Original News Release
Oracle Commodity increases financing to $280,000
Mr. Jason Powell reports
ORACLE COMMODITY HOLDING INCREASES NON-BROKERED PRIVATE PLACEMENT TO $280,000
Oracle Commodity Holding Corp., due to continuing high demand, has further upsized the non-brokered private placement financing from 7.5 million units at a price of 3.5 cents per unit to eight million units, raising the potential gross proceeds to $280,000. The offering was first announced on Sept. 24, 2025, and subsequently upsized on Sept. 26, 2025. Each unit consists of one common share of the company and one transferable common share purchase warrant. Each warrant entitles the holder to acquire one additional common share of the company at an exercise price of six cents for a period of three years from issuance.
Finders' fees of up to 7 per cent in finders' units will be payable. Each finder's unit will consist of one share and one non-transferable share purchase warrant, with each warrant entitling the holder to purchase one additional share of the company at a price of six cents per share for three years.
Company insiders will be subscribing for up to 1.75 million units for gross proceeds of up to $61,250. The issuance of units to the insiders will be considered a related party transaction within the meaning of Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions. The company relies on exemptions from the formal valuation and minority shareholder approval requirements provided under sections 5.5(a) and 5.7(a) of MI 61-101 on the basis that the insiders' participation in the offering will not exceed 25 per cent of the fair market value of the company's market capitalization. The company will file a material change report in respect of the related party transaction.
The company is relying on the TSX Venture Exchange's minimum price exemption and anticipates closing of the offering as soon as practicable. Closing of the offering is subject to receipt of all necessary regulatory approvals, including the TSX Venture Exchange. The units will be issued on a private placement basis pursuant to exemptions from prospectus requirements under applicable securities laws and will be subject to a statutory hold period of four months and one day from the date of issuance.
The company intends to use the net proceeds of the offering for general corporate purposes and for the payment of the cash consideration (the fluorspar NSR (net smelter return) consideration) for the acquisition of a 2-per-cent royalty from U.S. Fluorspar LLC over certain fluorspar projects (see news release dated Aug. 12, 2025). Other than the fluorspar NSR consideration, there are no other specific use of proceeds that will represent 10 per cent or more of the gross proceeds of the offering. None of the proceeds from the offering will be used for payments to non-arm's-length parties of the company other than normal course compensation of its officers, directors, employees and consultants as part of general corporate purposes, or to persons conducting investor relations activities.
About Oracle Commodity Holding Corp.
Oracle Commodity is a mining royalty company holding royalties on several precious metal and critical mineral mining projects.
We seek Safe Harbor.
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