Announcement PDF RNS Number : 0743X Mendell Helium PLC 30 September 2026 Mendell Helium plc ("Mendell Helium" or the "Company") Final results for the year ended 31 March 2026 Notice of AGM Mendell Helium is pleased to provide the Company's audited results for the year ended 31 March 2026. Highlights in the Chairman's and CEO's statements include: · Confirmation of plans for further development of the Fort Dodge region in Kansas, USA - targeting a further four producing wells · Rost 2-26 de-watering, Schneweis Ventures 13A producing and locations identified for new wells · 11.5% helium composition reported at Rost 2-26 · Expectation of continued robust pricing for helium · Alongside the higher impact Fort Dodge wells, Hugoton operations with five production wells provide a complementary low maintenance and long term production base to our operations · Loss for the year before taxation of £1,314,000 · Move to AIM completed following the year end The Company's annual report and accounts for the year ended 31 March 2026 and notice of annual general meeting ("AGM") have been sent to Mendell Helium's shareholders. The AGM will be held at 10.30 am on Thursday 4 November 2026 at Edinburgh Printmakers, Castle Mills, 1 Dundee Street, Edinburgh, EH3 9FP. Copies of the annual report and accounts and notice of AGM are available on the Company's website: https://www.mendellhelium.com This announcement contains inside information for the purposes of the UK Market Abuse Regulation and the Directors of the Company are responsible for the release of this announcement. Nick Tulloch, Chief Executive Officer of Mendell Helium, said: "We are pleased to publish our annual report for the year ended 31 March 2026, a year which provided the platform for the next phase of our development of a helium production operation in Kansas. "Rost 1-26 and Rost 2-26 will be the hub of these plans. With recorded helium concentrations of 5.1% and 11.5% respectively, we have the potential for very significant production. We know from our experience with Rost 1-26 that increasing gas flows follow sustained removal of water and Rost 2-26 is following the same pattern, albeit with a far higher helium composition. As production develops, we will continue to work on our surface operations to enable purification of greater gas volumes. As previously announced, there may be merit in fracking Rost 2-26. This operation - if we proceed - is within our budget and could be completed in a matter of weeks. "Our joint venture with Ritchie Exploration Inc. could not have got off to a better start with strong production from Schneweis Ventures 13A with gas and water flowing from reservoir pressure. To say this is a positive sign would be an understatement. This is a well that has considerable promise and, with access to a pipeline, production is not constrained by surface purification. "We are finalising plans for new wells in Fort Dodge and we expect to update investors over the coming weeks on our progress." ENDS Engage with the Mendell Helium management team directly by asking questions, watching video summaries and seeing what other shareholders have to say. Navigate to our Interactive Investor website here: https://mendellhelium.com/link/PKa6Ve Enquiries: Investor questions on this announcement We encourage all investors to share questions on this announcement via our investor website https://mendellhelium.com/s/a6a55a Mendell Helium plc Nick Tulloch, CEO Via our website investors@mendellhelium.com Cairn Financial Advisers LLP (Nominated Adviser) Ludovico Lazzaretti / Liam Murray Tel: +44 (0) 20 7213 0880 SI Capital Limited (Broker) Nick Emerson Tel: +44 (0) 1483 413500 Fortified Securities Guy Wheatley Tel: +44 (0) 203 4117773 CREST Corporate Broking Jerry Keen Tel: +44 (0) 20 3973 3678 AlbR Capital Limited Gavin Burnell / Colin Rowbury / Jon Belliss Tel: +44 (0) 207 4690930 Brand Communications (Public & Investor Relations) Alan Green Tel: +44 (0) 7976 431608 Overview of Mendell Helium Mendell Helium is a helium producer in Kansas, USA where it operates through its wholly owned subsidiary M3 Helium. M3 Helium's flagship well, Rost 1-26, is in Fort Dodge, just to the east of Dodge City, Kansas. It has been tested as containing 5.1% helium composition and a drill stem test yielded a maximum flow rate of approximately 2,900 Mcf per day. Water removed from Rost 1-26 is delivered to Brobee, a nearby disposal well that has been permitted at 10,000 barrels of water per day at 1,200 psi. Production at Rost 1-26 commenced in early November 2025 and the most recently recorded flow rate in December 2025 was 250 Mcf per day equating to approximately $1.4 million of helium per year (at $300/Mcf helium). M3 Helium has subsequently drilled a second well, Rost 2-26, which is currently being de-watered and early results have been encouraging. In particular Rost 2-26 has reported a helium composition of 11.5%. It also owns additional leases in the Fort Dodge area capable of