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First Helium Inc. Management Reports 2025

Aug 30, 2025

48072_rns_2025-08-29_03e93e2e-87d4-4abf-ae74-1e8aabce12e4.pdf

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FIRST HELIUM INC. Management Discussion and Analysis ("MDA") Fiscal Q1 June 30, 2025

FIRST HELIUM

The following Management Discussion and Analysis ("MD&A") is management's assessment of the financial and operating results of First Helium Inc. ("First Helium" or the "Company") for the three months ended June 30, 2025. This MD&A is dated August 29, 2025 and should be read in conjunction with the Company's interim condensed consolidated financial statements as at and for the three months ended June 30, 2025 ("fiscal Q1 2026 financial statements").

The financial statements have been prepared in accordance with International Financial Reporting Standards ("IFRS") as issued by the International Accounting Standards Board ("IASB"). Except as otherwise noted, all dollar figures included herein and in this MD&A are quoted in Canadian dollars. This MD&A was prepared by management and the Board of Directors of First Helium approved this MD&A on August 29, 2025. This MD&A contains non-GAAP measures, abbreviations and forward-looking information relating to future events and the Company's future performance. Please refer to "Non-GAAP Measures", "Abbreviations and BOE Advisory" and "Forward Looking Statements" sections at the end of this MD&A for further information.

In the following discussion, the three months ended June 30, 2025 may be referred to as "first quarter of fiscal 2026", "Q1 fiscal 2026", "current quarter", and "the quarter". The comparative three months ended June 30, 2024 may be referred to as "first quarter of fiscal 2025", "Q1 fiscal 2025".

FORWARD LOOKING STATEMENTS

Information set forth in this MD&A may involve forward-looking statements under applicable securities laws. Forward-looking statements are statements that relate to future, not past, events. In this context, forward-looking statements often address expected future business and financial performance, and often contain words such as "anticipate", "believe", "plan", "estimate", "expect", and "intend", statements that an action or event "may", "might", "could", "should", or "will" be taken or occur, or other similar expressions. All statements, other than statements of historical fact, included herein including, without limitation, statements about the size and timing of future exploration on and the development of the Company's properties are forward-looking statements. By their nature, forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the Company's actual results, performance or achievements, or other future events, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such factors include, among others, the following risks: the need for additional financing; operational risks associated with helium and gas exploration; fluctuations in commodity prices; title matters; environmental liability claims and insurance; reliance on key personnel; the volatility of the common share, price and volume and other reports and filings with the applicable Canadian securities regulations. Forward-looking statements are made based on management's beliefs, estimates and opinions on the date that statements are made, and the Company undertakes no obligation to update forward-looking statements if these beliefs, estimates and opinions or other circumstances should change, except as required by applicable securities laws. There can be no assurance that such statements will prove to be accurate, and future events and actual results could differ materially from those anticipated in such statements. Important factors that could cause actual results to differ materially from the Company's expectations are disclosed in the Company's documents filed from time to time via the Company's website along with the Canadian regulatory agencies to whose policies the Company is bound. Investors are cautioned against attributing undue certainty to forward-looking statements. Additional risk factors can be found in the prospectus filed on June 28, 2021 (www.sedarplus.com). This MD&A has been prepared in accordance with the requirements of National Instrument 51-102 – Continuous Disclosure Obligations.

HIGHLIGHTS

  • First Helium announced a shallow heavy oil discovery in its 7-30 well in March 2025. The Company is proceeding to prepare a plan to develop this potentially large, repeatable play.
  • This discovery confirms the Company's ongoing evaluation of this zone ("Heavy Oil Zone"), which occurs repeatedly over the Company's 53,000-acre (~83 square miles) Worsley land base as a potential shallow heavy oil development play conducive to the application of multi-leg horizontal drilling technology.
  • During Q1 2025, the Company successfully tested the Blue Ridge Formation in its 7-15 well, which flowed natural gas with helium content of 1.0%. Results confirm the eastern extension of the Blue Ridge helium enriched natural gas regional play concept established on the Company's West Worsley lands. The Company is preparing a plan and evaluating alternatives to further test and develop this helium focused project.

