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REG - Helium One Global Ld - Unaudited Interim Results

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RNS Number : 1692Y  Helium One Global Ltd  26 March 2026

26 March 2026

 

 

 

 

Helium One Global Ltd

("Helium One" or the "Company")

 

Unaudited Interim Results for Six Months Ended 31 December 2025

 

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"), is pleased to announce its
unaudited condensed and consolidated results for the six months ended 31
December 2025.

Summary

·    Formally awarded a 480km(2) Mining Licence ("ML") for the southern
Rukwa Helium Project, the first helium ML to be awarded in Tanzania

·    Commenced Electrical Submersible Pump ("ESP") operations at ITW-1 at
the southern Rukwa Helium Project

·    First gas achieved in December 2025 from the Galactica Project,
operated by our JV partner Blue Star Helium

·    Raised net proceeds of approximately £8.1 million through Investment
Agreement and WRAP Retail Offer

·    Appointment of Nishant Dighe as Non- Executive Director

·    Sarah Cope appointed as an Executive Director and Head of Governance
and Compliance

Post Balance sheet events:

In Tanzania, successful completion of ESP testing at ITW-1:

·    Produced the equivalent of more than 250,000 barrels ("bbl") of water
over a testing period of 20 days, with flow rates of up to an equivalent of
16,400 barrels per day ("bpd") - a six-fold increase in flow rate, compared
with natural flow during the 2024 Extended Well Test ("EWT")

·    Sustained helium concentrations of 5.4% (air corrected) with a
maximum concentration of 9.2% (air corrected) at surface

At the Galactica Project in the USA, the operator has today reported;

·    Six wells now tied into the Pinon Canyon facility, including
Jackson-2 and Jackson-4, completing Stage one of the Galactica development
campaign

·    Facility transitioning to continuous 24/7 operations following
completion of automation and system upgrades

·    First helium sales agreed at spot pricing for the initial tube
trailer; second trailer expected on-site shortly

Outlook:

·    Formal process for the Strategic farmout to commence to identify and
select a suitable industry partner for the continued development of the
southern Rukwa Helium Project

·    At the Galactica Project, the Operator reports that CO₂
liquefaction remains on track for H1 2026, with Jackson-27 tie-in timed to
coincide with commencement of CO₂ sales

·    The Operator reports strong market tailwinds for advancing
discussions for long-term helium and CO₂ offtake

·    Infill wells at the Galactica Project are expected to provide
additional revenue opportunities

 

James Smith, Chairman, commented:

"This has been a hugely significant period for the Company across both our
projects.  We have further demonstrated the potential of the southern Rukwa
Helium Project and are now pushing ahead seeking a strategic partner to assist
with its future development; whilst, with our partner Blue Star, achieving
first gas in the US.

The year ahead promises to be another major year for the Company as we look to
further advance Tanzania towards development whilst increasing production and
revenue by adding more tie-in wells in the US.

We look forward to providing appropriate updates on both our projects in due
course on what the Board believe will be a pivotal year for the Company."

Lorna Blaisse, Chief Executive Officer, commented:

"The first half of the year has seen us progress both our projects
significantly.

In Tanzania, we were delighted to be awarded the ML and then successfully
commence the ESP operational phase which subsequently further demonstrated the
potential that we believed we had at the ITW-1 development; whilst the US saw
us deliver the Company's first helium gas from the Pinon Canyon Plant in
Colorado.

Looking forward, 2026 promises to be another busy year.  In the US we are
planning to add to the production capacity we already have and at the same
time build on the operational success that we have achieved in Tanzania, gain
an industry partner and advance this project towards commercial development.

I would also like to take this opportunity to thank our shareholders,
partners, and employees as well as the Ministry of Minerals and Mining
Commission in Tanzania and the communities where we operate for their
continued support and commitment as we look to further deliver our strategy
and advance both our projects."

