First Helium Inc. announced a non-brokered private placement of 10,000,000 Units at an issue price of CAD 0.20 for the gross proceeds of CAD 20,000,000 on November 30, 2022. Each unit consists of one common share and one common purchase warrant. Each Warrant will entitle the holder thereof to purchase one Common Share at a price of CAD 0.30 per share for a period of 24 months from the Closing Date.

The Warrants will be subject to acceleration at the CompanyÆs election. Specifically, in the event that the Common Shares trade on the TSX Venture Exchange at a volume weighted-average price of CAD 0.40 or more per Common Share for any period of at least ten consecutive trading days after the initial Closing Date, the Issuer shall be entitled to accelerate the expiry time of the Warrants to a date that is at least thirty days from the date that notice of such acceleration is given via news release by the Issuer, with the new expiry time specified in such news release. The Company will pay in cash the fee will be equal to 7% of the proceeds placed by the applicable finder, finderÆs fees paid in Warrants will be equal to 7% of the Units placed by the applicable finder.

The closing of the Private Placement is expected to occur on or about December 15, 2022 and is subject to the receipt of all necessary regulatory approvals, including the approval of the TSX Venture Exchange. All securities issued pursuant to the Private Placement will be subject to a four-month hold period in accordance with applicable Canadian securities laws.