First Helium Inc. – Management Discussion & Analysis – FISCAL Q1 JUNE 30, 2025
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FUNDS FLOW AND NET LOSS

Funds flow used in operations was $0.4 million in the three months ended June 30, 2025; this was consistent funds flow used in operations of $0.3 million in the three months ended June 30, 2024.

While net loss was $0.4 million in the three months ended June 30, 2025 compared to $0.8 million net loss in the three months ended June 30, 2024. The lower net loss was attributed to share-based compensation and depletion in the current period. Given the oil production has been shut-in, the funds flow used in operations between the two fiscal quarters were consistent.

FUNDS FLOW AND NET LOSS ($ except as otherwise noted) Three months ended June 30,
2025 2024
Revenue - 117,990
Royalty expense - (16,237)
Operating expense (19,496) (115,200)
Transportation expense - (15,991)
Operating netback (19,496) (29,438)
General and administrative (407,587) (422,792)
Interest income (expense) 3,678 5,697
Funds flow (used in) operations (423,405) (446,533)
Share-based compensation - (193,869)
Depletion and amortization - (117,736)
Accretion expense (14,458) (9,910)
Net loss (437,863) (768,048)

(1) Funds flow (used in) from operations is a non-GAAP measure and is the result of cash flow from operating activities excluding asset retirement costs, transaction costs, and changes in non-cash working capital.

REVENUE and ROYALTIES

Oil volumes was nil in the fiscal first quarter June 30, 2025 due to the wells being shut-in beginning in October 2024. Comparative periods for three months ended June 30, 2024 was 13 boe/d. Production is expected to remain shut-in until further capital development in the Worsley field.

Revenue and royalties expense are reflective of the same factor above for the current quarter June 30, 2025.

ROYALTIES Three months ended
June 30,
$ except otherwise noted 2025 2024
Royalties - 16,237
Royalties % of revenue - 13.8%

OPERATING & TRANSPORTATION EXPENSES

Costs incurred to move saleable product to the custody transfer point are considered transportation expenses and are typically driven by a throughput rate.

Operating expense in the three months ended June 30, 2025 was $19 thousand, compared to $0.1 million for the three months ended June 30, 2024. Transportation for the three months ended June 30, 2025 was reflective of the production levels.

Three months ended
June 30,
$ except otherwise noted 2025 2024
Operating expense 19,496 115,200
Transportation - 15,991
Operating & transportation 19,496 131,191
Operating expense ($/boe) - 98.26
Transportation ($/boe) - 13.64
Operating & transportation ($/boe) - 111.90

GENERAL AND ADMINISTRATIVE EXPENSE ("G&A EXPENSE")

Three months ended June 30,
$ except otherwise noted 2025 2024
Personnel 220,199 253,884
Investor relations and marketing 136,836 123,475
Professional fees 12,217 11,609
Software and office operations 38,335 47,824
General and administrative-gross 407,587 436,792
Overhead recoveries - (14,000)
General and administrative expense 407,587 422,792

G&A expense for the three months ended June 30, 2025 was $0.4 million, consistent with the three months ended June 30, 2024.

SHARE-BASED COMPENSATION

Three months ended June 30,
$ except otherwise noted 2025 2024
Share-based compensation - 193,869

The Company estimates the fair value of incentive awards based on a Black-Scholes model for the determination of non-cash related share-based compensation and the expense is recorded over the expected life of the option based on vesting.

DEPLETION

Depletion expense was nil for the three months ended June 30, 2025 compared to $0.1 million for the three months ended June 30, 2024, reflective of the production change. Depletion was based on property, plant and equipment and estimated future development costs of $nil million associated with proved and probable reserves in the Worsley area.

As at June 30, 2025, there were no indicators of impairment identified since the last impairment test performed as at March 31, 2025. An impairment test was conducted at March 31, 2025 on its Worsley Oil cash-generating unit ("CGU"). Recoverable value was estimated based on value in use from proved and probable oil reserves. It was determined that the estimated recoverable value was nil as an external reserve report was not obtained for March 31, 2025. An impairment of $2.9 million has been recorded in the Worsley Leduc oil assets in property, plant and equipment as the value-in-use is deemed to be nil. The balance remaining is reflective of the recognized associated asset retirement cost. Should the asset be developed at a later date, the impairment could be reversed.