 

 

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

 Phoebe Bunce

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

 Simon Johnson

 Louisa Waddell

 Tavistock (Financial PR)                                      +44 20 7920 3150

 Nick Elwes

 Saskia Sizen

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 and 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 is
advancing to a development stage following the success of the 2023/24
exploration drilling campaign, which proved a helium discovery at Itumbula
West-1 and, following an 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 successfully completed a six
well development drilling campaign in H1 2025. The completion of the
development programme was 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 initial Galactica wells were tied into production in Q4
2025, with further wells coming onstream in 2026 for both helium and CO(2)
production.

 

Chairman's Statement

Helium One Global Limited Interim Results for the Six Months Ended 31 December
2025

The first half of the financial year has been one of the most defining periods
in Helium One's journey to-date. As we continue our transition from explorer
to producer, the Company has delivered meaningful progress across both our
Tanzanian and US operations. The period being reported was characterised by
disciplined execution, strengthened operational capability, and the
achievement of milestones that position Helium One for what the Board believe
will be a transformational year for the Company.

A Year of Strategic Consolidation and Delivery

The six months to 31 December 2025 were shaped by our commitment to building a
diversified, resilient helium business capable of supplying a market where
demand continues to outpace reliable supply. Against this backdrop, our focus
remained on two fronts: advancing our flagship Tanzanian assets towards
development and supporting the operations of the Galactica‑Pegasus project
in Colorado, where the Company holds a 50% working interest.

Progress in Tanzania - A Foundation for Long‑Term Growth

In July 2025, we announced the award of the mining licence ("ML") for the
southern Rukwa Helium Project, a milestone that cannot be overstated. This
licence is not only the first helium ML to be awarded in Tanzania but it is
also one of the largest MLs ever awarded in the country, and provides the
regulatory certainty required to progress toward future development planning
and underscores the Tanzanian Government's continued support for helium as a
strategic resource.

Southern Rukwa remains central to our long‑term growth ambitions. The
licence award marks the transition from exploration to the early stages of
development planning, and it provides a platform from which we can unlock the
significant potential of this globally unique helium province.

Galactica‑Pegasus - Delivering on Our Near‑Term Production Strategy

The period also saw substantial progress at the Galactica‑Pegasus project in
Colorado, operated by our joint‑venture partner Blue Star Helium.

Throughout September and October 2025, we reported a series of operational
updates confirming that the project remained firmly on schedule for first gas
by the end of 2025. Key achievements included:

·      Completion of site preparation and foundational civil works.

·      Securing all necessary construction permits and finalising
contractor appointments.

·      Advancing the gathering system design, with installation
scheduled to commence shortly thereafter.

These milestones reflected a project moving confidently from planning into
execution, supported by strong operational oversight and a clear pathway to
production; with successful first gas achieved on 22 December 2025.

 

Post‑Period Developments - A Transformational Step Forward

At the southern Rukwa Helium Project, we announced the commencement of our
successful ESP operational phase at ITW-1.  The ESP testing programme
represented an important operational milestone for Helium One and further
demonstrated the production potential of the southern Rukwa Helium Project.

The testing delivered consistent and reliable operational performance, with
ESP flow rates exceeding expectations and sustained helium concentrations in
line with anticipated ranges. Whilst the gas water ratio was towards the lower
end of the expected outcome range, the results provide valuable technical
insight which supports the Company's understanding of the subsurface system.

Importantly, the operational success of this programme provides a strong
foundation for the Company to progress discussions with potential industry
partners and seek external investment to advance the project towards
development. The Company is now commencing this process.

The Board looks forward to updating shareholders as the Company continues to
advance the southern Rukwa Helium Project towards commercial development.

The achievement of first gas at the Galactica helium plan also marked the
Company's transition from developer to early‑stage producer - a milestone
that reflects years of technical work, partnership, and perseverance.

Commissioning activities at the Galactica Project continued through January
and February 2026, with the facility expected to ramp up progressively as
additional wells are brought online during the first half of 2026.

The amine unit at site has now been commissioned and the Operator has advised
that the Pinon Canyon Plant has commenced integrated operations. Raw gas is
now being processed through the amine unit to remove CO₂, with the resulting
helium-enriched stream being refined through the HRU before being pumped into
the tube trailer.

