Oracle Commodity Holding to Acquire a 2% Fluorspar Royalty (USA) from CleanTech Vanadium

Rhea-AI Summary

Oracle Commodity Holding (OTCQB:ORLCF) has signed a royalty agreement with CleanTech Vanadium's subsidiary U.S. Fluorspar LLC to acquire a 2% net smelter returns royalty on Fluorspar Projects in the Illinois-Kentucky Fluorspar District. The royalty includes a minimum of $6 per tonne of minerals sold.

In exchange, Oracle will make matching payments equal to 20% of USF's cash payments to the vendor, totaling US$6 million over 4 years. The initial payment will be US$65,000 after TSX-V approval. The agreement covers approximately 7,180 acres of strategic fluorspar properties with significant historical resources, including the Campbell deposit containing approximately 805,000 tons grading 37% CaF2.

The market context shows strong fundamentals, with U.S. fluorspar prices rising from $300 per ton in 2020 to over $450 per ton in 2025. China, the world's largest producer, has become a net importer, with imports rising 32% year-on-year in 2024.

Positive

• Strategic acquisition in one of North America's largest fluorspar districts with 12.5 million tons historical production
• Royalty structure provides minimum $6 per tonne guarantee
• Strong market fundamentals with fluorspar prices increasing 50% since 2020
• China's shift to net importer status supports positive price environment
• Properties contain significant historical resources across multiple deposits

Negative

• Historical resource estimates are not compliant with current standards and require verification
• Royalty agreement is subject to TSX-V approval
• Agreement will terminate if Oracle fails to make matching payments within 30 days
• Significant capital commitment of US$6 million over 4 years

Vancouver, British Columbia--(Newsfile Corp. - August 12, 2025) -  Oracle Commodity Holding Corp. (TSXV: ORCL) (OTCQB: ORLCF) ("Oracle" or the "Company") and CleanTech Vanadium Mining Corp. (TSXV: CTV) (OTCQB: CTVFF) ("CleanTech") is pleased to announce the signing of a royalty agreement dated August 11, 2025 (the "Royalty Agreement") between U.S. Fluorspar LLC ("USF"), a 100%-owned subsidiary of CleanTech, and Oracle.

Subject to the terms of the Royalty Agreement and the approval of the TSX Venture Exchange ("TSX-V"), USF grants to Oracle a 2% net smelter returns royalty with a minimum of $6 per tonne of minerals sold on the Fluorspar Projects (described in the following table) in the Illinois-Kentucky Fluorspar District that are subject to existing option-to-purchase agreements dated in July and August 2025 (the "OTPs"), between USF and the current owner ("Vendor") of the Fluorspar Projects (the "Royalty"). The Royalty will be payable by USF on a quarterly basis, with payment due on the last day of each calendar quarter.

In consideration for the Royalty, Oracle is to pay USF, upon TSX-V approval of the Royalty Agreement, non-refundable cash payments equal to 20% of the cash consideration which USF paid, pays or will pay, to the Vendor totaling US$6,000,000 over 4 years in accordance with the OTPs under the same payment terms (the "Matching Payment").

The first cash payment Oracle will make to USF is US$65,000 after TSX-V approval of the Royalty Agreement.

For further clarity, Oracle shall only pay the Matching Payment to USF when USF has made actual applicable cash payments to the Vendor. The Royalty Agreement will automatically terminate and be of no further effect if Oracle fails to pay a Matching Payment within 30 days of a request from USF.

