Moolec Science Granted Nasdaq Exception Until June 2026

Moolec Science Shas received a decision from the Nasdaq Hearings Panel granting the Company an exception through June 29, 2026 to demonstrate compliance with the stockholders' equity requirement set forth in Nasdaq Listing Rule 5550(b)(1), subject to certain disclosure conditions. Following bankruptcy proceedings of certain of Moolec's subsidiaries, Moolec has been able to recognize a gain related to the derecognition of such subsidiaries. On December 26, 2025, Bioceres S.A. filed for bankruptcy before the competent courts. The commencement of the bankruptcy proceedings resulted in the transfer of decision-making authority and the Company's loss of control over Bioceres S.A. As Bioceres LLC is a wholly owned subsidiary of Bioceres S.A., the Company simultaneously lost control over Bioceres LLC. Pursuant to IFRS 10.25, a loss of control constitutes a derecognition event. The related derecognition events have resulted in an estimated gain of approximately $91M associated with the loss of control of Bioceres S.A. and an additional gain of approximately $5.2M associated with the loss of control of Bioceres/ In addition, on December 31, 2025, Theo I SCSp filed for bankruptcy before the competent courts. The commencement of these proceedings likewise resulted in the transfer of decision-making authority and the Company's loss of control over Theo I SCSp. In accordance with IFRS 10.25, this loss of control constitutes a derecognition event. The related derecognition events have resulted in an estimated gain of approximately $4.6M. The foregoing derecognition events, together with the recognition of intercompany assets and liabilities arising from the loss of control, which were previously eliminated in consolidation, and the conversion of certain preference shares held by a shareholder into ordinary shares, have increased Moolec's stockholders' equity. Accordingly, the Company believes that it has regained compliance with the Stockholders' Equity Requirement and has notified The Nasdaq Stock Market. The Company continues to take all necessary actions to maintain compliance with Nasdaq's continued listing requirements.