Mr. Christian Grainger reports

HELIUS MINERALS ANNOUNCES EXERCISE OF OPTION TO ACQUIRE THE SERRA PELADA GOLD - PGM PROJECT

Helius Minerals Ltd. has exercised its option to acquire all of the issued and outstanding quotas of the Brazilian subsidiaries of Colossus Minerals Inc., being Colossus Mineracao Ltda. and Mineracao Fazenda Monte Belo Ltda., along with all intercorporate loans owed by the target companies to Colossus (the purchased interests), pursuant to the exclusivity, share option and acquisition agreement dated March 3, 2025, as amended. Colossus Brazil holds a 75-per-cent interest in Serra Pelada -- Companhia de Desenvolvimento Mineral (SPCDM), which holds all right, title and interest in and to the mining rights, concessions and other assets comprising the Serra Pelada gold-PGM (platinum group metal) project in Para state, Brazil.

Exercise of the option

Helius has delivered to Colossus the written notice required under the definitive agreement confirming its exercise of the option. The delivery of the exercise notice represents the company's commitment to acquire the purchased interests from Colossus, subject to the satisfaction of the closing conditions set out in the definitive agreement.

Satisfaction of escrow release conditions and conversion of subscription receipts

In connection with the exercise of the option, the company is also pleased to announce that it has satisfied the escrow release conditions related to the brokered private placement offering of 832,150 units of the company and 12,481,850 subscription receipts of the company, at a price per offered security of $3.00 for aggregate gross proceeds of $39,942,000, which offering was completed on Feb. 5, 2026.

Upon satisfaction of the escrow release conditions, the net proceeds from the subscription receipts together with all accrued interest and income thereon, net of the commission and expenses payable to Beacon Securities Ltd., as agent, in the amount of $891,941.98 and the fees of Computershare Trust company of Canada, have been released to the company by the subscription receipt agent. Each subscription receipt has automatically converted into one unit. Each unit consists of one common share of the company and one-half of one common share purchase warrant. Each warrant is exercisable to acquire one common share at a price of $4.50 per common share for an exercise period of three years from the date of issuance.

If the daily volume-weighted average price of the common shares on the TSX Venture Exchange is at or above $6.75 for 20 consecutive trading days, the company may accelerate the expiry of the warrants by issuing a news release to that effect, in which case the warrants will expire 30 days following the date of such news release.

The company intends to use the net proceeds from the subscription receipts to satisfy the remaining transaction closing conditions, complete the acquisition of the purchased interests, and advance exploration and development of the Serra Pelada project, as well as for working capital and general corporate purposes.

Next steps

The company continues to advance all workstreams necessary to complete the transaction closing, continuing liability resolution negotiations and compliance with the conditions established by the Agencia Nacional de Mineracao for the Serra Pelada mining concession. The company has agreed with Colossus that the date of the transaction closing shall be no later than July 31, 2026, subject to any extension in accordance with terms of the definitive agreement, as amended from time to time, or such other date as may be agreed upon in writing by the parties. The company will provide further updates as material milestones are achieved.

About Helius Minerals Ltd.

Helius is a mineral exploration company focused on the identification and development of high-quality mineral assets across the Americas, with an emphasis on South American jurisdictions.

We seek Safe Harbor.