supporting up to eight new production wells. M3 Helium has also agreed a joint venture with Ritchie Exploration, Inc. to recomplete the Schneweis Ventures 13A, a well with a drill stem test of over 10,000 Mcf per day and a historic flow rate of 300 Mcf per day. Since coming back on line, the well has recorded peak flow rates of up to 700 Mcf per day, although rates have been variable during de- watering. At the Rost wells in Fort Dodge, M3 Helium treats the raw gas on site to concentrate the helium and has leased two tube trailers which it uses for deliveries to its offtaker. M3 Helium also has interests in five producing wells (Peyton, Smith, Nilson, Bearman and Dimmitt) within the Hugoton gas field in South-Western Kansas, one of the largest natural gas fields in North America. Significantly these wells are in the proximity of a gathering network and the Jayhawk gas processing plant meaning that producing wells are all tied into the infrastructure. Forward Looking Statements These forward-looking statements are not historical facts but rather are based on the Company's current expectations, estimates, and projections about its industry; its beliefs; and assumptions. Words such as 'anticipates,' 'expects,' 'intends,' 'plans,' 'believes,' 'seeks,' 'estimates,' and similar expressions are intended to identify forward-looking statements. These statements are not a guarantee of future performance and are subject to known and unknown risks, uncertainties, and other factors, some of which are beyond the Company's control, are difficult to predict, and could cause actual results to differ materially from those expressed or forecasted in the forward-looking statements. The Company cautions security holders and prospective security holders not to place undue reliance on these forward-looking statements, which reflect the view of the Company only as of the date of this announcement. The forward-looking statements made in this announcement relate only to events as of the date on which the statements are made. The Company will not undertake any obligation to release publicly any revisions or updates to these forward-looking statements to reflect events, circumstances, or unanticipated events occurring after the date of this announcement except as required by law or by any appropriate regulatory authority. CHAIRMAN'S STATEMENT For the year ended 31 March 2026 It is a pleasure to present our annual report and financial statements for our financial year ended 31 March 2026. The two most significant events, namely acquiring M3 Helium Corp. ("M3 Helium") on 18 May 2026 and admission to trading on AIM on 16 June 2026, both took place after the period end but it is no exaggeration to say that much of the hard work to bring these to fruition was carried out in the year under review. Acquiring M3 Helium completed our journey to become a Kansas based producer of helium. Since taking the option to acquire the business in the summer of 2024, we have supported M3 Helium's ongoing development through providing a loan in excess of $2 million. Consequently, we have hit the ground running and have already formulated our development strategy for the coming year. With the acquisition complete post year-end, the loan is now intragroup. Our near-term expansion plans focus on the Fort Dodge region in south-west Kansas where M3 Helium's Rost 1- 26 well has provided a blueprint for future development of this area. It is not a conventional opportunity in gas production. The well requires substantial de-watering to stimulate gas flow and consequently the operations do not follow a familiar pattern to other Kansas gas wells. We use high-capacity pumps and most importantly require access to a disposal well - in M3 Helium's case, the Brobee well which is proximate to Rost 1-26. The technique employed certainly had its doubters at the outset but the Rost 1-26 project has demonstrated the viability of this de-watering approach. This success is perhaps best evidenced by attracting local US investors and M3 Helium's joint venture with Ritchie Exploration, both of which are covered in more detail in the CEO's review of the year in the pages that follow in this annual report. A twin well, Rost 2-26, has already been drilled and M3 Helium has leased sufficient additional land to support a 4-well expansion plan - a plan which is fully funded from our £5 million capital raise in April 2026. As our opportunities with M3 Helium developed, we also determined that moving trading in Mendell Helium's shares to AIM would be beneficial for both shareholders and the Company itself. The improved liquidity that other companies in the helium or wider natural resources sectors experience on AIM was the key determining factor in following our acquisition of M3 Helium with a move to AIM. The Company recorded a loss for the year before taxation of £1,314,000 but, given the substantial changes to our business following the year end, namely becoming a helium producer following