E&E assets of $14.2 million consist of the Company's undeveloped land and exploration projects that have yet to be established as technically feasible and commercially viable. For the year ended March 31, 2025, Worsley Helium and new project in Worsley Oil are in exploration phase and the Company has determined that there were no indicators of impairment.

SHARE DATA

The Company is authorized to issue an unlimited number of common shares without par value. As at June 30, 2025, the number of common shares issued and outstanding was 213,899,024 (March 31, 2025 – 213,899,024). As the date of this MD&A, the number of common shares outstanding was 213,899,024 and the number of warrants outstanding was 127,540,651.

The following are options and warrants outstanding as at June 30, 2025:

Options by grant date and expiry Options outstanding Options exercisable Weighted average remaining (year) Exercise Price per Option
2021-May-27 expiry 2026-May-27 4,750,000 4,750,000 0.9 $ 0.35
2025-Jan-21 expiry 2030-Jan-21 8,000,000 8,000,000 4.5 $ 0.09
12,750,000 12,750,000 3.2 $ 0.19

On January 21, 2025, the Company granted 8,000,000 incentive stock options to certain officers, directors, and consultants of the Company with exercise price of $0.09 per option with expiry in January 21, 2030.

First Helium Inc. – Management Discussion & Analysis – FISCAL Q1 JUNE 30, 2025
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Warrants by expiry date Number of Warrants Weighted average remaining (year) Exercise Price per Warrant
2027-APR-04 66,677,980 1.7 $ 0.075
2027-OCT-30 60,862,671 2.3 $ 0.090
127,540,651 2.0 $ 0.082

On April 4, 2024, the Company closed the non-brokered private placement of 66,173,000 units at a price of $0.05 per unit for gross proceeds of $3,308,650. Each unit consists of one common share and one common share purchase warrant ("Warrant"). The 66,173,000 Warrant issued are exercisable at a price of $0.075 per common shares and will expire April 4, 2027. The Warrants are not subject to acceleration. The proceeds will be used to fund asset development and general working capital. A total of 504,980 warrants were issued as share compensation for finders fees. Of the total subscriptions, $1,985,000 was received from certain related parties. Of the subscription of $3,308,650, cash of $2,417,800 was received prior to March 31, 2024 with remaining $890,850 received on closing April 4, 2024.

On October 30, 2024, the Company closed a non-brokered private of 60,666,671 units at a price of $0.06 per unit for total gross proceeds to $3,640,000. Each unit consists of one common share and one common share purchase warrant. The Each warrant is exercisable to acquire one share at the price of $0.09 per share for a period of 36 months, expiring October 30, 2027. The warrants are subject to acceleration. All securities issued pursuant to the private placement will be subject to a four-month hold period in accordance with applicable Canadian securities laws. A total of 196,000 warrants were issued as share compensation for finders fees. The proceeds will be used for the development and exploration activities and for working capital and general corporate purposes.

CAPITAL EXPENDITURES

Capital expenditures for the three months ended June 30, 2025 was nil. The Company completed the drilling of the 2-well program at the end of March 31, 2025.

TAXES

Under IFRS, deferred income tax assets may only be recognized to the extent that it is probable that future taxable profits will be available against which the unused tax losses and deductible temporary differences can be utilized. As at June 30, 2025 and March 31, 2025, the Company has not recognized a deferred income tax asset. The Company has tax pools of $35.6 million. Non-capital losses of $26.4 million has expiries from 2037 to 2045.

WORKING CAPITAL

Working capital surplus (deficit) is used to assess efficiency, liquidity, and general financial strength. Working capital is calculated as current assets less current liabilities, excluding financial instruments marked to market and the current portion of asset retirement obligations.