CleanTech's Illinois - Kentucky Fluorspar Projects Description

Project	Area Acres	Historic Resource  Estimate (tons)	CaF2%	Zn%
Tabb (Lafayette-Crouch-Simpkins-Travis)	1,008	6,560,0001	14.2	3
Babb-Barnes	324	424,0002	44
Robinson-Lasher	1,524		31	14
Robinson-Lasher Bethel Horizon		70,0003	32
Robinson-Lasher Shetlerville Horizon		105,0004	30
Robinson-Lasher sub-Rosiclare Horizon		387,2255	5 - 10	14
Carr	30	100,0006	30
Big Four	196
Pitillo	170
Memphis	587	23,6007	18
Franklin	104
Kirk-Tyner-Wring	941	72,0008	43
Eagle-Watson	99		58
Beard-Jones	1,584
Susie Beeler	341.9
Lee Mine (IL)	271.5
Campbell-Crotser	226	805,8419	37	3.23

 

The key assumptions, parameters, and methods used to prepare this historical resource estimate are not available. The Company has not reviewed or validated the historic data, and caution should be taken as a qualified person has not done sufficient work to classify these historical resource estimates as a current mineral resource and the Company is not treating them as a current mineral resource. Historic resource estimates have not demonstrated economic viabilities and should not be replied on. The Company considers the historical estimate relevant as it indicates significant fluorspar mineralization within the project area; however, the reliability is uncertain given the age of the data, and differences between historical estimation methods and current Canadian Institute of Mining, Metallurgy and Petroleum ("CIM") Definition Standards. The historical resource categories were defined prior to the adoption of current CIM Definition Standards and differ materially from current categories such as 'Inferred Mineral Resource. The historical estimates do not meet current CIM requirements for mineral resource classification because of insufficient verification, lack of documented estimation methodology, and absence of QA/QC protocols. Steps to verify and upgrade the historical estimates to current CIM standards include (i) compilation and validation of all historical drill data, (ii) twin drilling of select historical holes, (iii) confirmatory drilling in key areas of mineralization, (iv) updated geological modeling, and (v) preparation of a new mineral resource estimate in accordance with NI 43-101.

CleanTech's Fluorspar Projects Summary

The Western Kentucky Fluorspar District represents one of North America's most strategically important mineral provinces, containing the United States' largest known fluorspar districts and most prolific production history from approximately 1896-1975. Located in Crittenden and Livingston counties, Kentucky, and extending into southern Illinois, the Illinois-Kentucky Fluorspar District ("IKFD") has been the focus of extensive exploration¹⁰ and development activities more than 150 years¹¹. Mining operations have extracted 12.5 million tons of refined fluorspar in the IKFD since the late 1800s¹². The neighboring Illinois portion of the district (north of the Ohio River) is documented in having produced over 20 million tons of crude fluorspar throughout its history¹³.

A thorough review of historic and current geological reports by the Company revealed significant mineral resource potential supported by over 720 historic drill holes across CleanTech's Fluorspar Projects covering approximately 7,180 acres within the heart of Western Kentucky Fluorspar District. Each CleanTech's Flursopar Project is strategically positioned along major fault systems that have historically controlled mineralization throughout the 1,000-square-mile district.

Geologically, CleanTech's Fluorspar Projects are within the Kentucky-Illinois fluorspar district, where Mississippian-age limestones are cut by NW-SE normal faults and locally by dikes to which may be related to subsurface intrusive activity. Fluorspar is the principal commodity and accessory sphalerite and galena, occurring in steep fault-fill veins, breccia zones, and localized carbonate replacements along favorable beds. Shoots typically thicken at bends, step-overs, relay ramps, and fault-dike intersections, providing predictable structural controls and repeatable targets across the belt^14,15.

The IKFD represents one of the most significant fluorspar provinces globally, hosted within Mississippian sedimentary rocks that have been extensively faulted into a complex block pattern¹⁶. The primary deposits (optioned by CleanTech) - Campbell-Crotser, Tabb, Babb-Barnes, and Robinson-Lasher - occur along steeply-dipping normal faults (70-90°) that displace favorable limestone formations, particularly the St. Genevieve and St. Louis limestones. These fault-hosted vein deposits formed through replacement of pre-existing calcite by fluorite, with ore shoots typically ranging 200-1000 feet in strike length, 200-500 feet in height, and 3-10 feet in width¹⁷. The Campbell deposit, for example, occurs along the Big Creek Fault with a 12-foot average width and 26-foot total vein width, containing approximately 805,000 tons grading 37% CaF2 and 3.2% zinc¹⁸. The Tabb fault system, historically the most productive in Kentucky, extends 19 miles through the district with mineralization varying both laterally and vertically along strike.

