Original News Release
Oracle Commodity appoints Powell as CEO; Garson resigns
Mr. Jason Powell reports
ORACLE COMMODITY HOLDING APPOINTS JASON POWELL AS CHIEF EXECUTIVE OFFICER
Oracle Commodity Holding Corp. has appointed Jason Powell as its chief executive officer replacing Anthony Garson, effective Oct. 1, 2025.
Mr. Powell is a seasoned executive with over 15 years of experience driving investor engagement and strategic growth within publicly traded companies in the mining sector. As he steps into the role of CEO, Mr. Powell brings a rare blend of visionary leadership and operational discipline anchored by a deep understanding of global resource markets and shareholder value creation.
Mr. Powell has consistently translated strategic vision into tangible outcomes. His expertise spans capital market, corporate communications and mining industry trends, enabling him to position companies for long-term success in volatile environments.
The company also announces that its board of directors has approved the grant of incentive stock options to Mr. Powell to acquire an aggregate of 400,000 common shares in the capital of the company at an exercise price of five cents. All options were granted pursuant to the company's 10 per cent rolling stock option plan and are subject to the terms of the plan, the applicable grant agreements and the requirements of the TSX Venture Exchange. The options are exercisable for a five-year term expiring Oct. 1, 2030. The options will vest at 12.5 per cent per quarter for the first two years following the grant date starting on Jan. 1, 2026.
The company extends its gratitude to Mr. Garson for his contributions and invaluable service. Mr. Garson has also resigned from the board of directors, effective Oct. 1, 2025.
The company has entered into a debt settlement agreement with Mr. Garson to settle an aggregate of $28,900 for services rendered by Mr. Garson by the issuance of 578,000 common shares in the capital of the company at a deemed price per debt settlement share of five cents, subject to the receipt of TSX-V approval.
The debt settlement with Mr. Garson is with a related party of the company, and, accordingly, the debt settlement is expected to constitute a related-party transaction of the company under Multilateral Instrument 61-101 (Protection of Minority Security Holders in Special Transactions).
The company is relying on the exemption from the requirement to obtain a formal valuation pursuant to Section 5.5(b) of MI 61-101 as the company is not a Canadian Securities Exchange senior-tier issuer and no securities of the company are listed or quoted on the Toronto Stock Exchange, Cboe Canada, the New York Stock Exchange, the American Stock Exchange, Nasdaq Stock Market, or a stock exchange outside of Canada and the United States other than the Alternative Investment Market of the London Stock Exchange or the AQSE Growth Market operated by Aquis Stock Exchange.
In addition, the company is relying on the exemption from the requirement to obtain minority shareholder approval pursuant to Section 5.7(1)(a) of MI 61-101 as the fair market value of the debt settlement does not exceed 25 per cent of the company's market capitalization. A material change report including details with respect to the related-party transaction is expected to be filed fewer than 21 days prior to the closing of the debt settlement as the details and amount of debt settled under the debt settlement were not finalized until closer to the anticipated closing and the company deemed it reasonable in the circumstances so as to be able to complete the debt settlement in an expeditious manner and improve its financial position by reducing its accrued liabilities as soon as possible.
The debt settlement shares issued pursuant to the debt settlement will be subject to a four-month-and-one-day hold period from the date of issuance thereof in accordance with applicable Canadian securities laws and, if applicable, hold periods in accordance with other applicable securities laws.
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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