Mr. Jesse Griffith reports

GLOBAL HELIUM CORP. ANNOUNCES PRIVATE PLACEMENT OF UP TO $4,000,000, APPOINTMENT OF RECONSTITUTED BOARD, AND OPERATIONS UPDATE

Global Helium Corp. has provided an update on a series of corporate and operational developments, including: a non-brokered private placement of up to 16 million Series A preferred shares at a price of 25 cents per share for total proceeds of $4-million; the appointment of a reconstituted board of directors following the resignation of four current directors; changes to the executive management team; and an operational update with Global Helium's outlook for the balance of 2023.

"Global Helium is setting up for success and value creation with a fresh capital injection, the advancement of our Manyberries project and changes to leadership. I am looking forward to working with the new board to continue building on the company's next chapter and delivering on the plan of drilling and developing our helium prospects, starting with our Manyberries project in southeast Alberta. Drilling our initial wells and confirming commercial helium reserves will be a giant step for the company towards long-term stability and value creation," stated Jesse Griffith, president and chief executive officer.

Financing details

Under the offering, Global Helium intends to issue 16 million convertible Series A preferred shares at a price of 25 cents per preferred share for gross proceeds of up to $4-million. The company shall pay interest on the principal amount of each outstanding preferred share in the amount of 10 per cent per annum starting from the date of issuance until the earlier of the date of conversion or the fifth anniversary of the date of issuance. Each preferred share is convertible into units of the company or common shares in the capital of the company, subject to the date of conversion. The preferred shares are convertible: (a) by the company at its option on the second, third or fourth anniversary of the date of issuance (accelerated conversion); (b) by the holder of the preferred share at its option at any time from the date of issuance up to the maturity date (optional conversion); or (c) automatically on the maturity date.

Upon the conversion of a preferred share in accordance with its terms within 18 months of issue (in the case of an optional conversion), the holder will be entitled to receive one unit for each preferred share so converted, along with any accrued interest thereon, at a deemed conversion price of 25 cents per unit.

Each unit consists of one common share and one-half of one common share purchase warrant. Each whole warrant entitles the holder to purchase one additional common share for a period of five years from the original date of issue of the preferred share at an exercise price equal to the market price of the common shares on the conversion date.

If the preferred share is converted following the date that is 18 months from the date of issue, whether by optional conversion, accelerated conversion or maturity conversion, each preferred share will be convertible into one common share at a deemed conversion price of 25 cents per common share. Any accrued interest as at the date of accelerated conversion or maturity conversion will be paid in cash.

The gross proceeds of the offering are expected to be used to finance the drilling of two wells pursuant to the terms of the Perpetual Energy Inc. farm-in, as announced on Jan. 17, 2023, and for general corporate purposes. Global Helium plans to drill two helium wells by the end of 2023 to earn the land as outlined in the farm-in and described herein.

The offering is expected to close on or about Oct. 3, 2023, and is subject to certain conditions, including receipt of all necessary corporate and regulatory approvals and the approval of the Canadian Securities Exchange. All securities issued in connection with the offering will be subject to a statutory hold period of four months plus one day from the date of issuance in accordance with applicable securities legislation.

No commissions will be paid with respect to the offering; however, the company may pay a finders' fees to certain finders of up to 5 per cent of the aggregate gross proceeds of subscriptions facilitated by such finders. The finders' fees may be paid in cash and/or units at the option of the finders. The common shares issued in connection with the offering are subject to a statutory hold period of four months plus one day from the date of completion of the offering, in accordance with applicable securities legislation.

Reconstituted board and leadership

Global Helium has confirmed a series of board and management changes, designed to enhance and solidify the optimal skill sets required to take the company to the next phase of development and enhance shareholder value as Global Helium advances toward achieving commercial production of helium. As part of this board reconstitution and corporate transition, Global Helium also confirms the resignation of the following persons: Brad Nichol (chief executive officer and director), Chris Cooper (director), Rod Nichol (director) and Wes Siemens (director). The company wishes to thank the departing members for their contributions and support in progressing Global Helium to its current position and stage of development and wishes them all the best in their future endeavours.

