Mr. Tom Cross reports
GLOBAL HELIUM CORP. ANNOUNCES COMPLETION OF PLAN OF ARRANGEMENT AND GO-PRIVATE TRANSACTION
Global Helium Corp. and 2679158 Alberta Ltd. (the purchaser) have closed the previously announced acquisition of the company by the purchaser, pursuant to a plan of arrangement under Section 193 of the Business Corporations Act (Alberta). Pursuant to the arrangement, the purchaser acquired all of the issued and outstanding Class A common shares, Series A preferred shares and Series B preferred shares of the company.
Shareholders holding 31,190,215 shares validly elected (or were deemed to have elected) to receive an aggregate of $1,559,510.75 as cash consideration (representing five cents per share) for their shares and eligible shareholders holding 32,299,621 shares validly elected to receive common shares in the capital of the purchaser as share consideration for their shares.
On Oct. 16, 2025, an annual general and special meeting of shareholders was held to approve, among other things, a special resolution authorizing the arrangement. At the meeting, the arrangement resolution was approved by the requisite shareholder thresholds, with 29,088,128 votes cast at the meeting in favour of the arrangement resolution, representing approximately 97.4 per cent of the shareholders present in person or represented by proxy at the meeting. Additionally, after excluding votes from certain shareholders as required under Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions, the requisite majority of minority approval was also obtained. Accordingly, the shareholder approvals required in order to proceed with the arrangement has been obtained.
On Oct. 23, 2025, the company also obtained a final order from the Court of King's Bench of Alberta (Commercial List) approving the arrangement.
The Class A common shares of the company are expected to be delisted from the Canadian Securities Exchange and the OTC Pink Markets in the first week of November, 2025. Following the delisting of the common shares, the company also intends to submit an application to cease to be a reporting issuer in Alberta, British Columbia and Ontario, being all of the jurisdictions in which the company is currently a reporting issuer, under applicable Canadian securities laws.
Additional
information
about
the
arrangement
Further details regarding the arrangement and on the above matters are set out in the management information circular of the company dated Sept. 12, 2025, which is available on the company's profile on SEDAR+.
About
Global Helium Corp.
Global is an early-stage helium development company focused on the exploration, acquisition, development and production of helium. Global has carved out a differentiated position through a unique farm-in agreement with industry veteran, Rubellite Energy Inc., through which the company can access approximately 369,000 acres in Alberta's Manyberries helium trend via joint venture. Global brings a seasoned team of industry professionals and technical experts who have established connections with North American and international helium buyers.
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