These deposits are geochemically linked to deeper carbonatite-lamprophyre magmatism, as evidenced by the widespread occurrence of mafic dikes throughout the district and their spatial association with zinc-rich mineralization¹⁹. The cryptovolcanic Hicks Dome structure, dated at approximately 270 Ma (million years ago), represents a key thermal and geochemical center that likely provided both heat and fluorine-rich volatiles for regional mineralization. The dome is underlain by alkalic igneous rocks and explosive breccias, visible in aeromagnetic data, may reflect deeper ultramafic intrusive activity and suggests that the observed surface mineralization represents the upper expression of a much larger magmatic-hydrothermal system driven by mantle-derived carbonatitic melts²⁰.

Fluorspar Market Overview

According to United States Geological Survey, China produced over 60% of the world's fluorspar in 2024²¹. China produced 5.9 million tons in 2024, followed by Mexico (1.2 million tons) and Mongolia (1.2 million tons). The remaining countries combined produced approximately 1 million tons.

China has shifted from being a net exporter to a significant importer of fluorspar since 2023, due to rising demand from the booming energy storage system including batteries. Chinese customs data indicate that full-year 2024 fluorspar imports (all grades) rose 32% year-on-year to about 1.30 million tons, with Mongolia supplying roughly 88 % of the tonnage²². Over the same period China's outbound shipments contracted sharply: fluorspar exports fell 35% year-on-year to roughly 245,000 tons in 2024, the second annual decline as China prioritized domestic supply. The US fluorspar price has risen from approximately $300 per ton in 2020 to over $450 per ton in 2025.

Qualified Person

The technical and scientific information contained in this news release has been reviewed and approved by Carlos Zamora, CPG, a member of the American Institute of Professional Geologists (AIPG) since 2024, who is an independent Qualified Person as defined by National Instrument 43-101.

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
"Anthony Garson"
CEO

For more information about Oracle Commodity, please contact:
Email: info@oracleholding.com

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: receiving stock exchange listing approval and ability to meet customary conditions for listing; market conditions and investor sentiment to invest in a new investment business with a limited trading history; 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.

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¹ _{Honeywell International, 2012, Project Joust interim report, Livingston & Crittenden Counties, Kentucky: internal report, 47 p}

² _{Mining & Minerals Services, Inc., 2011, Western Kentucky fluorspar & zinc project prospectus: Mining & Minerals Services, Inc., Marion, Kentucky, 24}

³ US. Steel Corporation, 1983, Illinois-Kentucky Fluorspar District properties report: Frontier Spar Corporation & USS Resource Development, 257 p.

⁴ US. Steel Corporation, 1983, Illinois-Kentucky Fluorspar District properties report: Frontier Spar Corporation & USS Resource Development, 257 p.

⁵ US. Steel Corporation, 1983, Illinois-Kentucky Fluorspar District properties report: Frontier Spar Corporation & USS Resource Development, 257 p.

⁶ Mining & Minerals Services, Inc., 2011, Western Kentucky fluorspar & zinc project prospectus: Mining & Minerals Services, Inc., Marion, Kentucky, 24

⁷ Mining & Minerals Services, Inc., 2011, Western Kentucky fluorspar & zinc project prospectus: Mining & Mineral Services, Inc., Marion, Kentucky, 24

⁸ Mining & Minerals Services, Inc., 2011, Western Kentucky fluorspar & zinc project prospectus: Mining & Minerals Services, Inc., Marion, Kentucky, 24

⁹ Adamson, R.S., 1993, Summary report on the West Kentucky fluorite-zinc properties, Livingston and Crittenden Counties, Kentucky; Hardin County, Illinois: consulting report for Silverspar Minerals Inc., 32 p.

