Desert Control AS

Share Issue/Capital Change • Sep 30, 2025

Desert Control AS: Resolution to increase the share capital for settlement of underwriting fee and mandatory notification of trade

Desert Control AS: Resolution to increase the share capital for settlement of underwriting fee and mandatory notification of trade

NOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED

STATES, CANADA, AUSTRALIA, THE HONG KONG SPECIAL ADMINISTRATIVE REGION OF THE

PEOPLE'S REPUBLIC OF CHINA OR JAPAN OR ANY OTHER JURISDICTION IN WHICH THE

DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL. OTHER RESTRICTIONS ARE APPLICABLE.

PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THIS ANNOUNCEMENT

Sandes, Norway 30 September 2025: Reference is made to the previous stock

exchange announcements published by Desert Control AS (the "Company") regarding

the fully underwritten rights issue of 60,743,500 new shares in the Company (the

"Offer Shares"), each with a nominal value of NOK 0.003, at a subscription price

of NOK 1.2347 per Offer Share (the "Subscription Price"), raising gross proceeds

of NOK 75 million (the "Rights Issue").

Pursuant to, and subject to the terms and conditions of the underwriting

agreements entered into between the Company and the underwriters (the

"Underwriters") (the "Underwriting Agreements"), each of the Underwriters are

entitled to an underwriting fee of either (i) 10% of the underwriting obligation

if received as a payment in cash or (ii) 12% of the underwriting obligation if

received as new shares in the Company issued at the same Subscription Price as

in the Rights Issue, which is payable upon completion of the Rights Issue.

Upon completion of the Rights Issue, the Underwriters have elected settlement of

their underwriting obligation in shares or in cash, resulting in the issuance of

6,535,995 new shares. To settle the underwriting fee, the board of directors has

today resolved to issue 6,535,995 new shares in the Company, each with a nominal

value of NOK 0.003, at the Subscription Price, to be paid by set-off of the

Underwriters' claims pursuant to the Underwriting Agreements. The share capital

increase was resolved pursuant to a board authorisation resolved by the

extraordinary general meeting on 5 September 2025.

The following closely associated companies to primary insiders of the Company

have subscribed for shares as part of settlement for their underwriting

obligation as set out below:

· Woods End Interest LLC, a company closely associated with the CEO of the

Company, James Thomas, has subscribed for 714,343 new shares.

· Genialt AS, a company closely associated with the CFO of the Company,

Leonard Chaparian, has subscribed for 48,594 new shares.

Primary insider notifications pursuant to the EU Market Abuse Regulation Article

19 are attached.

This information is made public by the Company pursuant to the EU Market Abuse

Regulation article 19, and is subject to the disclosure requirements pursuant to

Section 5-12 the Norwegian Securities Trading Act.

For further information please contact:

James Thomas

Chief Executive Officer

Email: james.thomas@desertcontrol.com

Mobile: +1 203 984-7658

Leonard Chaparian

Chief Financial Officer

Email: leonard.chaparian@desertcontrol.com

Mobile: +47 90 66 55 40

About Desert Control:

Desert Control develops innovative solutions to enhance soil health, conserve

water, and promote ecosystem resilience. The company's mission is to combat

desertification, soil degradation, and water scarcity. Our patented Liquid

Natural Clay (LNC) transforms sandy, fast-draining soils to retain water and

nutrients, improving soil health, crop yields, and ecosystem vitality while

conserving water. Desert Control provides customized solutions to strengthen

sustainability, profitability, and prosperity for agriculture, forests, and

green landscapes. In collaboration with partners and clients, we aim to preserve

natural resources, restore biodiversity, enhance food security, and ensure a

climate-resilient future.

Important notice

This announcement does not constitute an offer of securities for sale or a

solicitation of an offer to purchase securities of the Company in the United

States or any other jurisdiction. Copies of this document may not be sent to

jurisdictions, or distributed in or sent from jurisdictions, in which this is

barred or prohibited by law. The securities of the Company may not be offered or

sold in the United States absent registration or an exemption from registration

under the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act").