our acquisition of M3 Helium, we expect our accounts for the next financial year to be very different. I would like, on behalf of the board of Mendell Helium Plc, to extend our thanks to Aquis. It is a stock exchange that served us well in the early stages of our development and the accessibility of the Aquis team and their commercial approach was very much appreciated by us. In particular, Aquis' confirmation that the acquisition would not be treated as a reverse takeover under its rules was perhaps a defining moment of 2026. It enabled us to also complete a £5 million fund raise ahead of the move to AIM, providing us with the financial strength to accelerate our development plans in Fort Dodge. Our unusual separation of the AIM IPO from the fundraising went some way to simplifying the latter process too. Following completion of our acquisition of M3 Helium, I was pleased to welcome Paul Mendell as a director of the Company. Paul is a founder of M3 Helium and someone I have known professionally for many years; his North American oil and gas expertise-particularly in helium - provides the board with valuable experience as we plan an ambitious expansion of our operations in Fort Dodge. As with most businesses, Mendell Helium owes its success to the hard work and dedication of its staff, without whom we would not be in the position that we are now. I know that working hours and working conditions can sometimes be challenging but I thank the entire team for their dedication, commitment and creative thinking. The Mendell Helium board always welcomes shareholder interaction and feedback and we hope to see as many of our investors as possible at our AGM on 4 November 2026. Notice for the meeting is set out at the end of this annual report. Eric Boyle Non-Executive Chairman 30 September 2026 CEO'S REVIEW For the year ended 31 March 2026 As our Chairman has written above, this financial year saw us put in place the platform to acquire M3 Helium, strengthen our balance sheet and move our listing to AIM. The combination of these three factors makes our company almost unrecognisable from the start of the year and, most importantly, establishes Mendell Helium as a meaningful player in North American helium. Every natural resources company strives towards production and it is worth noting that, our new subsidiary M3 Helium has been producing and selling helium for over two years. The quantities may be small but that does not make the achievement any less impressive. This inert and unique gas is not easy to deal with but the processes we have established and the improvements we are constantly putting in place provide a solid platform for the Company's future. We believe that Mendell Helium has several key strengths: Innovative technique for accessing gas reservoirs M3 Helium's primary operations are in Fort Dodge, Kansas where it employed an unconventional technique to significantly de-water a previously drilled but shut in gas well to bring it back to production. This well is Rost 1-26 where, during the course of 2025, M3 Helium employed an electric submersible pump and completed a nearby disposal well to move, initially, around 1,800 barrels of water per day. These operations were successful and M3 Helium commenced commercial production of helium at Rost 1-26 in November 2025. Rost 1-26 is an important milestone for M3 Helium as the well has been tested at a helium composition of 5.1 per cent. and a drill stem test indicating flow rates of up to 2,940 MSCF/D. In November 2025 flow rates were measured at 250 MSCF/D. The Fort Dodge region has existing oil and gas operations with several wells showing the presence of helium. However, the Morrow Sands formation, which the Company believes is the optimum production zone, requires significant de-watering to generate production. This has deterred other operators but, through Rost 1-26, M3 Helium has demonstrated that it has found a commercial solution to access what it believes is a reservoir rich in helium. Rost 1-26 is connected to a nearby salt water disposal well, Brobee, where water that is pumped from Rost 1-26 is delivered. This is an essential part of the operations as trucking water from site would be uneconomic. Brobee has recently been extended to deeper formations to accommodate water production from offset wells in the Fort Dodge area and is now permitted at 10,000 barrels per day. Most importantly we believe that this dewatering approach that has been employed at Rost 1-26 can be repeated across multiple other locations and, following our £5 million fundraising in April 2026, we have the balance sheet strength to put this into practice. The competent person's report published at the time of our listing on AIM estimated prospective helium resources in the Fort Dodge area - - at 2.124 - 9.780 BCF. Established producing asset base M3 Helium currently has seven production wells. Five of these producing wells are within the Hugoton gas field, one of the largest natural