The new Global Helium board will comprise three directors, two of whom are independent, and include Kevin Cameron and Darcy Spady. The third is Mr. Griffith, who is Global Helium's newly appointed chief executive officer, having served as president and a director since May, 2022.

Mr. Cameron has an extensive background across multiple industries, most recently as the chief executive officer of Ionetix Corp., a cutting-edge diagnostics and therapeutics company that manufactures superconducting cyclotrons for the point-of-care production of PET (positron emission tomography) radioisotopes. Mr. Cameron is also the executive chairman and co-founder of Glass Lewis, the world's second-largest corporate governance and proxy advisory services firm. He served as president and general counsel from 2003 to 2007 and then on Glass Lewis's research advisory council from 2007 to 2019. Prior to co-founding Glass Lewis, he was general counsel of Moxi Digital, a technology venture that was sold to a company controlled by Microsoft co-founder Paul Allen. Previously, he was the general counsel at NorthPoint Communications, a publicly traded broadband telecommunications company. Mr. Cameron was an attorney with the corporate law firm of Kellogg Huber Hansen Todd & Evans in Washington, D.C., and served as a law clerk to James L. Buckley of the U.S. Court of Appeals for the District of Columbia Circuit.

Mr. Spady holds a bachelor of science in petroleum engineering from the University of Alberta and brings close to 40 years of energy industry engineering and leadership experience. Mr. Spady is currently the managing partner and co-founder of Carbon Connect International, a firm working with governments and the private sector to build technical capacity and develop pathways to achieve net-zero emission targets. Prior to co-founding Carbon Connect International, Mr. Spady was the first-ever Canadian president for the Society of Petroleum Engineers (International) after being elected to the position for 2018. Prior to that, Mr. Spady held executive and management positions at two Calgary-based TSX Venture Exchange companies and a Calgary-based global energy services company. Prior to moving to Calgary, Mr. Spady was based in Charleston, W.V., and Fredericton, N.B., serving in various management positions as part of the Columbia Natural Resources/Triana Energy team, which sold to Chesapeake Energy for $2.2-billion (U.S.) in 2005.

The combined experience and leadership of Mr. Cameron and Mr. Spady will help Global Helium navigate the evolving landscape of helium development and guide the company through its next phase of growth.

Operations update and outlook

Global Helium has confirmed that the location of its first appraisal well has been selected at 09-04-012-04-W4 and is situated on the Perpetual land block within the Manyberries helium trend in Alberta. By drilling the initial well, Global Helium will earn on the first farm-in block of eight sections. Perpetual Energy will retain a 25-per-cent working interest in the project and collect a 7-per-cent lessor royalty on the company's 75-per-cent share. Prior to Dec. 1, 2023, Global Helium has the option to drill a second well to earn the additional nine sections, under the same terms as the initial well. The second well, once drilled, will also trigger the option to lease as announced on Jan. 10, 2023, allowing the company to lease up to an additional 32 sections of land on the Manyberries trend with its new joint venture partner. The company has received a well licence from the Alberta Energy Regulator for the initial well at 09-04-012-04W4 and is currently securing surface access and permits for the licensing of the second well. Global Helium's management anticipates having a rig contracted in the coming weeks for the drilling of the first well.

Following drilling of the earning wells, results from each well are anticipated to be available approximately two weeks after the rig release date of each well. Based on successful results from the two Manyberries wells, Global Helium will earn a lease on the spacing unit of the test wells and will have the option to enter new helium leases on 20,480 acres of land offsetting the tests, subject to a 7-per-cent lessor royalty and $50-per-acre bonus consideration. There are no royalties payable to the Crown.

About Global Helium Corp.

Global Helium is one of Canada's largest helium exploration and development companies, focused on the exploration, acquisition, development and production of helium, done right. The company has carved out a differentiated position through a unique farm-in agreement with industry veteran Perpetual Energy, through which Global Helium can explore approximately 369,000 acres in Alberta's Manyberries helium trend through joint venture. The company has also captured 100-per-cent-owned permits encompassing over 1.7 million acres prospective for helium in Saskatchewan's well-established helium fairway and has recently acquired three assets with proven helium tests in the state of Montana. Global Helium brings a seasoned team of industry professionals and technical experts who have established connections with North American and international helium buyers.

We seek Safe Harbor.