The securities of the Company have not been, and will not be, registered under

the U.S. Securities Act. Any sale in the United States of the securities

mentioned in this communication will be made solely to "qualified institutional

buyers" as defined in Rule 144A under the U.S. Securities Act. No public

offering of the securities will be made in the United States.

Any offering of the securities referred to in this announcement will be made by

means of the Prospectus.

This announcement is an advertisement and is not a prospectus for the purposes

of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14

June 2017 on prospectuses to be published when securities are offered to the

public or admitted to trading on a regulated market, and repealing Directive

2003/71/EC (as amended) as implemented in any EEA Member State (the "Prospectus

Regulation"). Investors should not subscribe for any securities referred to in

this announcement except on the basis of information contained in the

Prospectus. Copies of the Prospectus will, following publication, be available

from the Company's registered office and, subject to certain exceptions, on the

website of the Manager. In any EEA Member State, this communication is only

addressed to and is only directed at qualified investors in that Member State

within the meaning of the Prospectus Regulation, i.e., only to investors who can

receive the offer without an approved prospectus in such EEA Member State.

In the United Kingdom, this communication is only addressed to and is only

directed at Qualified Investors who (i) are investment professionals falling

within Article 19(5) of the Financial Services and Markets Act 2000 (Financial

Promotion) Order 2005 (as amended) (the "Order") or (ii) are persons falling

within Article 49(2)(a) to (d) of the Order (high net worth companies,

unincorporated associations, etc.) (all such persons together being referred to

as "Relevant Persons"). These materials are directed only at Relevant Persons

and must not be acted on or relied on by persons who are not Relevant Persons.

Any investment or investment activity to which this announcement relates is

available only to Relevant Persons and will be engaged in only with Relevant

Persons. Persons distributing this communication must satisfy themselves that it

is lawful to do so. This document is not for publication or distribution in,

directly or indirectly, Australia, Canada, Japan, the United States or any other

jurisdiction in which such release, publication or distribution would be

unlawful, and it does not constitute an offer or invitation to subscribe for or

purchase any securities in such countries or in any other jurisdiction. In

particular, the document and the information contained herein should not be

distributed or otherwise transmitted into the United States or to publications

with a general circulation in the United States of America.

The Manager is acting for the Company in connection with the Rights Issue and no

one else and will not be responsible to anyone other than the Company for

providing the protections afforded to their respective clients or for providing

advice in relation to the Rights Issue or any transaction or arrangement

referred to in this announcement.

Matters discussed in this announcement may constitute forward-looking

statements. Forward-looking statements are statements that are not historical

facts and may be identified by words such as "anticipate", "believe",

"continue", "estimate", "expect", "intends", "may", "should", "will" and similar

expressions. The forward-looking statements in this release are based upon

various assumptions, many of which are based, in turn, upon further assumptions.

Although the Company believe that these assumptions were reasonable when made,

these assumptions are inherently subject to significant known and unknown risks,

uncertainties, contingencies and other important factors which are difficult or

impossible to predict and are beyond its control. Such risks, uncertainties,

contingencies and other important factors could cause actual events to differ

materially from the expectations expressed or implied in this release by such

forward-looking statements. The information, opinions and forward-looking

statements contained in this announcement speak only as at its date and are

subject to change without notice. This announcement is made by and is the

responsibility of, the Company.

Neither the Manager nor any of their affiliates makes any representation as to

the accuracy or completeness of this announcement and none of them accepts any

responsibility for the contents of this announcement or any matters referred to

herein. This announcement is for information purposes only and is not to be

relied upon in substitution for the exercise of independent judgment. It is not

intended as investment advice and under no circumstances is it to be used or

considered as an offer to sell, or a solicitation of an offer to buy any

securities or a recommendation to buy or sell any securities of the Company. No

reliance may be placed for any purpose on the information contained in this

announcement or its accuracy, fairness or completeness.

Neither the Manager nor any of their respective affiliates accepts any liability

arising from the use of this announcement.