Mr. Andrew Davidson reports

ROYAL HELIUM ANNOUNCES OVERNIGHT MARKETED LIFE OFFERING OF UNITS FOR $3 MILLION

Royal Helium Ltd. has commenced an overnight marketed offering of units of the company at a price of 24 cents per unit for aggregate gross proceeds of $3-million.

Each unit shall be composed of one common share of the company and one purchase warrant of the company. Each warrant shall entitle the holder thereof to purchase one common share at an exercise price of 31 cents for a period of 36 months from the closing of the offering.

The offering is being led by Research Capital Corp. as the lead underwriter and sole bookrunner, on behalf of a syndicate of underwriters. The company has granted the underwriters an option to increase the size of the offering by up to 15 per cent of the number of units by giving written notice of the exercise of the underwriter option, or a part thereof, to the company at any time up to 48 hours prior to the closing of the offering.

The net proceeds from the offering will be used for multiwell completions at Val Marie, Ogema and Steveville, for design and engineering for offtake gas facilities, and for working capital and general corporate purposes.

The offering is anticipated to close on or about the week of Nov. 13, 2023, or such later date as the company and the underwriters may determine. The closing is subject to certain conditions, including, but not limited to, the receipt of all necessary regulatory and other approvals, including the approval of the TSX Venture Exchange.

The offering will be conducted pursuant to the amendments to National Instrument 45-106 (Prospectus Exemptions) set forth in Part 5A thereof (the listed issuer financing exemption) to purchasers resident in Canada, except Quebec, and/or other qualifying jurisdictions. The units offered under the listed issuer financing exemption will not be subject to resale restrictions pursuant to applicable Canadian securities laws. The offering may be conducted in the United States pursuant to exemptions from the registration requirements under Rule 144A and/or Regulation D of the U.S. Securities Act of 1933, as amended, subject to receipt of all necessary regulatory approvals, and in those other jurisdictions outside of Canada and the United States provided it is understood that no prospectus filing or comparable obligation arises in such other jurisdiction.

There is an offering document related to the offering that can be viewed under the company's profile at SEDAR+ and on the company's website. Prospective investors should read this offering document before making an investment decision.

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 controls over one million acres of 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.