REG - Helium One Global Ld - Final Conversion and Termination of Agreement

Helium One GlobalAnnouncement

Today 07:00

For best results when printing this announcement, please click on link below:
https://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20251013:nRSM0739Da&default-theme=true

RNS Number : 0739D  Helium One Global Ltd  13 October 2025

 

13 October 2025

 

Helium One Global Ltd

("Helium One" or the "Company")

 

Final Conversion and Termination of Investment Agreement

 

Helium One Global (AIM: HE1), the primary helium explorer in Tanzania with a
50% working interest in the Galactica-Pegasus helium development project
in Colorado, USA ("the Galactica Project"), provides the following update on
the Investment Agreement as announced on 18 July.

Summary

·      Final conversion of £3.5million

·      Unconverted balance of £2.125 million to be repaid, together
with termination fee of 12%

·      Investment Agreement to be terminated following final conversion
and repayment

·      Operations still on track for Q4 ESP test in Tanzania and first
gas in the USA before the end of the year

 

James Smith, Non-Executive Chairman, commented:

"Working with our Galactica Partners, Blue Star Helium, we are delighted to
announce that we have reduced our capital spending commitments on production
equipment, by converting some of these to a leasing arrangement.  This has
had the beneficial effect of enabling us to cancel the remaining CLN amounts
due to our reduced capital requirements.  The Company remains in a healthy
financial position and these changes will in no way impact the development
programme in Tanzania or the timetable to first gas in the US which is
expected before the year end."

Final Conversion

Further to the approval of the Investment Agreement dated 18 July 2025 by
shareholders at a General Meeting held on 6 August 2025, the Company has
agreed a final conversion totalling £3,500,000 from the Investors (the
"Final Conversion") as per the terms of the Deed of Termination. The
conversion price has been agreed at 0.218p and this will result in the
allotment of 1,605,504,587 new Ordinary Shares.

Admission and Total Voting Rights

Applications have been made for the new Ordinary Shares to be admitted to
trading on AIM ("Admission") and Admission is expected to become effective
on 14 October 2025.

Upon Admission, the Company's issued ordinary share capital will consist of
9,322,158,881 Ordinary Shares with one voting right each. The Company does not
hold any Ordinary Shares in treasury. Therefore, from Admission the total
number of Ordinary Shares and voting rights in the Company will be
9,322,158,881. With effect from Admission, this figure may be used by
Shareholders in the Company as the denominator for the calculations by which
they will determine if they are required to notify their interest in, or a
change to their interest in, the Company under the FCA's Disclosure Guidance
and Transparency Rules.

Termination of Investment Agreement

The funds received under the Investment Agreement are being used to progress
operations in both Tanzania and the US. These operations are progressing and
remain on schedule with the Tanzanian Electronic Submersible Pump operation to
commence this quarter, and first gas to be delivered in the US by the end of
the year. Following a detailed and ongoing review of the US operational plan,
the Operator of the Galactica-Pegasus project, Blue Star Helium, and the
Company are now focussed on, and in the process of instigating, a development
plan that reduces the need for early-stage capital expenditures. This will
include leasing and financing arrangements for elements of the processing
plant and the associated equipment that will reduce the upfront cash
requirements. This revised development plan will have little or no impact on
the timing of the development programme and expected first gas.

In light of the revised development plan and noting the adverse share price
reaction since the Investment Agreement was entered into, the Company has
entered into a Deed of Termination with the Investors whereby the Investment
Agreement will terminate immediately following Admission and repayment of the
unconverted element of the Advance, together with an early termination fee of
12% (the "Repayment").

Following the Final Conversion Notice, a total of £7,875,000 has been
converted under the Investment Agreement, leaving an unconverted balance of
£2,125,000. The Investors have agreed to waive their right to serve
Conversion Notices for this outstanding balance, and accept a cash repayment
from the Company, together with a 12% termination fee that is due under the
terms of the Investment Agreement. The Repayment equates to £2,380,000 in
aggregate and will be made on or before 14 October 2025.

With operations in both Tanzania and the US continuing at pace, the Company
looks forward to providing further updates.

 

For further information please visit the Company's
website: www.helium-one.com (http://www.helium-one.com/)

 

 

 Helium One Global Ltd                                         +44 20 7920 3150
 Lorna Blaisse, CEO

 Graham Jacobs, Finance and Commercial Director

 Panmure Liberum Limited (Nominated Adviser and Joint Broker)  +44 20 3100 2000

 Scott Mathieson

 Gaya Bhatt

 Zeus Capital Limited (Joint Broker)                           +44 20 3829 5000

 Simon Johnson

 Louisa Waddell

 Tavistock (Financial PR)                                      +44 20 7920 3150

 Nick Elwes

Notes to Editors

Helium One Global, the primary helium explorer in Tanzania with a 50% working
interest in the Galactica-Pegasus helium development project in Colorado,
USA. The Company holds helium licenses within two distinct helium project
areas, across two continents. With an expanding global footprint, the Company
has the potential to become a strategic player in resolving a
supply-constrained helium market.

 

The Company's flagship southern Rukwa Project is located within the
southern Rukwa Rift Basin in south-west Tanzania.  This project entering a
full appraisal and development stage following the success of the 2023/24
exploration drilling campaign, which proved a helium discovery at Itumbula
West-1 and, following an extended well test ("EWT"), successfully flowed 5.5%
helium continually to surface in Q3 2024.

 

Following the success of the EWT, the Company filed a Mining Licence ("ML")
application with the Tanzania Mining Commission in September 2024 and the
480km(2) ML was formally awarded to the Company in July 2025.

 

The Company also owns a 50% working interest in the Galactica-Pegasus helium
development project in Las Animas County, Colorado, USA. This project is
operated by Blue Star Helium Ltd (ASX: BNL) and has successfully completed a
six well development drilling campaign in H1 2025. The completion of the
development programme is a key component of the broader Galactica-Pegasus
development strategy; aimed at progressing the helium and CO(2) discoveries
to near-term commercial production.

This programme has seen a systematic approach to developing the extensive
Lyons Formation reservoir. The programme has delivered encouraging results, in
line with expectations, consistently encountering good helium (up to 3.3% He)
and CO(2) concentrations in the target formation and demonstrating promising
flow potential. The next steps will see the Galactica wells tied into initial
production in Q4 2025.

 

Helium One is listed on the AIM market of the London Stock Exchange with the
ticker of HE1.

 

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact
rns@lseg.com (mailto:rns@lseg.com)
 or visit
www.rns.com (http://www.rns.com/)
.

RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our
Privacy Policy (https://www.lseg.com/privacy-and-cookie-policy)
.   END  MSCKLLFFEBLBFBX



            Copyright 2019 Regulatory News Service, all rights reserved