Mr. Andrew Davidson reports

ROYAL HELIUM ANNOUNCES $6 MILLION BOUGHT DEAL PUBLIC OFFERING OF UNITS FOR DRILLING OF HIGH-IMPACT APPRAISAL WELL AT 40 MILE AND CONTINUED ADVANCEMENT IN SASKATCHEWAN HELIUM CORRIDOR

Royal Helium Ltd. has entered into an agreement with Research Capital Corp. as the lead underwriter and sole bookrunner, on behalf of a syndicate of underwriters, pursuant to which the underwriters have agreed to purchase, on a bought deal basis, 66,667,000 units of the company at a price of nine cents per unit for aggregate gross proceeds to the company of $6,000,030.

Each unit shall be composed of one common share of the company and one common share purchase warrant of the company. Each warrant shall entitle the holder thereof to purchase one common share at an exercise price of 12 cents per common share for a period of 36 months following closing of the offering. In addition, the company will use commercial reasonable efforts to obtain the necessary approvals to list the warrants on the TSX Venture Exchange.

The net proceeds from the offering will be used for new high-impact drilling on the 40 Mile project in Southern Alberta, development through the Saskatchewan helium corridor, completion and testing of an existing discovery at the Ogema project, and working capital and general corporate purposes. See below for project details.

The company has granted to the underwriters an option to increase the size of the offering by up to an additional number of units, and/or the components thereof, that in aggregate would be equal to 15 per cent of the total number of units to be issued under the offering, to cover overallotments, if any, and for market stabilization purposes, exercisable at any time and from time to time up to 30 days following the closing of the offering.

The closing of the offering is expected to occur on or about May 1, 2024, or such other earlier or later date as the underwriters may determine. Closing is subject to the company receiving all necessary regulatory approvals, including the approval of the exchange to list, on the date of closing, the common shares, and the common shares issuable upon exercise of the warrants and the underwriters' broker warrants, on the exchange.

In connection with the offering, the company intends to file a prospectus supplement to the company's short form base shelf prospectus dated Sept. 28, 2022, following pricing of the offering with the securities regulatory authorities in each of the provinces and territories of Canada (except Quebec). Copies of the shelf prospectus and the prospectus supplement to be filed in connection with the offering can be found on SEDAR+. The shelf prospectus and the prospectus supplement will contain important detailed information about the company and the offering. Prospective investors should read the prospectus supplement and accompanying shelf prospectus and the other documents the company has filed on SEDAR+ before making an investment decision.

Steveville helium purification facility, Alberta: ramping up and continuing sales

Since officially coming on-line at the end of December, 2023, Royal Helium has delivered nine trailers of high-purity helium to its end customer in the aerospace and defence industry. As a reminder, this customer has entered into offtake agreements with Royal Helium to purchase all of the helium volumes from this flagship facility. These two offtake agreements are at an average net sales price of approximately $500 (U.S.) per thousand cubic feet or approximately $700 per Mcf. Given the increasing demand for purified helium, Royal Helium anticipates a robust pricing environment for the foreseeable future.

Royal Helium is continuing to ramp up its throughout volumes through the plant site and steadily increase the number of helium trailers leaving the plant gate, and is expected to reach an optimal run rate capacity volume over the coming months. The processing facility at Steveville is being fed by highly productive Devonian horizons that will provide material cash flow to Royal Helium through the offtake agreements that are already in place.

The Steveville plant is designed to process 15,000 Mcf per day of raw gas fed by the two 100-per-cent-owned helium wells at Steveville, Alta., and produce 22,000 Mcf of 99.999 per cent helium per year. The engineered life of the plant is 25 years, the plant produces enough fuel gas to power the plant itself and the plant is capable of producing up to 22,000,000 pounds of commercial carbon dioxide. Royal Helium has also recently entered into its first offtake agreement for the sale of food and beverage grade CO2 from its Steveville facility. This initial CO2 offtake agreement significantly expands the overall economics and cash flows of the plant facility with this new offtake to primarily serve markets in the Pacific Northwest region of the United States.

40 Mile project, Alberta: high-impact new appraisal drilling

In 2023, Royal Helium acquired its newest project area in Southern Alberta. Acquired under a seismic option agreement with an independent private vendor, the 40 Mile project is composed of 7,000 acres and boasts one historic well that was drilled, flow tested and assayed. This well flowed at exceptionally high rates during initial testing and returned helium concentrations exceeding anything that Royal Helium has tested or produced to date.

Royal Helium completed seismic work at 40 Mile in 2023 and has multiple seismically defined drill targets across multiple prospective zones. Royal Helium plans to drill a high-impact well on the 40 Mile project in second half 2024.

Climax/Cadillac: core project, Saskatchewan: developing in the existing helium fairway

The core of Royal Helium's Saskatchewan lands are located within the prolific southwestern Saskatchewan helium fairway that features highly economic helium concentrations coupled with multiple helium purification facilities near its borders. Royal Helium's technical team has completed extensive geological and geophysical subsurface work in the Climax/Cadillac corridor, and, with many new analogue wells adjacently offsetting these core lands, the team has identified and selected numerous new drilling targets among these three project areas.

The amount of drilling and testing data available in the area has helped verify Royal Helium's subsurface model and has enabled the team to understand the different helium play types that are found in Saskatchewan and more importantly on the Royal Helium leasehold.

Royal Helium has several seismically defined drilling targets in the Climax/Cadillac corridor that it intends to drill in a follow-on program to the initial drilling already completed.

Ogema project, Saskatchewan: testing of an already drilled discovery

The Ogema project in south-central Saskatchewan comprises more than 60,000 acres and is home to the easternmost helium wells drilled in Saskatchewan. Drilled in 2021, the wells received helium concentration tests results of 0.60 to 0.70 per cent. The company now intends to complete and test the newly acquired rights to the Ordovician Red River formation within the wellbore with the view of making a production and plant decision, once final testing of both concentration and flow rate has been completed.

The Red River formation in south-central and southeastern Saskatchewan has long been a prolific oil- and gas-producing formation that boasts helium prospectivity with numerous shows across the province. This formation has returned some of the highest concentrations of helium historically in Canada, with test results as high as 2.45 per cent.

Strategic $25-million joint venture and economic partnership with Sparrow Hawk Developments Ltd. for new multiwell development and plant construction on the Val Marie project in Saskatchewan

As announced on April 16, 2024, Royal Helium has entered into an economic partnership with Sparrow Hawk to develop Royal Helium's next core area for helium production. Under the terms of a signed economic participation agreement and letter of intent, Sparrow Hawk will finance $25-million into the drilling and completion of new wells (drill, test and tie in four to five new development wells), as well as the construction of the associated helium purification facility. Pursuant to the agreement terms, Sparrow Hawk will have an approximate 57.5-per-cent non-operating working interest in the wells and an approximate 46-per-cent non-operating interest in the processing facility. The Val Marie helium project comprises a 32,000-acre, 21-year lease land package, representing approximately 3 per cent of Royal Helium's current helium permit and lease lands across Saskatchewan and Alberta. Royal Helium will operate the newly constructed plant facility and multiwell development.

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's extensive footprint includes 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 Helium 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, and therefore, the plant has a low GHG footprint when compared with 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 per cent less carbon intensive than helium extraction processes in other jurisdictions.

We seek Safe Harbor.