Mendell Helium PLC - Issue of Equity, TVR & Director Dealing
Released
Released
Announcement PDF
RNS Number : 7310F
Mendell Helium PLC
26 May 2026
Mendell Helium plc
("Mendell Helium" or the "Company")
Issue of Equity, Total Voting Rights & Director Dealing
Mendell Helium, the helium production company with operations in Kansas, announces the following issues of
equity to a Director and members of its staff in accordance with share-based remuneration arrangements agreed
with them and an additional issue of equity to professional advisers.
Nick Tulloch, Chief Executive Officer, will receive 750,000 new ordinary shares of 1 pence each ("Ordinary
Shares"), as payment in lieu of £22,500 of accrued remuneration for the period from 1 January 2026 to 31 March
2026. Pursuant to the arrangements announced on 23 June 2025, the new Ordinary Shares will be issued at a
price of 3.0 pence per share, being a price equal to the issue price of the Company's subscription announced on
20 January 2026.
Following this issuance, the total number of Ordinary Shares that will be held following Admission by Nick
Tulloch, a director of the Company, is as follows:
Name New Ordinary
Shares to be issued
Total Ordinary Shares held in
the Company following
Admission
Percentage of the Company's
enlarged issued ordinary share
capital following Admission
Nick Tulloch 750,000 6,323,9831 1.85%
1
Including shares held by his spouse and Fetlar Capital, a company controlled by Nick Tulloch and his spouse.
Mendell Helium has also issued 500,000 new Ordinary Shares to each of two US based members of the M3
Helium Corp. ("M3 Helium") team ("Consultant Shares"). These individuals previously supported M3 Helium as
consultants and, ahead of the completion of the Company's acquisiton of M3 Helium, joined the team thereby
strengthening M3 Helium's capabilities to advance its projects. In both cases, the issue of the Consultant Shares
is in lieu of services provided as well as securing their commitment and incentivising their performance. These
Consultant Shares will be issued at a price of 4.0 pence per share, being a price equal to the issue price of the
Company's placing announced on 30 April 2026.
Additional Issue of Equity
The Company has agreed to issue and allot 200,000 new Ordinary Shares at a price of 3.0 pence per share as
payment in lieu of approximately £6,000 of accrued quarterly fees owed by the Company to a professional
adviser. In addition, the Company has agreed to issue 625,000 new Ordinary Shares to a professional adviser as
part of its remuneration in connection with the Company's AIM admission workstreams. These new Ordinary
Shares will be issued at a price of 4.0 pence per share, being a price equal to the issue price of the Company's
placing announced on 30 April 2026.
Admission
Application will be made for the 2,575,000 new Ordinary Shares to be admitted to trading on the Aquis Stock
Exchange AQSE Growth Market ("Admission"). Admission is expected to occur at 8:00 am on or around 2 June
2026. The new Ordinary Shares will rank pari passu with the existing ordinary shares.
Total Voting Rights
Following Admission, the Company's enlarged share capital will comprise 340,761,938 Ordinary Shares of 1 pence
each. Therefore, the total number of voting rights in the Company will be 340,761,938. This figure may be used by
shareholders as the denominator for calculations by which they will determine if they are required to notify their
interest in the Company, or a change to their interest in the Company, under the Financial Conduct Authority's
Disclosure Guidance and Transparency Rules.
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.
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 (AQSE Corporate 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
OAK Securities
Jerry Keen / Calvin Man
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 completed. It also owns
additional leases in the Fort Dodge area capable of supporting up to eight new production wells. It 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.
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.
M3 Helium is also developing a Bitcoin mining operation in Nebraska where it has taken a lease of land
prospective for biogenic methane and has drilled a pilot well (Jasper). It is onboarded for custody with Bitgo Inc.
and its Bitcoin treasury management policy is available at https://mendellhelium.com/bitcoin-treasury.
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.
Important Notices
Mendell Helium plc (the "Company") intends in the future to invest surplus cash and hold treasury reserves in
bitcoin. Bitcoin is a type of cryptocurrency or crypto asset. Whilst the Board of Directors of the Company
considers holding bitcoin to be in the best interests of the Company, the Board is aware that the financial
regulator in the UK (the "Financial Conduct Authority" or "FCA") considers investment in bitcoin to be high risk.
However, the Board of Directors of the Company consider bitcoin to be an appropriate store of value and growth
for the Company's reserves and, accordingly, the Company may in the future be materially exposed to bitcoin.
Such an approach is innovative, and the Board of Directors of the Company wish to be clear and transparent with
prospective and actual investors in the Company on the Company's position in this regard. An investment in the
Company is not an investment in bitcoin, either directly or by proxy.
The Company is neither authorised nor regulated by the FCA and cryptocurrencies (such as bitcoin) are
unregulated in the UK. As with most other investments, the value of bitcoin can go down as well as up, and
therefore the value of bitcoin holdings can fluctuate. The Company may not be able to realise any future bitcoin
exposure for the same as it paid in the first place or even for the value the Company ascribes to bitcoin positions
due to these market movements. As bitcoin is unregulated, the Company is not protected by the UK's Financial
Ombudsman Service or the Financial Services Compensation Scheme. Prospective investors in the Company are
encouraged to do their own research before investing.
1 Details of the persons discharging managerial responsibilities / person closely associated
a) Name Nick Tulloch
2 Reason for the notification
a) Position/Status Chief Executive Officer
b) Initial notification/
Amendment
Initial
3 Details of the issuer, emission allowance market participant, auction platform, auctioneer
or auction monitor
a) Name Mendell Helium plc
b) LEI 213800XIUQ3AHRZ6UF89
4 Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii)
each type of transaction; (iii) each date; and (iv) each place where transactions have been
conducted
a) Description of the
financial
instrument, type of
instrument
Identification code
Ordinary shares of 1 pence each
GB00BLD3FF28
b) Nature of the transaction Issue of shares pursuant to director remuneration
c) Price(s) and volume(s)
Price Volume(s)
3.0 pence 750,000
d) Aggregated information
- Aggregated
volume
- Price
N/A
e) Date of transaction 26 May 2026
f) Place of transaction Aquis
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END
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