As at: June 30, 2025 March 31, 2025
Cash 15,441 834,199
Accounts receivable 215,328 220,989
Prepaids and deposits 111,385 245,513
Accounts payable and accrued liabilities (3,227,312) (3,824,947)
Working capital (deficit) (2,885,158) (2,524,246)

LIQUIDITY AND CAPITAL RESOURCES

The Company had a working capital deficit of $2.9 million at June 30, 2025 (March 31, 2025 - $2.5 million). The Company is working to raise additional equity or debt to bring the two wells onto production in the fall winter. Future liquidity will be dependent on the ability to access equity or debt markets to drive future expansion from its portfolio of exploration lands and funds generation from development wells. First Helium is in pursuit of farm-in or joint venture opportunities to accelerate development of its prospective drilling inventory.

CONTRACTUAL OBLIGATIONS

First Helium has various indemnifications in place in the ordinary course of business, none of which, as assessed by management, are expected to have a significant impact on the Company's financial statements. These obligations are of a recurring, consistent nature and impact the Company's cash flows in an ongoing manner.

First Helium Inc. - Management Discussion & Analysis - FISCAL Q1 JUNE 30, 2025


First Helium Inc. – Management Discussion & Analysis – FISCAL Q1 JUNE 30, 2025
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RELATED PARTY TRANSACTIONS

Key management consists of the Company's directors and officers. The Company also provides compensation through participation in the stock option plan.

Three months ended
2025 June 30, 2024
Accounting and compliance (i) 34,500 34,500
Management fees (ii) 97,500 150,000
Share-based compensation - 190,527
Total 132,000 375,027

(i) Accounting and compliance fees were paid to a company controlled by a spouse of an officer of the Company in the amount of $34,500 for the three months ended June 30, 2025 (three months ended June 30, 2024 - $34,500).
(ii) For the three months ended June 30, 2025, the Company incurred $97,500 (three months ended June 30, 2024 - $150,000) to various officers and directors of the Company.

The balance payable to related parties as at June 30, 2025 was $0.3 million (as at March 31, 2025 - $0.3 million). During the three months ended June 30, 2025, the Company received advances of $100,000 from a certain related party to be included in the next financing completed by the Company. The funds were used for general corporate purposes and are not expected to be repaid.

ENVIRONMENTAL, SOCIAL AND GOVERNANCE ("ESG") INITIATIVES IMPACTING FIRST HELIUM

First Helium operates in jurisdictions that have regulated or have proposed to regulate carbon dioxide and other emissions. While some regulations are in effect, others are at various stages of review, discussion, and implementation. There is uncertainty around how any future legislation will harmonize with provincial regulation, as well as the timing and effects of regulations. Climate change regulation at both the federal and provincial level has the potential to significantly affect the regulatory environment of the crude oil and natural gas business in Canada. Such changes could impose certain costs and risks on the industry; however, First Helium is unable to predict the impact of future legislation or amendments. Any new laws and regulations, or additional requirements to existing laws and regulations, could have a material impact on the Company's operations and cash flows. First Helium is actively involved with an association of helium explorers and producers and will continue to monitor developments in this area.

Environmental stewardship is a core value at First Helium and abandonment and reclamation investments continue to be made in a prudent and responsible manner with oversight by its Board of Directors. Furthermore, the Company's Board has formed a Governance, ESG, and Occupational Health and Safety Committee to oversee related matters.

Safety of the Company's workforce, including contractors, is paramount. First Helium conducts periodic safety meetings for its field staff to review safety protocols and related issues. During fiscal 2026 and 2025, First Helium had zero lost time injuries and zero recordable injuries and is compliant with government guidelines pertaining to COVID-19.

RISK FACTORS AND RISK MANAGEMENT

The Company is in the business of acquiring, exploring and, if warranted, developing and exploiting natural resource properties. A number of risk factors will apply due to the nature of the Company's proposed business and the present stage of exploration of its mineral properties (which are primarily early-stage exploration properties with no known resources or reserves). Refer to the Company's annual consolidated financial statements and management's discussion and analysis for the year ended March 31, 2025 for more details filed on www.sedarplus.com.

Prices and markets

The Company's operational results and financial condition, and therefore the amount of funds available for capital expenditures, are dependent on the prices received for its petroleum production. Prices for oil, natural gas, and helium are subject to large fluctuations in response to relatively minor changes in the supply of, and demand, for oil, natural gas and helium, market uncertainty and a variety of additional factors beyond the control of the Company. A material decline in prices could result in a reduction of net production revenue. The economics of producing from some wells may change because of lower prices, which could result in reduced production of oil, natural gas or helium and a reduction in the volumes of First Helium's reserves. Management might also elect not to produce from certain wells at lower prices.

