | | Net cash from Operating Activities | ($2,501) | ($2,565) | | Net cash from Financing Activities | $2,562 | $9,005 | | Net cash from Investing Activities | ($2,305) | ($2,864) | | **Net (decrease) increase in cash** | **($2,242)** | **$3,576** | | Cash, beginning of period | $12,330 | $6,059 | | **Cash, end of period** | **$10,022** | **$9,583** | [Notes to the Condensed Consolidated Interim Financial Statements](index=6&type=section&id=Notes%20to%20the%20Condensed%20Consolidated%20Interim%20Financial%20Statements) These notes provide detailed information on the company's operations, key projects, financial policies, share capital, and resolution of significant legal matters [Note 1: Nature of Operations](index=6&type=section&id=1.%20NATURE%20OF%20OPERATIONS) Platinum Group Metals Ltd. is a development-stage company focused on exploring and developing mineral properties in South Africa - The company is a **development stage entity** focused on mineral properties in South Africa[6](index=6&type=chunk) - The company holds interests in several subsidiaries, including a **controlling interest** in Waterberg JV Resources (Pty) Ltd. and a **52.64% stake** in Lion Battery Technologies Inc., which is accounted for using the equity method[8](index=8&type=chunk) [Note 2: Basis of Presentation and Significant Accounting Policies](index=6&type=section&id=2.%20BASIS%20OF%20PRESENTATION%20AND%20SIGNIFICANT%20ACCOUNTING%20POLICIES) Interim financial statements are prepared under IFRS, consistent with annual policies, and presented in United States Dollars - Financial statements are prepared under **IFRS** and presented in **USD**[9](index=9&type=chunk)[11](index=11&type=chunk) [Note 3: Mineral Properties and Exploration and Evaluation Assets](index=7&type=section&id=3.%20MINERAL%20PROPERTIES%20AND%20EXPLORATION%20AND%20EVALUATION%20ASSETS) The Waterberg Project, the company's sole active mineral property, had capitalized costs of **$39.94 million** and its mining right remains active despite dismissed appeals - The company's only active mineral property is the Waterberg Project[14](index=14&type=chunk) Waterberg Project Capitalized Costs (in thousands USD) | Description | Amount | | :--- | :--- | | Balance August 31, 2022 | $40,373 | | Additions | $2,038 | | Foreign currency translation adjustment | ($2,745) | | **Balance February 28, 2023** | **$39,936** | - The company holds a **50.02% controlling interest** in Waterberg JV Co. Other partners include Mnombo (**26.0%**), Implats (**15.0%**), JOGMEC (**12.195%**), and Hanwa (**9.755%**)[16](index=16&type=chunk) - The Waterberg Mining Right was granted in **2021** and remains active. In **October 2022**, the DMRE dismissed several appeals against the grant[17](index=17&type=chunk)[19](index=19&type=chunk) [Note 4: Lion Battery Technologies Inc.](index=9&type=section&id=4.%20LION%20BATTERY%20TECHNOLOGIES%20INC.) Lion Battery Technologies Inc., a joint venture with Anglo American Platinum, researches PGM-based battery technology and holds exclusive rights to five U.S. patents - Lion is a joint venture with Anglo American Platinum (Amplats) to research PGM-based battery technology, accounted for using the equity method[27](index=27&type=chunk)[28](index=28&type=chunk) - To date, the company and Amplats have each funded half of the **$3.59 million** invested into Lion[27](index=27&type=chunk) - Lion has exclusive rights to IP from its research program with Florida International University (FIU), which has yielded **five U.S. patents** for battery technology using platinum and palladium[30](index=30&type=chunk) [Note 5 & 6: Sprott Loan & Convertible Notes](index=10&type=section&id=5.%20SPROTT%20LOAN%20%26%206.%20CONVERTIBLE%20NOTES) The company fully repaid its **$20 million** Sprott Facility and **$19.99 million** Convertible Notes in February 2022, eliminating related interest expense - The **$20 million** Sprott Facility was fully repaid in **February 2022**, releasing the pledge of the company's South African assets[31](index=31&type=chunk) - The outstanding **$19.99 million** of Convertible Notes were cancelled in **February 2022**, settled through the issuance of **11,793,509 common shares**[33](index=33&type=chunk) [Note 7: Share Capital](index=10&type=section&id=7.