Oracle Commodity Holding Closes First Tranche of Non-Brokered Private Placement for Gross Proceeds of $136,000

Rhea-AI Summary

Oracle Commodity Holding (OTCQB: ORLCF) closed the first tranche of a non-brokered private placement on March 25, 2026, raising $136,000 by issuing 2,720,000 units at $0.05 each. Each unit includes one share and one warrant exercisable at $0.06 for three years.

A director subscribed for 1,220,000 units in a related party transaction; the company relied on MI 61-101 exemptions and will file a material change report. Proceeds are for working capital and general corporate purposes. A second tranche is expected to close on or around April 10, 2026, subject to regulatory approvals.

Positive

• Raised $136,000 in first tranche financing
• Proceeds earmarked for working capital and general purposes
• Warrants extend over three years at $0.06 exercise price

Negative

• Insider subscribed to 1,220,000 units (related party transaction)
• Securities subject to four-month-and-one-day regulatory hold
• Second tranche conditional on TSXV approval (uncertain timing)

Vancouver, British Columbia--(Newsfile Corp. - March 25, 2026) - Oracle Commodity Holding Corp. (TSXV: ORCL) (OTCQB: ORLCF) ("Oracle" or the "Company") announces that, further to its news releases dated March 12, 2026 and March 13, 2026, it has closed the first tranche of its non-brokered private placement (the "Private Placement") raising $136,000 through the sale of 2,720,000 units (each, a "Unit") at a price of $0.05 per Unit. Each Unit consists of one common share of the Company (each, a "Share") and one transferable common share purchase warrant (each, a "Warrant") with each Warrant entitling the holder to purchase one additional Share at a price of $0.06 per Share for a period of three years from issuance.

A director of the Company (the "Insider") participated in the Private Placement for an aggregate total of 1,220,000 Units, which participation constitutes a "related party transaction" within the meaning of Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company relied 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 Insider participation in the Private Placement did not exceed 25% 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 Insider may increase their subscription in the Private Placement, subject to regulatory approval, for an aggregate of up to 4,500,000 Units for gross proceeds of up to $225,000.

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 the Private Placement. The second and final tranche of the Private Placement is expected, subject to regulatory approval, to close on or around April 10, 2026.

The Private Placement is subject to certain conditions, including, but not limited to, the receipt of all necessary approvals, including the approval of the TSX Venture Exchange.

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 can be found at www.oracleholding.com.

ORACLE COMMODITY HOLDING CORP.
ON BEHALF OF THE BOARD

"Jason Powell"
CEO

For more information about Oracle Commodity, please contact:

Tel: 604.569.3661
Email: info@oracleholding.com

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Cautionary Note Regarding Forward-Looking Statements

Certain statements contained in this news release, including statements which may contain words such as "expects", "anticipates", "intends", "plans", "believes", "estimates", or similar expressions, and statements related to matters which are not historical facts, are forward-looking information within the meaning of applicable securities laws. Such forward-looking statements, which reflect management's expectations regarding Oracle's future growth, results of operations, performance, business prospects and opportunities, are based on certain factors and assumptions and involve known and unknown risks and uncertainties which may cause the actual results, performance, or achievements to be materially different from future results, performance, or achievements expressed or implied by such forward-looking statements.

Forward-looking statements involve significant risks and uncertainties, and should not be read as guarantees of future performance, events or results, and may not be indicative of whether such events or results will actually be achieved. A number of risks and other factors could cause actual results to differ materially from expected results discussed in the forward-looking statements, including but not limited to: market conditions and investor sentiment; changes in business plans; ability to secure sufficient financing to advance the Company's investment business; and general market and economic conditions. Additional risk factors are set out in the Company's latest annual and interim management's discussion and analysis, available on SEDAR+ at www.sedarplus.ca.

Forward-looking statements are based on reasonable assumptions by management as of the date of this news release, and there can be no assurance that actual results will be consistent with any forward-looking statements included herein. Readers are cautioned that all forward-looking statements in this news release are made as of the date of this news release. The Company undertakes no obligation to update or revise any forward-looking statements in this news release to reflect circumstances or events that occur after the date of this news release, except as required by applicable securities laws.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/290005

FAQ

How much did ORLCF raise in the first tranche of the private placement on March 25, 2026?

ORLCF raised $136,000 in the first tranche. According to the company, this came from selling 2,720,000 units at $0.05 per unit, each including one share and one three-year warrant exercisable at $0.06.

What securities did ORLCF issue in the March 25, 2026 private placement and their terms?

ORLCF issued units, each with one share and one warrant. According to the company, warrants allow purchase of one share at $0.06 per share and expire three years from issuance.

Did an insider participate in ORLCF's March 25, 2026 financing and is it a related party transaction?

Yes. A director subscribed for 1,220,000 units, constituting a related party transaction. According to the company, it relied on MI 61-101 exemptions and will file a material change report.

What will ORLCF use the proceeds from the private placement for and are there restrictions?

Proceeds are planned for working capital and general corporate purposes. According to the company, the issued securities are subject to a four-month-and-one-day regulatory hold period.

When is ORLCF expecting to close the second tranche of the private placement (ORLCF)?

The company expects the second tranche to close on or around April 10, 2026, subject to regulatory approval. According to the company, closing remains conditional on receipt of all necessary approvals, including TSXV.