The ability of First Helium to market its oil, natural gas, and helium may depend upon its ability to acquire space on pipelines or rail cars that deliver oil and natural gas to commercial markets and off-take arrangements. Deliverability


uncertainties related to the distance that First Helium's reserves are to pipelines, processing and storage facilities, operational problems affecting pipelines and facilities as well as government regulation relating to prices, taxes, royalties, land tenure, allowable production, the export of oil and natural gas and helium and many other aspects of the exploration business may also affect the Company.

These factors could result in a material decrease in First Helium's expected net production revenue and a reduction in its oil, gas and helium acquisition, development and exploration activities. Any substantial and extended decline in the price of oil, natural gas, and helium would have an adverse effect on the Company's carrying value of its assets and its access to capital markets, borrowing capacity, revenues, profitability, and funds from operations.

Inflation and cost management

First Helium's operating costs could escalate and become uncompetitive due to supply chain disruptions, inflationary cost pressures, equipment limitations, escalating supply costs, commodity prices, and additional government intervention through stimulus spending or additional regulations. First Helium's inability to manage costs may impact project returns and future development decisions, which could have a material adverse effect on its financial performance and cash flows. The cost or availability of field equipment may adversely affect the Company's ability to undertake exploration, development and construction projects. The energy industry is cyclical in nature and is prone to shortages of supply of equipment and services including drilling rigs, geological and geophysical services, engineering and construction services, major equipment items for infrastructure projects and construction materials generally. These materials and services may not be available when required at reasonable prices. A failure to secure the services and equipment necessary to the Company's operations for the expected price, on the expected timeline, or at all, may have an adverse effect on the Company's financial performance and cash flows.

Reserve estimates

The reserves and recovery information contained in First Helium's independent reserves evaluation is only an estimate. The actual production and ultimate reserves from the properties may be greater or less than the estimates prepared by the independent reserves evaluator. The reserves report was prepared using certain commodity price assumptions. If lower prices for crude oil, natural gas and NGLs are realized by First Helium and substituted for the price assumptions utilized in those reserves reports, the present value of estimated future net cash flows as well as the amount of the reserves would be reduced, and the reduction could be significant.

Environmental

All phases of the oil and natural gas business present environmental risks and hazards and are subject to environmental regulation pursuant to a variety of federal, provincial and local laws and regulations. Environmental legislation provides for, among other things, restrictions and prohibitions on spills, releases or emissions of various substances produced in association with oil and natural gas operations. The legislation also requires that wells and facility sites be operated, maintained, abandoned and reclaimed to the satisfaction of applicable regulatory authorities. Although First Helium believes that it is in material compliance with current applicable environmental regulations, no assurance can be given that environmental laws will not result in a curtailment of production or a material increase in the costs of production, development or exploration activities or otherwise have a material adverse effect on First Helium's business, financial condition, results of operations and prospects.

Credit risk

Credit risk is the potential financial loss to the Company if customers or counterparties to a financial instrument are unable to meet their contractual obligations. Management believes the risk is mitigated by entering into transactions with reputable counterparties and partners when possible. At June 30, 2025, none of the total outstanding accounts receivable pertain to receivables from petroleum purchasers (March 31, 2025 – nil). As of June 30, 2025, $0.2 million of the accounts receivable balance has been outstanding greater than 90 days (March 31, 2025 - nil) with all amounts collected in July 2025.

CRITICAL ACCOUNTING ESTIMATES

The preparation of financial statements in accordance with IFRS requires management to select accounting policies and make estimates. Such estimates may have a significant impact on the financial statements. Actual amounts could differ materially from the estimates used and, accordingly, affect the results of the operations. Areas where estimates were used for the three months ended June 30, 2025, include the valuation of exploration and evaluation assets, property, plant and equipment, asset retirement costs, and the valuation of share-based payments.