%20SHARE%20CAPITAL) As of February 28, 2023, the company had **100.21 million** common shares outstanding, raising **$1.64 million** from ATM sales and incurring **$1.11 million** in stock compensation expense - In the six months to Feb 28, 2023, the company sold **1,043,569 shares** under its 2022 ATM program for gross proceeds of **$1.9 million**[36](index=36&type=chunk) Stock Option Activity (in CAD) | Description | Number of Options | Average Exercise Price (CAD) | | :--- | :--- | :--- | | Outstanding at Aug 31, 2022 | 3,666,671 | $3.45 | | Granted | 1,158,000 | $2.37 | | Cancelled/Exercised | (140,834) | - | | **Outstanding at Feb 28, 2023** | **4,683,837** | **$3.19** | - Total stock compensation expense for the six months ended Feb 28, 2023 was **$1.11 million**, comprising expenses from stock options, DSUs, and RSUs[3](index=3&type=chunk)[42](index=42&type=chunk)[47](index=47&type=chunk) [Note 8: Related Party Transactions](index=12&type=section&id=8.%20RELATED%20PARTY%20TRANSACTIONS) The company engaged in related party transactions, including fees to directors, with major shareholder HCI holding a **24.79% interest** and a board nominee - As of February 28, 2023, major shareholder HCI held a **24.79% interest** in the company and has the right to nominate one director to the board[48](index=48&type=chunk) [Note 9: Contingencies and Commitments](index=13&type=section&id=9.%20CONTINGENCIES%20AND%20COMMITMENTS) The company has total commitments of **$357 thousand**, and a significant legal challenge regarding the Maseve Mine sale was fully resolved in its favor - Legal proceedings instituted by Africa Wide to set aside the sale of the Maseve Mine were dismissed by the High Court in **June 2022**, with a final appeal dismissed by the Supreme Court in **November 2022**. Africa Wide has no further avenue of appeal[52](index=52&type=chunk) Commitments (in thousands USD) | Type | Total | | :--- | :--- | | Lease Obligations | $93 | | Environmental Bonds | $264 | | **Total** | **$357** | [Note 11: Segmented Reporting](index=13&type=section&id=11.%20SEGMENTED%20REPORTING) The company's operations are segmented by geography, with the majority of assets (**$41.9 million**) in South Africa and most comprehensive loss (**$5.69 million**) attributed to Canada Segmented Information as of Feb 28, 2023 (in thousands USD) | Geography | Assets | Liabilities | Comprehensive Loss (6-months) | | :--- | :--- | :--- | :--- | | Canada | $9,254 | $1,184 | $5,685 | | South Africa | $41,896 | $724 | $382 | | **Total** | **$51,150** | **$1,908** | **$6,067** |

[Interim Condensed Consolidated Financial Statements](index=1&type=section&id=Interim%20Condensed%20Consolidated%20Financial%20Statements) [Consolidated Statements of Financial Position](index=2&type=section&id=Consolidated%20Statements%20of%20Financial%20Position) As of November 30, 2022, the company's total assets increased slightly to $54.5 million from $53.7 million at August 31, 2022, primarily driven by additions to mineral properties, while total liabilities rose to $2.4 million and total shareholders' equity increased to $52.1 million Consolidated Statements of Financial Position (in thousands USD) | | November 30, 2022 | August 31, 2022 | | :--- | :--- | :--- | | **Total current assets** | $12,496 | $12,764 | | Mineral properties and exploration and evaluation assets | $41,507 | $40,373 | | **Total assets** | **$54,545** | **$53,679** | | **Total current liabilities** | $1,193 | $1,121 | | **Total liabilities** | **$2,413** | **$2,124** | | **Total shareholders' equity** | **$52,132** | **$51,555** | | **Total liabilities and shareholders' equity** | **$54,545** | **$53,679** | [Interim Condensed Consolidated Statements of Loss and Comprehensive Loss](index=3&type=section&id=Interim%20Condensed%20Consolidated%20Statements%20of%20Loss%20and%20Comprehensive%20Loss) For the three-month period ended November 30, 2022, the company reported a net loss of $1.61 million, a significant improvement from the $3.32 million loss in the same period of 2021, mainly due to the absence of interest expense and a foreign exchange gain, resulting in a basic and diluted loss per share of $0.02, down from $0.04 in the prior-year period Statement of Loss Highlights (in thousands USD, except per share data) | | Period Ended Nov 30, 2022 | Period Ended Nov 30, 2021 | | :--- | :--- | :--- | | General and administrative | $1,173 | $1,301 | | Interest | $0 | $1,066 | | Foreign exchange (gain) loss | ($251) | $144 | | Stock based compensation expense | $830 | $683 | | **Loss for the period** | **$1,614** | **$3,316** | | **Comprehensive loss for the period** | **$1,706** | **$7,039** | | **Basic and diluted loss per common share** | **$0.02** | **$0.04** | [Consolidated Statements of Changes in Equity](index=4&type=section&id=Consolidated%20Statements%20of%20Changes%20in%20Equity) Total shareholders' equity increased from $51.56 million at August 31, 2022, to $52.13 million at November 30, 2022, primarily driven by proceeds from share issuance under financing activities, partially offset by the net loss for the period and a minor currency translation adjustment Changes in Equity for the period ended Nov 30, 2022 (in thousands USD) | Description | Amount | | :--- | :--- | | **Balance August 31, 2022** | **$51,555** | | Stock based compensation | $667 | | Share issuance - financing (net of costs) | $1,225 | | Contributions of Waterberg JV Co | $391 | | Currency translation adjustment | ($92) | | Net loss for the period | ($1,614) | | **Balance November 30, 2022** | **$52,132** | [Consolidated Statements of Cash Flows](index=6&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) For the period ended November 30, 2022, the company experienced a net decrease in cash of $0.91 million, compared to a $2.17 million increase in the prior-year period, with cash used in operating activities ($1.91 million) and investing activities ($0.57 million) primarily for the Waterberg Project, partially offset by cash generated from financing activities ($1.56 million) mainly from equity issuance, resulting in a cash balance of $11.57 million at period end Cash Flow Summary (in thousands USD) | | For the period ended Nov 30, 2022 | For the period ended Nov 30, 2021 | | :--- | :--- | :--- | | **Net cash used in Operating Activities** | **($1,906)** | **($1,842)** | | **Net cash from Financing Activities** | **$1,561** | **$5,892** | | **Net cash used in Investing Activities** | **($567)** | **($1,881)** | | Net (decrease) increase in cash | ($912) | $2,169 | | Cash, beginning of period | $12,330 | $6,059 | | **Cash, end of period** | **$11,566** | **$8,072** | [Notes to the Condensed Consolidated Interim Financial Statements](index=7&type=section&id=Notes%20to%20the%20Condensed%20Consolidated%20Interim%20Financial%20Statements) The notes provide detailed information supporting the financial statements, covering the company's nature as a development-stage entity focused on the Waterberg Project, basis of accounting (IFRS), specifics on mineral properties, joint ventures, share capital, financing activities, related party transactions, commitments, and segmented reporting [Note 1. Nature of Operations](index=7&type=section&id=Note%201.%20Nature%20of%20Operations) The company is a development-stage entity based in British Columbia, Canada, with shares listed on the TSX and NYSE American, primarily focused on the exploration and development of mineral properties in South Africa, with key interests in platinum, palladium, rhodium, gold, copper, and nickel, consolidating its subsidiaries and using the equity method for its joint control of Lion Battery Technologies Inc - The Company is a development stage entity focused on mineral properties in South Africa, with key metals of interest being platinum, palladium, rhodium, gold, copper, and nickel[9](index=9&type=chunk) - The company holds a **37.05%** direct interest in Waterberg JV Resources (Pty) Ltd and a **53.70%** interest in Lion Battery Technologies Inc, the latter of which is accounted for using the equity method due to joint control[11](index=11&type=chunk) - COVID-19 related travel and work restrictions in South Africa and Canada were lifted in June and September 2022, respectively, though the company notes the potential for future pandemic-related impacts remains[13](index=13&type=chunk) [Note 3. Mineral Properties and Exploration and Evaluation Assets](index=8&type=section&id=Note%203.