Mr. Morgan Good reports

CARLYLE CLOSES UNIT OFFERING AND ANNOUNCES SHARE ISSUANCES TO CONSULTANT

Further to the news releases dated June 6, 2024, and July 5, 2024, Carlyle Commodities Corp. has closed the second and final tranche of its previously announced non-brokered private placement for gross aggregate proceeds of $249,000 through the issuance of 6,225,000 units of the company at a price of four cents per unit. Together with proceeds from the first tranche of the private placement, the company raised an aggregate of $349,000 and issued an aggregate of 8,725,000 units.

Each unit consists of one common share in the capital of the company and one share purchase warrant, with each warrant entitling the holder thereof to purchase one additional share at a price of 10 cents per warrant share for a period of 36 months following the date of issuance.

The aggregate proceeds of the second tranche are anticipated to be used for advancement of the company's flagship Newton project in British Columbia and general working capital.

No finders' fees were paid in connection with the closing of the second tranche. Together with the first tranche of the private placement, the company paid aggregate finders' fees of $4,800 and issued 120,000 finders' warrants. Each finder's warrant is exercisable into one share for a period of 36 months at an exercise price of five cents.

All securities issued in connection with the second tranche are subject to a statutory hold period expiring four months and one day after the date of issuance, as set out in National Instrument 45-102 (Resale of Securities).

Compensation share issuances

The company also announces that it has issued an aggregate of 487,538 common shares in the capital of the company to a consultant engaged by the company.

Date of issue     Number of shares   Deemed price per share

Jan. 4, 2023                31,199                   $0.168        
Feb. 7, 2023                 7,789                   $0.213        
March 9, 2023               11,111                    $0.15         
April 10, 2023              16,460                   $0.101        
May 12, 2023                17,777                   $0.093        
June 9, 2023                24,691                   $0.067        
July 10, 2023               29,629                   $0.067        
Aug. 10, 2023               35,087                   $0.071        
Sept. 7, 2023               27,777                    $0.09         
Oct. 10, 2023               18,018                   $0.138        
Nov. 6, 2023                16,666                    $0.15         
Dec. 20, 2023               30,303                   $0.082        
Jan. 9, 2023                31,746                   $0.078        
Feb. 8, 2024                41,666                    $0.06         
March 7, 2024               47,619                   $0.052        
April 9, 2024               50,000                    $0.05         
May 7, 2024                 50,000                    $0.05         
Total                      487,538                          

The shares being issued are payment for the services rendered by the consultant at a price per share equal to the lowest permitted price by the applicable policies of the Canadian Securities Exchange. Accordingly, the shares were issued pursuant to the prospectus exemption provided under Section 2.24 of National Instrument 45-106 (Prospectus Exemptions). The shares are subject to a hold period of four months and a day from issuance.

About Carlyle Commodities Corp.

Carlyle is a mineral exploration company focused on the acquisition, exploration and development of mineral resource properties. Carlyle owns 100 per cent of the Newton project in the Clinton mining division of British Columbia, and is listed on the Canadian Securities Exchange under the symbol CCC, on the OTC Market under the ticker CCCFF and on the Frankfurt Stock Exchange under the ticker BJ4.

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