gas fields in North America. These wells benefit from their proximity to established midstream infrastructure, including a gas gathering network and the Jayhawk gas processing plant, enabling production to be tied directly into that infrastructure. The Jayhawk gas processing plant is a major natural gas and helium processing facility located near Ulysses, Kansas, and processes raw natural gas to extract methane, helium, nitrogen, and natural gas liquids. Although our focus in the near term will be on the development of the Fort Dodge region, our Hugoton operations provide a low maintenance and long term production base to our operations. In time, these may be further developed through the addition of disposal wells to increase water removal and thereby gas production but there are no immediate plans in this regard. Access to infrastructure It is a fundamental part of our strategy that our production wells have access to the market for helium. The helium market is immature and most sales are through bilateral agreements and not on the spot market. Furthermore, helium is challenging to contain and transport. Helium is often extracted as a minority part of a gas mixture and needs to be separated and purified. All of M3 Helium's producing wells in the Hugoton are connected to the gathering system for the Jayhawk processing plant. In Fort Dodge, at present, helium production is being delivered by tube trailer under a tolling agreement. Over the medium term, we consider that the success of Rost 1-26, and potentially other producing wells in the Fort Dodge area, may support the economic case for the construction of a pipeline connection to nearby gas gathering infrastructure. Unprecedented short supply and increasing demand underpinning strong pricing helium is a vital element for a number of major technologies utilised on a daily basis, however the ability of existing and planned sources of helium supply to meet future demand is highly uncertain. A number of factors have come together to create a precarious situation, starting with the 1996 decision by the US government to sell off nearly its entire stockpile of helium, stored in a depleted natural gas field in Amarillo, Texas. This created an increase in supply and prices of helium which have arguably been artificially depressed for much of the last decade. Helium has historically been produced as a by-product in a few large conventional oil & gas projects, which happened to have a high helium content. Many projects of this type with helium potential have been cancelled in the last few years, as they have been replaced by spending on oil & gas production from shale, which cannot generally trap or produce significant quantities of helium. We believe that there are insufficient major projects under development in North America that could fully replace the loss of helium supply from US government stockpile sales. In contrast, outside the US, Qatar produces so much natural gas that it produced up to 30% of world supply with helium concentrations as low as 0.04%. Recent shortages have made existing helium demand less elastic and quickly-maturing new sources of helium demand could increase the rate of demand growth. From new low-cost reusable rockets for space launches, to the advancement of nuclear fusion, to autonomous floating Internet infrastructure, to new therapies targeting cancer cells with ion beams, helium's unique physical properties make it increasingly vital to present and future technologies. Five major fields/facilities supply around 80% of global upstream helium. A similar number of large players control the distribution, which is often executed on privately negotiated contracts. Data on current supply/demand/prices are therefore not widely disclosed and create uncertainty around precise estimates. Furthermore, existing helium supply is structurally fragile, as an outage of one of the (limited number of) suppliers could have disproportionate effects. Qatar is one of the biggest suppliers globally and deliveries have been disrupted as a result of the 2026 Iran war in the Middle East. Russia's significant helium reserves have been constrained by ongoing sanctions. We expect a continued increase in demand underpinned by the lack of substitutes for helium in its main markets of MRIs and high-end science/engineering, including rapid growth in state-funded/private space exploration, pressure/purge applications and rising demand for semi-conductors. We believe current supply constraints should continue to support pricing and may support marked increases. Support from local investors On 9 December 2025, we announced that M3 Helium was approached by a group of US based investors (the "Investor Group") who expressed interest in supporting its expansion of Fort Dodge. Direct investments in oil & gas wells are common in the US and, if structured correctly, can attract certain tax benefits for US investors. For the Company, a direct investment at the asset level does