First Helium Inc. – Management Discussion & Analysis – FISCAL Q1 JUNE 30, 2025
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First Helium Inc. – Management Discussion & Analysis – FISCAL Q1 JUNE 30, 2025

SELECTED QUARTERLY INFORMATION

| Quarters
($ except as otherwise noted) | Three months ended
June 30, 2025 | Three months ended
March 31, 2025 | Three months ended
December 31, 2024 | Three months ended
September 30, 2024 |
| --- | --- | --- | --- | --- |
| Production volumes (boe/d) | - | - | 3 | 18 |
| Averaged realized price ($/boe) | - | - | $ 86.31 | $ 91.03 |
| Revenue | - | - | 20,110 | 154,899 |
| Funds flow (used in) operations (1) | (423,405) | (291,838) | (517,965) | (544,775) |
| Cash flow (used in) operating activities | (177,647) | (433,581) | (1,006,179) | 120,297 |
| Capital expenditures | - | (3,992,732) | (53,062) | (39,750) |
| Total assets | 15,835,098 | 16,652,084 | 18,191,550 | 15,734,137 |
| Net working capital (deficit) (2) | (2,885,158) | (2,524,246) | 1,873,395 | (1,160,561) |

(1) Funds flow from (used in) operations is a non-GAAP measure and is the result of cash flow from operating activities excluding asset retirement costs, transaction costs, and changes in non-cash working capital.
(2) Net working capital (deficit) is calculated as current assets less current liabilities, excluding the current portion of financial lease and asset retirement obligations.

| Quarters
($ except as otherwise noted) | Three months ended
June 30, 2024 | Three months ended
March 31, 2024 | Three months ended
December 31, 2023 | Three months ended
September 30, 2023 |
| --- | --- | --- | --- | --- |
| Production volumes (boe/d) | 13 | 24 | 34 | 27 |
| Averaged realized price ($/boe) | $ 100.64 | $ 92.32 | $ 98.02 | $ 106.89 |
| Revenue | 117,990 | 200,864 | 303,604 | 265,600 |
| Funds flow (used in) operations (1) | (446,533) | (338,417) | (383,798) | (446,502) |
| Cash flow (used in) operating activities | (571,988) | (504,717) | (203,638) | (565,601) |
| Capital expenditures, net dispositions | (23,184) | (58,168) | 86,379 | 58,175 |
| Total assets | 15,835,025 | 16,023,355 | 16,637,033 | 16,701,940 |
| Net working capital (deficit) (2) | (546,607) | (700,036) | (679,430) | (228,750) |

(1) Funds flow from (used in) operations is a non-GAAP measure and is the result of cash flow from operating activities excluding asset retirement costs, transaction costs, and changes in non-cash working capital.
(2) Net working capital (deficit) is calculated as current assets less current liabilities, excluding the current portion of financial lease and asset retirement obligations.

Additional information relating to the Company is available in the prospectus dated June 28, 2021 on www.sedarplus.com.

NON-GAAP Measures

In this MD&A, we refer to financial measures that do not have any standardized meaning as prescribed by Generally Accepted Accounting Principles ("GAAP"). These non-GAAP financial measures are line items, headings, or subtotals in addition to those required under GAAP, and financial measures disclosed in the notes to the most recent financial statements which are relevant to an understanding of the financial statements and are not presented elsewhere in the financial statements. These measures have been described and presented to provide shareholders and potential investors with additional measures for analyzing our ability to generate funds to finance our operations and information regarding our liquidity. Users are cautioned that non-GAAP financial measures presented by the Company may not be comparable with measures provided by other entities. Below are the non-GAAP measures that First Helium uses in these MD&A.

"Funds flow" or "Funds flow from operations" is calculated by taking "cash flow provided by operating activities" from the financial statements and removing changes in non-cash working capital, transaction costs, and abandonment expenditures. Because funds flow is not impacted by fluctuations in non-cash working capital balances, we believe these measures are more indicative of performance than cash from operating activities. In addition, First Helium excludes transaction costs from the calculation of funds flow as these expenses are generally in respect of capital acquisition transactions. The Company considers funds flow as a key performance measure as it demonstrates the Company's ability to generate funds necessary to settle liabilities and to fund future growth through capital investment. The determination of funds flow by First Helium may not be comparable to that reported by other companies. The reconciliation between cash flow provided by operating activities on the financial statements, and funds flow can be found in the table above. First Helium may present funds flow per share where per share amounts are calculated using the weighted average shares outstanding consistent with the calculation of net income (loss) per share, which per share amount is calculated under IFRS.

