Oracle Commodity Holding Announces Closing Of Non-Brokered Private Placement
Proceeds of the Private Placement are expected to be used for working capital and general corporate purposes. The securities issued pursuant to the Private Placement will be subject to a regulatory four-month and one-day hold period. No finder's fees were paid in connection with this Private Placement.
A director and officer of the Company participated in the Offering, subscribing for an aggregate of 1,750,000 Units for gross proceeds of $61,250. The participation of the insider constitutes a "related-party transaction Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("61-101"). The Company is relying on the exemptions from the formal valuation and minority shareholder approval requirements of sections 5.5 (a) and 5.7(1)(a) of MI 61-101 on the basis that the fair-market value of the securities issued to insiders does not exceed 25% of the Company's market capitalization.
Disclosure Required by the TSX Venture Exchange
None of the proceeds from this Private Placement will be used for, or allocated toward, the payment of the cash consideration for the acquisition of a 2% royalty from U.S. Fluorspar LLC over certain fluorspar projects (the " Fluorspar NSR Consideration ") (see news release dated August 12, 2025) or any other aspect of the Fluorspar NSR Consideration until the TSX Venture Exchange (the " TSXV ") has granted its approval of that transaction. The acquisition remains subject to TSXV approval, which may require a valuation opinion or disinterested shareholder approval.
None of the proceeds of the Private Placement will be paid to any non-arm's length parties, persons conducting investor relations activities or for any specific use representing 10% or more of the gross proceeds.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
About Oracle Commodity Holding Corp.
Oracle Commodity Holding Corp. is a mining royalty company holding royalties on several precious metal and critical mineral mining projects.
Further information on Oracle Commodity Holding can be found at .
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