not result in equity dilution for shareholders and provides a means of accelerating development plans, albeit with economic interests in individual wells shared with co-investors. On 16 April 2026, we entered into a series of binding agreements with Rixford Resources LLC ("Rixford ") in relation to the development of Rost 2-26: · Rixford is funding 35% of the expected cost of the Rost Twin and the upgrade of the Brobee salt water disposal well, being US$372,000 in aggregate; · Production from Rost 2-26 will be processed at M3 Helium's facility at Rost 1-26, in return for which M3 Helium will earn a processing fee equal to 20% of gross production from Rost 2-26; · Rixford has an option to acquire a 50% interest in the processing facility at development cost and, if it elects to do so, the processing fee would cease; · Rixford has been granted a right of first refusal to participate in up to five future wells drilled by M3 Helium in Kansas on substantially the same terms; and · Rixford has been granted a 35% working interest in the Rost 2-26 well. M3 Helium has drilled Rost 2-26 with a 7 inch casing (as opposed to the Rost 1-26 well which was drilled using a 5.5 inch casing). The larger casing will increase volumes by approximately 62% enabling greater water removal. Evidence from both Rost 1-26 and also analogous wells in the same formation indicate a correlation between water removal and gas production. We therefore believe this wider casing could enable Rost 2-26 to be more productive than Rost 1-26. With de-watering now underway, we will soon know the outcome. Development of the Fort Dodge region M3 Helium has mapped out the formation to which the Rost 1-26 well has access and has leased further land for possible future wells. As part of this strategy, M3 Helium has also been examining the location of gas pipelines. Although there is no gathering system directly proximate to Rost 1-26, there are nearby options that, should M3 Helium have several wells in production, may be economic to connect to in the future. Delivery of production via a pipeline negates the need for surface purification facilities and could enable sales of other components in the produced gases as well as helium. Partnership with Ritchie Exploration We announced on 25 March 2026 that M3 Helium has entered into a well workover agreement with Ritchie Exploration ("Ritchie"), a family-owned oil and gas operator headquartered in Wichita, Kansas, to re-complete the Schneweis Ventures 13A well ("Schneweis") in the Fort Dodge region of Kansas, a well located around four miles south of Rost 1-26. A significant advantage of this method of expansion is that existing wells have evidenced prior flow rates and gas compositions. Work on Schneweis commenced in May 2026 following design and approval by the joint venture partners of the new disposal well that will be required for the project. Schneweis has previously produced consistently over 300 MSCF/D before production was shut down due to significant water production. With a sustained de-watering programme and noting that Schneweis' drill stem test in 2022 exceeded 10,000 MSCF/D, the company believes there is potential to increase production at Schneweis from historic levels. Helium composition has been measured at 1.39% but, unlike Rost 1-26, there is a higher methane content of 70.06%. Significantly Schneweis is connected to a pipeline owned by Ritchie and all produced gas from the well will be delivered to that pipeline with no requirement for prior treatment. Accordingly, the economics of the well will include the sale of hydrocarbons as well as helium. Mendell Helium will fund the new disposal well and recompletion of Schneweis to earn an initial 85% net profit interest in Schneweis. Once Mendell Helium has recovered 110% of its investment, its net profit interest falls to 70%. Ritchie is entitled to bring the arrangement between the parties to an equal (50%) net profit interest by reimbursing the Company for 50% of the Schneweis recompletion costs. Review of results for the year Following the sale of our legacy Voyager business on 1 October 2024, Mendell Helium became a shell company which owned an option to acquire M3 Helium. This option was exercised post year end on 30 April 2026 and so our financial results for the year ended 31 March 2026 are accordingly mostly only of historical interest. We finished the year with cash of £322,000 but went on to announce a fundraise of £5 million at the end of April 2026, securing a strong balance sheet post year end as we prepare a far more ambitious development of the Fort Dodge region. As in previous years, we have applied for research & development tax rebates in respect of its trading in the years to 31 March 2024 and 31 March 2025. The application for 31 March 2024 was successful and £21,400 was received on 14 July 2025. The application for 31 March 2025 was successful and £9,822 was received on 26 March 2026. The Company has no bank or other financial