Stardust Solar Closes $1,000,000 Non-Brokered Private Placement of Secured Senior Convertible Debenture Units

Core Viewpoint - Stardust Solar Energy Inc. has successfully closed a non-brokered private placement of senior secured convertible debenture units, raising a total of $1,000,000 to fund its solar project in Zambia and for general corporate purposes [1][9]. Group 1: Offering Details - The offering consisted of 1,000 Debenture Units priced at $1,000 each, resulting in gross proceeds of $1,000,000 [1]. - Each Debenture Unit includes a senior secured convertible debenture with a principal value of $1,020 and 6,800 common share purchase warrants, allowing the purchase of common shares at an exercise price of $0.21 for 24 months [2]. - The Debentures will mature on February 17, 2028, with a 10% annual interest rate, increasing to 25% upon default [3]. Group 2: Conversion and Adjustment Terms - The principal amount of the Debentures can be converted into common shares at a conversion price of $0.15, adjustable under certain conditions [3][4]. - The conversion price and exercise price of the warrants are subject to adjustments if the company issues shares or securities at lower prices, with a floor price of $0.115 [4]. Group 3: Security and Guarantees - The obligations under the Debentures are secured by a general security agreement covering all present and future property of the company, along with guarantees from its subsidiaries [6]. - The company has pledged shares for any securities held in its subsidiaries as additional collateral [6]. Group 4: Financial and Regulatory Aspects - The company reimbursed the investor $25,000 for expenses related to the offering [7]. - All securities issued are subject to a statutory hold period expiring on June 18, 2026 [7]. Group 5: Company Overview - Stardust Solar Energy Inc. is focused on developing multiple revenue streams in the solar energy sector, including residential, commercial, and utility-scale markets, with ongoing international expansion [9]. - The company aims to create scalable, recurring value through royalties, licensing, and clean-energy franchise operations, emphasizing sustainability-driven innovation [9].