%20Mineral%20Properties%20and%20Exploration%20and%20Evaluation%20Assets) The company's sole active mineral property is the Waterberg Project, with capitalized costs increasing to $41.5 million as of November 30, 2022, and the company holding a controlling 50.02% interest, a significant milestone being the dismissal of several appeals against the granted Waterberg Mining Right by the South African government in October 2022 - The Waterberg Project is the company's only active mineral property, with capitalized costs increasing from **$40.4 million** at Aug 31, 2022 to **$41.5 million** at Nov 30, 2022[17](index=17&type=chunk)[18](index=18&type=chunk) - The company holds a controlling **50.02%** interest in Waterberg JV Co, with other partners including Mnombo (**26.0%**), Implats (**15.0%**), JOGMEC (**12.195%**), and Hanwa (**9.755%**)[20](index=20&type=chunk) - The Waterberg Mining Right was granted and remains active, with the Minister of the DMRE dismissing several appeals filed against the grant in October 2022, confirming the company's compliance with BEE and community consultation requirements[21](index=21&type=chunk)[23](index=23&type=chunk) - Implats elected not to exercise its option to increase its stake to **50.01%** in June 2020, but retains its **15%** interest and a right of first refusal for offtake[27](index=27&type=chunk) [Note 4. Lion Battery Technologies Inc.](index=10&type=section&id=Note%204.%20Lion%20Battery%20Technologies%20Inc.) Lion Battery Technologies Inc is a joint venture with Anglo American Platinum (Amplats) to research and develop lithium battery technology using platinum and palladium, with both partners having funded an aggregate of $3.0 million to date, and Lion holding exclusive rights to intellectual property developed under a research agreement with Florida International University (FIU), which has resulted in four U.S patents being issued for battery technology innovations - Lion Battery is a joint venture with Amplats to research battery technology using platinum and palladium, with the Company and Amplats having funded Lion with an aggregate of **$3.0 million** to date[31](index=31&type=chunk)[32](index=32&type=chunk) - Lion has a Sponsored Research Agreement with Florida International University (FIU) and has provided **$2.9 million** in research funding as of November 30, 2022[33](index=33&type=chunk) - **Four U.S patents** have been issued to FIU related to battery cathodes and the use of palladium as an interlayer, with Lion having exclusive rights to this intellectual property[34](index=34&type=chunk) [Note 5 & 6. Debt Repayment](index=11&type=section&id=Note%205%20%26%206.%20Debt%20Repayment) The company fully extinguished its major debt obligations in early 2022, with the $20 million Sprott Facility fully repaid in February 2022, releasing the pledge of its South African assets, and concurrently, the $20 million in Convertible Notes also settled in February 2022 through the issuance of 11.8 million common shares - The **$20 million** senior secured Sprott Facility was fully repaid in February 2022[35](index=35&type=chunk) - The **$20 million** aggregate principal of Convertible Notes were purchased and cancelled in February 2022, settled by issuing **11,793,509 common shares**[36](index=36&type=chunk)[37](index=37&type=chunk) [Note 7. Share Capital](index=11&type=section&id=Note%207.%20Share%20Capital) As of November 30, 2022, the company had 99.7 million common shares outstanding, raising $1.3 million through its at-the-market (ATM) equity program during the quarter, and managing several equity-based compensation plans, including incentive stock options, Deferred Share Units (DSUs) for directors, and Restricted Share Units (RSUs) for employees, with new grants and expenses recorded during the period - In the three months ending Nov 30, 2022, the company sold **717,138 shares** under its 2022 ATM program for net proceeds of **$1.225 million**[40](index=40&type=chunk) - As of Nov 30, 2022, there were **4,824,671 incentive stock options** outstanding with a weighted average exercise price of **C$3.19**[45](index=45&type=chunk) - The company recorded expenses of **$66k** for DSUs and **$155k** for RSUs during the period ended Nov 30, 2022[50](index=50&type=chunk)[52](index=52&type=chunk) [Note 8. Related Party Transactions](index=13&type=section&id=Note%208.%20Related%20Party%20Transactions) The company's primary related party transactions involve its major shareholder, Hosken Consolidated Investments Limited (HCI), through its subsidiary Deepkloof Limited, with HCI holding a 24.9% interest in the company as of November 30, 2022, and retaining the right to nominate a director and participate in future equity financings to maintain its pro-rata interest - Major shareholder Hosken Consolidated Investments Limited (HCI), via its subsidiary Deepkloof, held a **24.9% interest** (**24,837,349 common shares**) in the Company as of November 30, 2022[55](index=55&type=chunk) - HCI has the right to nominate one person to the board of directors and to participate in future equity financings to maintain its pro-rata interest[54](index=54&type=chunk) [Note 9. Contingencies and Commitments](index=14&type=section&id=Note%209.