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First Helium Announces Enlargement of Private Placement

First Helium Announces Enlargement of Private Placement

NOT INTENDED FOR DISTRIBUTION TO US NEWSWIRE SERVICES OR FOR DISTRIBUTION IN THE UNITED STATES

CALGARY, Alberta, Oct. 21, 2024 (GLOBE NEWSWIRE) — First Helium Inc. (“First Helium” or the “Company”) (TSXV: HELI) (OTCQB: FHELF) (FRA: 2MC) is pleased to announce its intention to increase the size of its previously announced non-brokered private placement financing (October 16, 2024) from C$2,500,000 to C$3,000,000. The Company will now issue up to 50,000,000 units of the Company (“Units”) at a price of $0.06 per Unit, for aggregate gross proceeds of $3,000,000.

Each Unit consists of one common share of the Company’s capital stock (a “Share”) and one transferable common share purchase warrant (a “Warrant”). Each Warrant is exercisable to acquire one share at a price of 0.09 cents per share for a period of 36 months from the date of issuance, subject to an acceleration clause.

The Company intends to use the net proceeds from the private placement offering to fund additional asset development and operating costs for its Worsley Project as well as general working capital.

The Company may pay finder’s fees on a portion of the offering, subject to compliance with the policies of the TSX Venture Exchange and applicable securities laws.

If the 20-day volume weighted average trading price of the Shares as listed on the TSX Venture Exchange is at least $0.12 at the end of a trading day, the Company may, in its sole discretion, advance the expiration date of the Warrants by issuing a press release, announcing that the expiration date of the Warrants will be the 30th day following the issuance of the Warrant Acceleration Press Release. Any Warrants not exercised after the accelerated expiration date will expire immediately and all rights of the holder of such Warrants will terminate without compensation to such holder.

The private placement offering is scheduled to close on October 29, 2024 and is subject to receipt of all necessary regulatory approvals, including the approval of the TSX Venture Exchange. All securities issued pursuant to the offering will be subject to a four-month hold period in accordance with applicable Canadian securities laws. There are no material facts or material changes regarding the Company that have not been generally disclosed.

Members of the Company’s management team will participate in the Private Placement and upon completion, insider ownership will exceed 25% of the Private Placement. The issuance of securities to insiders in the Private Placement Offering will be deemed to be a “related party transaction” and will be subject to the requirements of TSXV Rule 5.9 and Multilateral Instrument 61-101. Protection of minority shareholders in special transactions (“MI 61-101“). The Company intends to rely on exemptions from the formal valuation and minority shareholder approval requirements provided for in Sections 5.5(a) and 5.7(a) of MI 61-101 based on the opinion provided by the Insiders The amount invested in the private placement does not exceed 25% of the company’s market capitalization.