Stardust Solar closes final tranche private placement

Vancouver, British Columbia--(Newsfile Corp. - June 26, 2026) - Stardust Solar Energy Inc. (TSXV: SUN) (OTCQB: SUNXF) (FSE: 6330) (" Stardust Solar " or the " Company "), a globally expanding renewable energy company, announces, further to its news releases dated May 13, 2026 and May 29, 2026, that it has completed the final tranche (the " Final Tranche ") of its non-brokered private placement (the " Private Placement "). Pursuant to the Final Tranche, the Company issued 4,617,600 units of the Company (the " Units ") at $0.075 per Unit for gross proceeds of $346,320. Each Unit consists of one common share in the capital of the Company (a " Share ") and one common share purchase warrant (a " Warrant ").

Each Warrant entitles the holder to purchase one additional Share at a price of $0.10 per Share for a period of 18 months from the closing date of the First Tranche. The closing of the initial tranche of the Private Placement, combined with the closing of the Final Tranche, has resulted in a total of 11,105,079 Units issued pursuant to the Private Placement, generating final aggregate gross proceeds of $832,880.93. In connection with the Final Tranche, the Company paid finder's fees to eligible finders consisting of $20,605.90 in cash and 274,745 common share purchase warrants (the " Finder Warrants ").

Each Finder Warrant entitles the holder to acquire one Share at a price of $0.10 per Share for a period of 18 months from the closing date of the Final Tranche, all in accordance with the policies of the TSX Venture Exchange (" TSX-V "). An insider of the Company participated in the Final Tranche for a total of 266,000 Units. Such participation constitutes a "related party transaction" as defined under Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions (" MI 61-101 ").

The Company is relying on the exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 pursuant to subsections 5.5(a) and 5.7(1)(a) thereof, as neither the fair market value of any securities issued to such insider nor the consideration paid by such person exceeds 25% of the Company's market capitalization, as determined in accordance with MI 61-101. The Company did not file a material change report in respect of the related party transaction at least 21 days before the closing of the Final Tranche, which the Company deems reasonable in the circumstances in order to complete the Final Tranche in an expeditious manner. The Company intends to use the net proceeds of the Private Placement to repay the outstanding principal amount and all interest accrued thereon under the outstanding senior secured convertible debenture units of the Company, advance its utility-scale energy project in Zambia, and for general working capital and corporate purposes.

All securities issued in connection with the Final Tranche are subject to a statutory hold period of four months and one day from the date of issuance in accordance with applicable Canadian securities laws and the policies of the TSX-V. About Stardust Solar Energy Inc. Stardust Solar Energy is a globally expanding renewable energy company supporting the installation, development, training, and deployment of residential, commercial, and utility-scale solar solutions across international markets. The Company operates a diversified solar royalty platform generating recurring revenue through franchise installation operations, accredited training and development licenses and subscriptions, and technology-driven innovation initiatives.