The Operator today reported successful completion of the installation and
testing of wellsite equipment at the Jackson-4 and Jackson-2 wells. Both wells
are now available for production and have been integrated into the Pinon
Canyon facility gathering system bringing the total number of wells tied to
the plant to six including Jackson-2, Jackson-4, Jackson-31, Jackson-29,
State-9, and State-16.

The Operator further reported that the facility has been operating during
daylight hours through a maintenance and optimisation phase and has
intermittently produced gas into the onsite tube trailer during this period.
 Following the completion of automation, maintenance and system upgrades, the
Operator is transitioning to continuous 24/7 operations.

Negotiations are progressing with multiple parties for long-term helium and
CO₂ supply contracts. The  strategy remains focused on a balanced mix of
spot pricing and long-term contracts to maximize value as the Pinon Canyon
Plant ramps up to full capacity.

 

These early operational steps represent the beginning of a new chapter for
Helium One, one in which we expect to generate our first revenues and
establish a commercial presence in the global helium market.

 

Financial Discipline and Strategic Focus

Throughout the period, the Board maintained a disciplined approach to capital
allocation. Our investment decisions remained tightly aligned with our
strategic priorities: advancing high‑impact assets, supporting near‑term
production, and preserving balance‑sheet flexibility. This approach ensures
that Helium One remains well positioned to deliver value as our projects
mature.

During the period under review, the Company also raised a total of
approximately £8.8 million gross (£8.1m net) to further advance both its
helium projects in southern Rukwa, Tanzania and in Colorado, USA.

Looking Ahead

As we enter 2026, Helium One stands at an inflection point. The foundations
laid over the past six months - and indeed over the past several years - are
now translating into tangible operational outcomes.

Our priorities for the remainder of the financial year include:

·      Further evaluation of the ESP test at southern Rukwa Helium
Project.

·      Formal launch of farmout process to identify and select a
suitable industry partner for development of the southern Rukwa Helium
Project.

·      Completing commissioning and ramp‑up at Galactica-Pegasus.

·      Advancing commercial discussions for helium and CO₂ offtake
agreements at Galactica.

The Board remains confident in the Company's strategic direction and the
quality and potential of its asset base. We are entering a period of
significant opportunity, supported by a global helium market that continues to
face structural supply constraints and look forward to delivering meaningful
progress across our portfolio as we ramp up production in the USA whilst
moving southern Rukwa towards development.

I would like to extend my sincere thanks to our shareholders, partners, and
employees as well as the Ministry of Minerals and Mining Commission in
Tanzania and the communities where we operate for their continued support and
commitment. Together, we are building a company with the potential to play a
meaningful role in securing future helium supply for critical industries
worldwide.

James Smith

Chairman

26 March 2026

 

CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

                                                                               Notes  6 months to 31 December 2025 Unaudited                    6 months to 31 December 2024 Unaudited
                                                                               $                                                                $
 Continuing operations
 Revenue                                                                                                        -                                                         -
 Administration expenses                                                       4                (1,716,085)                                               (1,971,822)
 Operating loss                                                                                 (1,716,085)                                               (1,971,822)
 Finance income                                                                                       47,815                                                     43,926
 Loss for the period before taxation                                                            (1,668,270)                                               (1,927,896)
 Taxation                                                                                                       -                                                         -
 Loss for the period from continuing operations (attributable to the equity                       (1,668,270)                                               (1,927,896)
 holders of the parent)

 Items that may be reclassified subsequently to profit or loss:
 Exchange differences on translation of foreign operations                                        2,577,881                                                    112,150

 Total comprehensive profit/(loss) for the period (attributable to the equity                           909,611                                             (1,815,746)
 holders of the parent)

 Attributable to:
 Owners of the parent                                                                                 911,806                                             (1,815,746)
 Non-controlling interests                                                                             (2,195)                                                            -
                                                                                                      909,611                                             (1,815,746)
 Earnings per share:
 Basic and diluted earnings per share (cents)                                  5      (0.02)c                                                   (0.03)c

 

 

CONDENSED CONSOLIDATED BALANCE SHEET

 

