Stardust Solar Energy Closes First Tranche of Non-Brokered Private Placement

Stardust Solar Energy Inc. (TSXV: SUN)("Stardust Solar" or the "Company"), a leader in renewable energy franchise opportunities, is pleased to announce the closing of the first tranche of its non-brokered private placement offering (the "Offering"), as previously disclosed in the Company's news release dated December 4, 2024, and followed by the Company's announcements on January 14, 2025. The Company issued 6,350,000 Units at a price of $0.10 per Unit, generating aggregate gross proceeds of approximately $635,000.

Each Unit consists of one common share and one common share purchase warrant (the "Warrant"). Each Warrant entitles the holder to acquire one additional common share at an exercise price of $0.20 for a period of 18 months from the date of issuance.

The Company paid finder's fees in the amount of $36,680 and issued 366,800 finder's warrants in connection with the first tranche of the Offering. Each finder's warrant entitles the holder to purchase one common share at $0.20 for a period of 18 months, under the same terms as the Warrants issued in the Offering.

Closing of the final tranche of the Offering is expected to occur in the coming weeks, with final documentation expected to be filed on or before February 19, 2025. The proceeds from the Offering will be used to drive Stardust Solar's expansion efforts in the U.S. market, particularly following the Company's acquisition of Solar Grids Development LLC. Funds will also support working capital, marketing initiatives, and administrative operations, ensuring the continued scalability of Stardust Solar's franchise network.

All securities issued in connection with the Offering are subject to a statutory hold period of four months plus one day in accordance with Canadian securities legislation. Completion of the Offering remains subject to final approval by the TSX-V.

Stardust Solar | www.stardustsolar.com