%20Contingencies%20and%20Commitments) The company has total commitments of approximately $0.81 million, primarily for office leases, drilling, and environmental bonds, while a significant legal matter involving Africa Wide's challenge to the 2018 Maseve Mine sale has been fully resolved in the company's favor, with the South African Supreme Court of Appeal dismissing Africa Wide's final appeal in November 2022 Commitments Summary (in thousands USD) | | < 1 Year | 1 - 3 Years | 4 - 5 Years | Total | | :--- | :--- | :--- | :--- | :--- | | Lease Obligations | $101 | $22 | $ - | $123 | | Discovery Drilling | $399 | $ - | $ - | $399 | | Environmental Bonds | $48 | $143 | $95 | $286 | | **Totals** | **$548** | **$165** | **$95** | **$808** | - The legal challenge by Africa Wide regarding the Maseve Sale Transaction was dismissed by the High Court in June 2022, with Africa Wide's subsequent application for leave to appeal denied by the High Court in August 2022 and finally dismissed by the Supreme Court of Appeal in November 2022[61](index=61&type=chunk)[62](index=62&type=chunk)[63](index=63&type=chunk) - Costs were awarded to the defendants (including the Company) **three times**, but no accrual has been recorded due to uncertainty of recovery, and Africa Wide has no further avenue of appeal[63](index=63&type=chunk)[64](index=64&type=chunk) [Note 11. Segmented Reporting](index=15&type=section&id=Note%2011.%20Segmented%20Reporting) The company manages its business across two geographical segments: Canada and South Africa, with the majority of assets ($44.4 million) located in South Africa as of November 30, 2022, reflecting the Waterberg Project's location, while the majority of liabilities ($1.5 million) are held in Canada, and comprehensive loss for the period was primarily attributed to the Canadian segment Assets and Liabilities by Segment (in thousands USD) | At Nov 30, 2022 | Assets | Liabilities | | :--- | :--- | :--- | | Canada | $10,190 | $1,517 | | South Africa | $44,355 | $896 | | **Total** | **$54,545** | **$2,413** | Comprehensive Loss by Segment (in thousands USD) | For the period ended | Nov 30, 2022 | Nov 30, 2021 | | :--- | :--- | :--- | | Canada | $1,446 | $3,682 | | South Africa | $260 | $3,357 | | **Total** | **$1,706** | **$7,039** |

Platinum Group Metals Ltd. Interim Condensed Consolidated Financial Statements (Unaudited and expressed thousands of United States Dollars unless otherwise noted) For the period ended May 31, 2022 Filed: July 13, 2022 PLATINUM GROUP METALS LTD. Consolidated Statements of Financial Position (in thousands of United States Dollars) | | | May 31, | | August 31, | | --- | --- | --- | --- | --- | | | | 2022 | | 2021 | | ASSETS | | | | | | Current | | | | | | Cash | $ | 13,628 | $ | 6,059 | | ATM offering proceeds ...

Platinum Group Metals Ltd. Interim Condensed Consolidated Financial Statements (all amounts in thousands of United States Dollars unless otherwise noted) For the period ended February 28, 2022 Filed: April 14, 2022 PLATINUM GROUP METALS LTD. Consolidated Statements of Financial Position (in thousands of United States Dollars) | | | February 28, | | August 31, | | --- | --- | --- | --- | --- | | | | 2022 | | 2021 | | ASSETS | | | | | | Current | | | | | | Cash | $ | 9,583 | $ | 6,059 | | ATM Offering proceed ...

Platinum Group Metals Ltd. Interim Condensed Consolidated Financial Statements (all amounts in thousands of United States Dollars unless otherwise noted) For the period ended November 30, 2021 Filed: January 13, 2022 PLATINUM GROUP METALS LTD. Consolidated Statements of Financial Position (in thousands of United States Dollars) | | | November 30, | | August 31, | | --- | --- | --- | --- | --- | | | | 2021 | | 2021 | | ASSETS | | | | | | Current | | | | | | Cash | $ | 8,072 | $ | 6,059 | | ATM Offering proce ...

OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended August 31, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from __________________ to ____________________ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☐ SHELL COMPANY REPORT PURSUAN ...