¹⁰ US. Steel Corporation, 1983, Illinois-Kentucky Fluorspar District properties report: Frontier Spar Corporation & USS Resource Development, 257 p.

¹¹ Honeywell International, 2012, Project Joust interim report, Livingston & Crittenden Counties, Kentucky: internal report, 47 p.

¹² Denny, F.B., Nelson, W.J., Breeden, J.R., and Lillie, R.C., 2020, Mines in the Illinois portion of the Illinois-Kentucky Fluorspar District: Illinois State Geological Survey Circular 604

¹³ Denny, F.B., Nelson, W.J., Breeden, J.R., and Lillie, R.C., 2020, Mines in the Illinois portion of the Illinois-Kentucky Fluorspar District: Illinois State Geological Survey Circular 604

¹⁴ Mining & Minerals Services, Inc., 2011, Western Kentucky fluorspar & zinc project prospectus: Mining & Minerals Services, Inc., Marion, Kentucky, 24

¹⁵ Adamson, R.S., 1993, Summary report on the West Kentucky fluorite-zinc properties, Livingston and Crittenden Counties, Kentucky; Hardin County, Illinois: consulting report for Silverspar Minerals Inc., 32 p.

¹⁶ Mining & Minerals Services, Inc., 2011, Western Kentucky fluorspar & zinc project prospectus: Mining & Minerals Services, Inc., Marion, Kentucky, 24

¹⁷ Mining & Minerals Services, Inc., 2011, Western Kentucky fluorspar & zinc project prospectus: Mining & Minerals Services, Inc., Marion, Kentucky, 24

¹⁸ Adamson, R.S., 1993, Summary report on the West Kentucky fluorite-zinc properties, Livingston and Crittenden Counties, Kentucky; Hardin County, Illinois: consulting report for Silverspar Minerals Inc., 32 p.

¹⁹ Denny, F.B., Nelson, W.J., Breeden, J.R., and Lillie, R.C., 2020, Mines in the Illinois portion of the Illinois-Kentucky Fluorspar District: Illinois State Geological Survey Circular 604

²⁰ Trela, J., Freiburg, J.T., Gazel, E., Nuelle, L., Maria, A.H., Malone, D.H., and Molinarolo, J.M., 2024, Petrologic relationship between lamprophyres, carbonatites, and heavy rare-earth element enriched breccias at Hicks Dome: Terra Nova, https://doi.org/10.1111/ter.12712.

²¹ (https://pubs.usgs.gov/periodicals/mcs2025/mcs2025-fluorspar.pdf )

²² https://www.indexbox.io/blog/fluorspar-china-market-overview-2024-3/

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/262231

FAQ

What is the value of Oracle Commodity's (ORLCF) fluorspar royalty agreement with CleanTech?

Oracle will acquire a 2% net smelter returns royalty with a minimum of $6 per tonne, in exchange for matching payments totaling US$6 million over 4 years.

How much has the US fluorspar price increased from 2020 to 2025?

The US fluorspar price has increased from $300 per ton in 2020 to over $450 per ton in 2025, representing a 50% increase.

What is the historical production of the Illinois-Kentucky Fluorspar District?

The district has produced 12.5 million tons of refined fluorspar since the late 1800s, with the Illinois portion alone producing over 20 million tons of crude fluorspar.

How many acres does the ORLCF fluorspar royalty agreement cover?

The agreement covers approximately 7,180 acres of fluorspar properties within the Western Kentucky Fluorspar District.

What are China's current fluorspar import trends?

China's fluorspar imports rose 32% year-on-year to 1.30 million tons in 2024, while exports fell 35% to 245,000 tons as China became a net importer.