Global Helium Corp. Announces Closing of First Tranche of Private Placement

CALGARY, Alberta, Oct. 23, 2023 (GLOBE NEWSWIRE) -- Global Helium Corp. ("HECO" or the "Company") (CSE: HECO, OTC: HECOF) is pleased to announce closing of the first tranche of its previously announced non-brokered private placement offering, raising aggregate gross proceeds of CAD$3,529,750 (the "Offering"). By way of the Offering, HECO issued 970,000 Series A Preferred Shares at a price of CAD$0.25 per unit (defined below) to Canadian residents and 13,162,162 Series A Preferred Shares at US$0.185 per share to US residents.

The Company shall pay a dividend on the principal amount of each outstanding Preferred Share in the amount of 10% per annum starting from the date of issuance until the earlier of the date of conversion or the fifth anniversary of the date of issuance (the “Maturity Date”). Each Preferred Share is convertible into units of the Company (“Units”) or common shares in the capital of the Company (“Common Shares”) subject to the date of conversion. The Preferred Shares are convertible: (a) by the Company at its option on the second, third or fourth anniversary of the date of issuance (“Accelerated Conversion”); (b) by the holder of the Preferred Share at its option at any time from the date of issuance up to the Maturity Date (“Optional Conversion”); or (c) automatically on the Maturity Date (“Maturity Conversion”).

Upon the conversion of a Preferred Share in accordance with its terms within 18 months of issue (in the case of an Optional Conversion), the holder will be entitled to receive one Unit for each Preferred Share so converted, along with any accrued but unpaid dividends thereon, at a deemed conversion price of $0.25 per Unit.

Each Unit consists of one Common Share and one-half of one Common Share purchase warrant (each whole purchase warrant, a “Warrant”). Each whole Warrant entitles the holder to purchase one additional Common Share (each, a “Warrant Share”) for a period of five (5) years from the original date of issue of the Preferred Share at an exercise price equal to the market price of the Common Shares on the conversion date.

If the Preferred Share is converted following the date that is 18 months from the date of issue, whether by Optional Conversion, Accelerated Conversion or Maturity Conversion, each Preferred Share will be convertible into one Common Share at a deemed conversion price of $0.25 per Common Share. Any accrued but unpaid dividends as at the date of Accelerated Conversion or Maturity Conversion will be paid in cash.