                                         As at                                 As at                                 As at
                                         31 December 2025 Unaudited            30 June 2025 Audited                  31 December 2024 Unaudited
                                         $                                     $                                     $
                                  Notes
 ASSETS
 Non-current assets
 Intangible assets                7                55,602,322                            45,700,237                            39,192,682
 Property, plant & equipment       9                 4,180,354                             2,585,942                             3,037,838
 Other receivables                                   1,704,964                             1,334,413                             1,524,136
 Total non-current assets                             61,487,640                            49,620,592                            43,754,656
 Current assets
 Trade and other receivables                            188,283                            1,119,942                             1,198,997
 Cash and cash equivalents                           5,115,452                             3,152,755                           10,021,699
 Total current assets                                5,303,735                             4,272,697                           11,220,696
 Total assets                                      66,791,375                            53,893,289                            54,975,352

 LIABILITIES
 Current liabilities
 Trade and other payables                            1,259,577                                690,442                               371,807
 Total liabilities                                   1,259,577                                690,442                               371,807
 Net assets                                        65,531,798                            53,202,847                            54,603,545

 EQUITY
 Share premium                    8              104,211,115                             93,326,452                            93,305,620
 Other reserves                                      7,081,705                             3,969,147                             1,985,432
 Retained earnings                               (45,758,827)                          (44,092,752)                          (40,687,507)
 Non-controlling Interest                (2,195)                               -                                     -
 Total equity                                         65,531,798                            53,202,847                            54,603,545

 

 

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY

 

                                                                Share premium                                             Other reserves                                  Retained earnings                                       Non-Controlling Interest                    Total equity
                                                                $                                                         $                                               $                                                      $                                            $
 Balance as at 1 July 2024                                               85,130,910                                            1,099,797                                       (38,759,611)                                      -                                                 47,471,097
 Comprehensive income
 Loss for the period                                                                     -                                                    -                                  (1,927,896)                                     -                                                 (1,927,896)
 Currency translation differences                                                        -                                        112,150                                                         -                              -                                                      112,150
 Total comprehensive loss for the period                                                 -                                          112,150                                         (1,927,896)                                   -                                                    (1,815,746)
 Transactions with owners recognised directly in equity
 Share based payments                                                                    -                                        773,485                                                         -                               -                                                     773,485
 Shares issued for services                                    236,863                                                                        -                                                   -                              -                                                      236,863
 Issue of shares                                                           8,448,669                                                          -                                                   -                              -                                                   8,448,669
 Cost of share issue                                                        510,822)                                                          -                                                   -                              -                                                    (510,822)
 Total transactions with owners                                             8,174,710                                               773,485                                                       -                              -                                                      8,948,194
 Balance as at 31 December 2024 (unaudited)                               93,305,620                                             1,985,432                                        (40,687,507)                                   -                                                    54,603,545
 Comprehensive income
 Loss for the period                                                                     -                                                    -                                  (3,571,788)                                     -                                                 (3,571,788)
 Currency translation differences                                                        -                                        530,128                                                         -                              -                                                      530,128
 Total comprehensive income for the period                                               -                                          530,128                                         (3,571,788)                                  -                                                     (3,041,660)
 Transactions with owners recognised directly in equity
 Adjustment In respect of prior year depreciation capitalised                            -                                                    -                                       279,959                                    -                                                      279,959
 Issue of shares                                                                14,818                                                        -                                                   -                              -                                                        14,818
 Adjustment in respect of prior year share issue cost                             6,014                                  -                                               -                                                       -                                           6,014
 Expiry of options during the period                                                     -                                      (128,029)                                             128,029                                    -                                                                   -
 Revaluation of prior year options                                                       -                                        241,445                                           (241,445)                                    -                                                                   -
 Share based payments                                                                    -                                     1,340,171                                                          -                              -                                                   1,340,171
 Cost of share issue                                            -                                                                             -                                                   -                              -                                                                  -
 Expiry of share options                                                                 -                                                    -                                                   -                              -                                                                  -
 Total transactions with owners                                                  20,832                                          1,453,587                                              166,543                                                                                         1,640,962