borrowings (other than lease liabilities recognised under IFRS 16). Our philosophy is that we keep a keen eye on costs and will always seek to ensure that our shareholders get the maximum possible opportunity out of their investment. Outlook With our acquisition of M3 Helium and our move to AIM both complete, and our balance sheet stronger than at any time in our company's history, we enter the final part of the 2026 calendar year with exciting prospects before us. With Rost 2-26 de-watering and locations identified for new wells, we believe shareholders should expect a meaningful expansion of our operations in the coming months. Naturally investors are drawn to comparators and, at the time of writing we will be one of only a few London- listed helium companies that is actually producing helium. Likewise, we are unusual within our peer group to have direct access to infrastructure and 100% offtake contracts. The ongoing conflict in the Middle East is tragic for so many people but it has seen a sustained strengthening of helium prices and, perhaps more importantly, it has exposed the fragility of helium supply chains. Up to a third of global helium supply may be compromised due to the present situation. With these factors in place, M3 Helium has a very strong platform from which to grow. There is still work to do - in fact we will never stop trying to improve and grow our business - but with operations in one of the world's most exciting sectors and now with an improved trading platform, we believe we can look towards Mendell Helium's future with confidence. Nick Tulloch Chief Executive Officer 30 September 2026 CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME Notes Year ended Year ended 31 March 2026 31 March 2025 (Restated) £'000 £'000 Revenue - - Cost of sales - - Gross profit - - Administrative expenses 4 (1,092) (419) Impairment of receivables - (84) Impairment of investments - (450) Impairment of intangible assets (90) - Other operating income 3 31 40 Operating loss (1,151) (913) Net finance expense 7 (163) 11 Loss on ordinary activities before taxation (1,314) (902) Taxation on loss on ordinary activities - - Loss from operations (1,314) (902) Gain / (Loss) from discontinued operations 26 - 224 Loss for the period (1,314) (678) Loss is attributed to the equity holders (1,314) (678) Total comprehensive loss for the period (1314) (678) attributable to the equity holders Attributable to continued operations (1,314) (902) Attributable to discontinued operations - 224 Loss per share (basic and diluted) Continued operations 9 (1.16p) (4.4p) Discontinued operations - 1.1p There was no other comprehensive income in the period. These results are in respect of the Group. CONSOLIDATED STATEMENT OF FINANCIAL POSITION Consolidated Company Notes At 31 March 2026 At 31 March 2025 At 31 March 2026 At 31 March 2025 £'000 £'000 £'000 £'000 NON-CURRENT ASSETS Intangible assets 10 - - - - Investment in subsidiary 13 - - - - Trade and other receivables: falling due more than one year 25 - 25 - Other assets - Finance lease receivable and rent deposit 14 339 400 339 400 Total non-current assets 364 400 364 400 CURRENT ASSETS Trade and other receivables: falling due within one year 14 1,931 544 1,931 544 Other Current Assets 15 144 144 144 144 Cash and cash equivalents 16 322 76 322 76 Total current assets 2,397 764 2,397 764 TOTAL ASSETS 2,761 1,164 2,761 1,164 CURRENT LIABILITIES Trade and other payables 17 (503) (206) (436) (206) Lease liabilities 17 (63) (53) (63) (53) NON-CURRENT LIABILITIES Trade and other payables 18 (29) (29) (29) (29) Lease liabilities 18 (287) (350) (287) (350) TOTAL LIABILITIES (882) (638) (815) (638) NET ASSETS 1,879 526 1,946 526 EQUITY Share capital 19 1,490 439 1,490 439 Share premium 20 3,969 2,639 3,969 2,639 Share based payments reserve 21 517 231 517 231 Share Option Reserve 144 144 144 144 Retained losses (4,241) (2,927) (4,174) (2,927) TOTAL EQUITY 1,879 526 1,946 526 Mendell Helium plc is registered in Scotland with number SC680788. The Company has taken exemptions allowed under section 408 of the Companies Act 2006 and has not presented its own profit and loss account in these financial statements. The loss after tax for the parent Company for the year was £1,247k (2025: £678k). The financial statements were approved by the Board of Directors on 30 September 2026. CONSOLIDATED STATEMENT OF CHANGES IN EQUITY Group: Share capital Share Premium Share based Payments Reserve Share Options Reserve Retained losses Total equity £'000 £'000 £'000 £'000 £'000 £'000 Balance at 1 April 2024 144 2,049 186 - (2,249) 130 Loss for the period - - - - (678) (678) Total comprehensive income 144 2,049 186 - (2,927) (548) Transactions with owners Issue of shares 295 590 - - - 885 Shares based remuneration - - 39 - - 39 Issue of share options - - - 144 - 144 Issue of warrants - - 6 - - 6 At 31 March 2025 439 2,639 231 144 (2,927) 526 Share capital Share Premium Share based Payments Reserve Share based