Royal Helium Closes the First Tranche of its Previously Announced Brokered LIFE Offering for $4,500,000

/NOT FOR DISSEMINATION IN OR INTO THE UNITED STATES OR FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES/

SASKATOON, SK, Nov. 14, 2023 /CNW/ - Royal Helium Ltd. (TSXV: RHC) (OTCQB: RHCCF) ("Royal" or the "Company") is pleased to announce the closing of the first tranche of its previously announced underwritten private placement offering of 18,750,000 units of the Company (the "Units"), at an issue price of $0.24 per Unit for aggregate gross proceeds of $4,500,000 (the "First Tranche Offering").

The First Tranche Offering was conducted pursuant to the terms and conditions of an underwriting agreement (the "Underwriting Agreement") among the Company, Research Capital Corporation as the lead underwriter and sole bookrunner (the "Lead Underwriter"), on behalf of a syndicate of underwriters, including Cormark Securities Inc. and Eight Capital (together with the Lead Underwriter, the "Underwriters").

Each Unit consists of one common share in the capital of the Company (a "Common Share") and one Common Share purchase warrant (a "Warrant"). Each Warrant shall entitle the holder thereof to purchase one Common Share (a "Warrant Share"), at an exercise price of $0.31 per Warrant Share for a period of 36 months following the closing of the First Tranche Offering. The First Tranche Offering was conducted pursuant to the listed issuer financing exemption under Part 5A of National Instrument 45-106 – Prospectus Exemptions, and will not be subject to resale restrictions pursuant to applicable Canadian securities laws.

The net proceeds from the First Tranche Offering will be used to fund the multi-well operations at the Company's Val Marie, Ogema and Steveville helium projects, along with production facilities design and engineering, and for general corporate purposes.

In connection with the First Tranche Offering, the Underwriters received a cash commission of $245,970 as well as 1,024,875 broker warrants (the "Broker Warrants"). Each Broker Warrant is exercisable to acquire one Unit for $0.24 and exercisable on or before November 14, 2026. In addition, the Underwriters received 25,125 advisory broker warrants on the same terms as the Broker Warrants. 

This news release does not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of any of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful, including any of the securities in the United States of America. The securities described herein have not been and will not be registered under the 1933 Act or any state securities laws and may not be offered or sold within the United States or to, or for account or benefit of, U.S. Persons (as defined in Regulation S under the 1933 Act) unless registered under the 1933 Act and applicable state securities laws, or an exemption from such registration requirements is available.

About Royal Helium Ltd.

Royal Helium is an exploration, production, and infrastructure company with a primary focus on the development and production of helium and associated gases.  The Company controls over 1,000,000 acres of prospective helium permits and leases across southern Saskatchewan and southeastern Alberta. Given the current and foreseeable global undersupplied nature of this critical and non-renewable product, Royal is well positioned to be a leading North American producer of this increasingly high value commodity.

Royal Helium's helium reservoirs are carried primarily with nitrogen. Nitrogen is not considered a greenhouse gas (GHG) and therefore the plant has a low GHG footprint when compared to plants in other jurisdictions that rely on large scale natural gas production for helium extraction. Helium extracted from wells in Saskatchewan and Alberta can be up to 90% less carbon intensive than helium extraction processes in other jurisdictions.

Andrew Davidson
President and Chief Executive Officer                                                        
Royal Helium Ltd.                                                      

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION

Neither 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 news release.

This news release includes certain statements that may be deemed to be "forward-looking statements". All statements in news this release, other than statements of historical facts, that address events or developments that management of the Company expects, are forward-looking statements, including, the Company's intended use of the net proceeds of the Offering. Although management believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance, and actual results or developments may differ materially from those in the forward-looking statements. The Company undertakes no obligation to update these forward-looking statements if management's beliefs, estimates or opinions, or other factors, should change. Factors that could cause actual results to differ materially from those in forward-looking statements, include market prices, exploration and development successes, continued availability of capital and financing, and general economic, market or business conditions. Please see the public filings of the Company at www.sedarplus.ca for further information.

For more information, please contact the Company.

SOURCE Royal Helium Ltd.

Spiro Kletas, VP Investor Relations, 1 [phone], [email protected]; Dean Nawata, Business Development, 1(306) 500-9420, [email protected]