                                                                                                                                                                                                                                 -
 Balance as at 30 June 2025 (audited)                                     93,326,452                                             3,969,147                                        (44,092,752)                                   -                                                    53,202,846
 Comprehensive income
 Loss for the period                                                                     -                                                    -                                  (1,666,075)                                                   (2,195)                             (1,668,270)
 Currency translation differences                                                        -                                     2,577,881                                                          -                              -                                                   2,577,881
 Total comprehensive loss for the period                                                                                         2,577,881                                          (1,666,075)                                                    (2,195)                                 909,611

                                                               -
 Transactions with owners recognised directly in equity
 Share based payments                                                                    -                                        534,677                                                         -                              -                                                      534,677
 Issue of shares                                                         11,926,560                                                           -                                                   -                              -                                                 11,926,560
 Cost of share issue                                                    (1,041,896)                                                           -                                                   -                              -                                                 (1,041,896)
 Total transactions with owners                                           10,884,663                                                534,677                                                                                                                                           11,419,340

                                                                                                                                                                          -                                                      -
 Balance as at 31 December 2025 (unaudited)                             104,211,115                                              7,081,705                                        (45,758,827)                                                     (2,195)                            65,531,798

 

CONDENSED CONSOLIDATED CASH FLOW STATEMENT

                                                             6 months to 31 December 2025 Unaudited            6 months to 31 December 2024 Unaudited
                                                      Notes  $                                                 $
 Cash flows from operating activities
 Loss before taxation                                               (1,668,270)                                          (1,927,896)
 Adjustments for:
 Depreciation & amortisation                                               14,450                                             226,968
 Depreciation capitalised to exploration                     (278,501)                                         -
 Shares issued for services                                                        -                                          236,863
 Share based payments                                                    534,677                                              773,485
 Net finance income                                          (47,815)                                          (43,926)
 Decrease/ (increase) in trade and other receivables                      561,107                                               (11,595)
 (Decrease)/ increase in trade and other payables                         569,134                                         (1,212,760)
 Foreign Exchange                                            137,279                                           60,673
 Net cash used in operating activities                                      (117,938)                                     (1,898,188)
 Cash flows from investing activities
 Purchase of Plant & Equipment                                       (1,608,862)                                             (298,092)
 Expenditure on intangible assets                     7              (6,446,993)                                          (7,462,993)
 Net cash used in investing activities                             (11,232,446)                                           (7,761,085)
 Cash flows from financing activities
 Interest received on funds invested                         47,815                                            43,296
 Proceeds from the issue of shares                                   11,926,560                                             8,448,669
 Cost of share issue                                                 (1,041,896)                                             (510,822)
 Net cash generated from financing activities                        10,932,479                                             7,981,773
 Net decrease in cash and cash equivalents                              (477,905)                                         (1,677,500)
 Cash and cash equivalents at beginning of period                      3,152,755                                          11,647,723
 Exchange movement on cash                                            (735,989)                                51,477
 Cash and cash equivalents at end of period                            5,115,452                                          10,021,699

 

 

 

NOTES TO THE INTERIM FINANCIAL STATEMENTS

 

1. General Information

 

The principal activity of Helium One Global Limited (the 'Company') and its
subsidiaries (together the 'Group') is the exploration and development of
helium gas resources. The Company is incorporated and domiciled in the British
Virgin Islands. The address of its registered office is 171 Main Street, PO
Box 92, Road Town, Tortola, British Virgin Islands, VG110. The Company's
shares are listed on the AIM Market of the London Stock Exchange ('AIM') and
the Frankfurt Stock.

 

2. Basis of Preparation

 

The condensed consolidated interim financial statements have been prepared in
accordance with the requirements of the AIM Rules for Companies. As an AIM
listed Company, the company is entitled to exemption from adopting IAS 34 and
this exemption has been taken to the effect that segment information is not
disclosed. The condensed consolidated interim financial statements should be
read in conjunction with the annual financial statements for the year
ended 30 June 2025. The interim consolidated financial statements have been
prepared in accordance International Financial Reporting Standards (IFRS) and
IFRS Interpretations Committee (IFRS IC) interpretations as adopted by the
European Union applicable to companies under IFRS and in accordance with AIM
Rules, which have not differed from the previously EU-endorsed IFRS, and hence
the previously reported accounting policies still apply. The financial
statements are prepared on the historical cost basis or the fair value basis
where the fair valuing of relevant assets or liabilities has been applied. The
interim report has not been audited or reviewed by the Company's auditor.