This MD&A uses the term "operating netback(s)". The Company uses operating netbacks to help evaluate its performance, leverage, liquidity, and comparisons with peers as well as to assess potential acquisitions and divestitures. Management considers netbacks as a key performance measure as it demonstrates the Company's

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profitability relative to current commodity prices. They are also used by management in operational and capital allocation decisions. Operating netback is calculated as the average sales price of the Company's commodities (excluding financial derivative gains and losses) less royalties, transportation costs and operating expenses. Funds flow from operations starts with the operating netback and deducts general and administrative, interest expense, and then adds or deducts any realized gains or losses on financial derivative contracts. There is no GAAP measure that is reasonably comparable to netbacks.

ABBREVIATIONS AND BOE ADVISORY

bbl Barrel mmbtu Million British thermal units
bbls Barrels NGLs Natural gas liquids
bbl/d Barrels per day mcf Thousand cubic feet
boe Barrels of oil equivalent mcf/d Thousand cubic feet per day
boe/d Barrels of oil equivalent per day mboe Thousand boe
mbbls Thousand barrels WTI West Texas Intermediate

Where amounts are expressed as a barrel of oil equivalent ("boe"), or barrel of oil equivalent per day ("boe/d"), natural gas volumes have been converted to barrels of oil equivalent at six (6) thousand cubic feet ("mcf") to one (1) barrel. Use of the term "boe" may be misleading particularly if used in isolation. The boe conversion ratio of 6 mcf to 1 barrel ("bbl") of oil or natural gas liquids is based on an energy equivalency conversion methodology primarily applicable at the burner tip and does not represent a value equivalency at the wellhead. This conversion conforms to the Canadian Securities Regulators' National Instrument 51-101 – Standards of Disclosure for Oil and Gas Activities.

FORWARD LOOKING STATEMENTS

Information set forth in this MD&A may involve forward-looking statements under applicable securities laws. Forward-looking statements are statements that relate to future, not past, events. In this context, forward-looking statements often address expected future business and financial performance, and often contain words such as "anticipate", "believe", "plan", "estimate", "expect", and "intend", statements that an action or event "may", "might", "could", "should", or "will" be taken or occur, or other similar expressions. All statements, other than statements of historical fact, included herein including, without limitation, statements about the size and timing of future exploration on and the development of the Company's properties are forward-looking statements. By their nature, forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the Company's actual results, performance or achievements, or other future events, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such factors include, among others, the following risks: the need for additional financing; operational risks associated with helium and gas exploration; fluctuations in commodity prices; title matters; environmental liability claims and insurance; reliance on key personnel; the volatility of the common share, price and volume and other reports and filings with the applicable Canadian securities regulations. Forward-looking statements are made based on management's beliefs, estimates and opinions on the date that statements are made, and the Company undertakes no obligation to update forward-looking statements if these beliefs, estimates and opinions or other circumstances should change, except as required by applicable securities laws. There can be no assurance that such statements will prove to be accurate, and future events and actual results could differ materially from those anticipated in such statements. Important factors that could cause actual results to differ materially from the Company's expectations are disclosed in the Company's documents filed from time to time via the Company's website along with the Canadian regulatory agencies to whose policies the Company is bound. Investors are cautioned against attributing undue certainty to forward-looking statements. This MD&A has been prepared in accordance with the requirements of National Instrument 51-102 – Continuous Disclosure Obligations.

CORPORATE OFFICE DIRECTORS
Suite 550, 800 West Pender Street Todd Holmstrom
Vancouver, BC Canada V6C 2V6 Calvin Watson
www.firsthelium.com Edward Bereznicki
Robert Scott

First Helium Inc. – Management Discussion & Analysis – FISCAL Q1 JUNE 30, 2025
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