 

Critical Accounting Estimates

The preparation of condensed consolidated interim financial statements in
conformity with IFRS requires management to make judgements, estimates and
assumptions that affect the application of policies and reported amounts of
assets and liabilities, income and expenses. The estimates and associated
assumptions are based on historical experience and factors that are believed
to be reasonable under the circumstances, the results of which form the basis
of making judgements about carrying values of assets and liabilities that are
not readily apparent from other sources. Actual results may differ from these
estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis.
Changes in accounting estimates may be necessary if there are changes in the
circumstances on which the estimate was based, or as a result of new
information or more experience. Such changes are recognised in the period in
which the estimate is revised. Significant items subject to such estimates are
set out in Note 4 of the Company's 2025 Annual Report and Financial
Statements. The nature and amounts of such estimates have not changed
significantly during the interim period.

 

Risks and Uncertainties

The Board continuously assesses and monitors the key risks of the business.
The key risks that could affect the Company's medium term performance and the
factors that mitigate those risks have not substantially changed from those
set out in the Company's 2025 Annual Report and Financial Statements, a copy
of which is available on the Company's website: www.helium-one.com
(http://www.helium-one.com/) . (http://www.helium-one.com/) The key financial
risks are liquidity risk, credit risk, interest rate risk and fair value
estimation.

 

The consolidated Financial Statements have been prepared on the going concern
basis. The Directors have taken into account all relevant available
information about the current and future position of the Group, including
current level of resources and the required level of spending on exploration
and evaluation activities. The Group meets its working capital requirements
from its cash and cash equivalents.

 

The Condensed interim financial statements were approved by the Board of
Directors on 23 March 2026.

 

 

 

 

 

3. Accounting Policies

 

The accounting policies adopted are consistent with those used in the
preparation of the Company's 2025 Annual Report and Financial Statements and
corresponding interim reporting period.  There were no new or amended
accounting standards that required the Group to change its accounting
policies.  The directors also considered the impact of standards issued but
not yet applied by the Group and do not consider that there will be a material
impact of transition on the financial statements.

Interest in Joint Arrangements

 

The Group has a non-controlling interest arising from a minority shareholding
in Songwe Helium Limited which is incorporated in Tanzania. As at 31 December
2025, a 17% interest in Songwe Helium Limited is held by the Treasury
Registrar of Tanzania, an entity that is not part of the consolidated Group.
The remaining 83% is owned by East Africa Holdings which is a wholly owned
subsidiary of the Group. Shongwe Helium Tanzia exercises standard minority
shareholder rights only and does not have the ability to direct the relevant
activities of the subsidiary.

 

Management has assessed that the Parent retains control over Shongwe Helium
Tanzania because it:

·    Owns the majority voting interest

·    Has the current ability to direct relevant operational and financial
activities, and

·    Is exposed to the majority of variable returns.

 

Accordingly, Shongwe Helium Tanzania is fully consolidated, and the interest
held by the Treasury Registrar on Tanzania is recognised as a non-controlling
interest.

 

Costs incurred in connection with this transaction will be capitalised in
accordance with IFRS 6, "Exploration for and Evaluation of Mineral Resources,"
and will be amortised upon commencement of helium production which is expected
to commence in the first half of 2026.

 

4. Expenses by nature breakdown

 

                                                 6 months to 31 December 2025 Unaudited         6 months to 31 December 2024 Unaudited
                                                 $                                              $

 Depreciation                                                        14,450                                       226,968
 Wages and salaries (including Directors' fees)                385,428                                          257,733
 Professional & Consulting fees                                  442,162                                        462,438
 Insurance                                                         79,822                                         50,993
 Office expenses                                                   81,690                                         93,340
 Share option expense                                            534,677                                        773,485
 Travel and subsistence expenses                                   19,969                                         19,042
 Foreign currency loss                                           137,279                                          60,673
 Other expenses                                                    20,606                                         27,150
                                                              1,716,085                                      1,971,822

 

 

5. Loss per share

 

The calculation for earnings per share (basic and diluted) is based on the
consolidated loss attributable to the equity shareholders of the Company is as
follows:

                                                 6 months to 31 December 2025 Unaudited  6 months to 31 December 2024 Unaudited
                                             $                                           $

 Loss attributable to equity shareholders        (1,688,270)                             (1,927,896)
 Weighted average number of Ordinary Shares      7,884,047,146                             5,709,041,759
 Loss per Ordinary Share ($/cents)               (0.02)                                   (0.03)

 

 

 

Earnings and diluted loss per share have been calculated by dividing the loss
attributable to equity holders of the company after taxation by the weighted
average number of shares in issue during the year. Diluted share loss per
share has not been calculated as the options, warrants and loan notes have no
dilutive effect given the loss arising in the period.

 

6. Dividends

 

No dividend has been declared or paid by the Company during the six months
ended 31 December 2025 (2024: $nil).

 

 

 

7. Intangible assets

 

 Exploration & Evaluation at Cost and Net Book Value              $
 Balance as at 1 July 2024                                        31,729,689
 Additions to exploration assets                                  6,452,543
 Capitalised Directors' fees and employee wages                   444,229
 Capitalised other expenses                                       329,358
 Additions - equity settled                                       236,863
 As at 31 December 2024 (Unaudited)                               39,192,682

 Additions to exploration assets                                  6,363,296
 Capitalised Directors' fees and employee wages                   668,130
 Capitalised other expenses                                       271,783
 Additions - equity settled                                       11,125
 Capitalised depreciation                                         680,027
 Total additions                                                  7,994,361
 Impairments                                                      (1,486,806)
 As at 30 June 2025 (Audited)                                     45,700,237

 Additions to exploration assets                                  5,950,878
 Capitalised Directors' fees and employee wages                   466,155
 Capitalised other expenses                                       29,958
 Capitalised depreciation                                         278,501
 Exchange rate variances                                          3,176,591
 Total Additions                                                  9,902,084
 As at 31 December 2025 (Unaudited)                               55,602,321

 

 

Intangible assets comprise exploration and evaluation costs which arise from
both acquired and internally generated assets.

 

In accordance with IFRS 6, the Directors reached a decision to impair all
costs associated with the Eyasi and Balangida areas. Impairments of $1,486,806
were incurred in the financial year end 30 June 2025. This reflects the fact
that the Group's focus is currently on the southern Rukwa Helium Project area
over which the Mining Licence has been received.

 

 

8. Share premium

 

                                          Number of shares  Ordinary shares  Total
                                                            $                $
 As at 31 December 2024                     5,921,426,896    97,882,501       97,882,501
 Share Issue costs                         -                 (4,576,881)      (4,576,881)
                                            5,921,426,896    93,305,620       93,305,620

 Adjustment to prior year
 Share issue costs                                          6,014
 Revised December 2024                    5,921,426,896     97,882,501       97,882,501
 Revised Share issue costs                                  (4,570,867)      (4,570,867)
                                          5,921,426,896     93,326,452       93,326,452

 Issue of new shares (EBT)                296,138,418       -                -

  Issue of new shares                     1,341,463         14,818           14,818
 As at 30 June 2025                       6,218,906,777     97,882,501       97882,501
 Share Issue costs                                          (4,556,049)      (4,556,049)
                                          6,218,906,777     93,326,452       93,326,452

 Issue of new shares - 30 August 2025     795,619,859       5,029,804        5,029,804
 Issue of new shares - 25 September 2025  702,127,658       2,201,007        2,201,007
 Issue of new shares - 8 October 2025     1,605,504,587     4,695,749        4,695,749
 Share issue costs                          -               (1,041,896)      (1,041,896)

 As at 31 December 2025                   9,322,158,881     109,820,816      109,820,816
 Share Issue costs                                          (5,609,701)      (5,609,701)
                                          9,322,158,881     104,211,115      104,211,115

 

A historic adjustment resulted in additional share issue costs in the previous
interim period.

 

9. Fixed Assets

 

The main additions to fixed assets have occurred in Northcote Holdings Limited
as a result of the acquisition of plant for the Galactica Project.

 

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