Moolec Science (Nasdaq: MLEC) reported that it has regained compliance with all Nasdaq Capital Market continued listing requirements related to minimum stockholders' equity within the Panel’s remediation period.
According to Moolec, unaudited stockholders' equity was approximately $15.2 million as of December 31, 2025 and $11.3 million as of March 31, 2026. These figures reflect a partial conversion of preference shares into ordinary shares valued at about $5.47 million and pro forma adjustments for a related-party credit line disbursement of roughly $0.47 million. Moolec indicates it expects to request conversion of the remaining $4.0 million preference share balance within 12 months, which it expects would further strengthen stockholders' equity.
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Positive
Regained compliance with all Nasdaq Capital Market continued listing requirements tied to stockholders' equity
Reported stockholders' equity of approximately $15.2 million at December 31, 2025
Reported stockholders' equity of approximately $11.3 million at March 31, 2026 while meeting Nasdaq equity criteria
Preference share conversion added approximately $5.47 million to equity as of December 31, 2025
Company expects remaining $4.0 million preference shares to convert within 12 months, which it expects will strengthen equity
Negative
Total equity decreased from about $15.2 million to $11.3 million between December 31, 2025 and March 31, 2026
Total liabilities increased from about $88.2 million to $93.4 million over the same period
Borrowings rose from about $45.7 million to $50.6 million between December 31, 2025 and March 31, 2026
Convertible notes outstanding increased from about $20.7 million to $21.0 million
Pro forma disbursements of roughly $0.47 million were drawn from a related-party line of credit in April 2026
News Market Reaction – MLEC
+1.68%
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+1.68%Session close to close
+14.6%Peak Tracked
$6.06MMarket Cap
0.0xRel. Volume
In the May 14 session, MLEC gained 1.68%, reflecting a mild positive market reaction.
Argus tracked a peak move of +14.6% during that session.
Our momentum scanner triggered 4 alerts that day, indicating moderate trading interest and price volatility.
This announcement confirms Moolec has demonstrated compliance with Nasdaq’s stockholders’ equity req...
Analysis
This announcement confirms Moolec has demonstrated compliance with Nasdaq’s stockholders’ equity requirement, reporting equity of $15.2M as of December 31, 2025 and $11.3M as of March 31, 2026. These figures build on prior derecognition gains of $91.0M, $5.2M, and $4.6M and a $5,473,425 preference-share conversion. Investors may watch how remaining preference capital, the related-party credit line and sizeable borrowings and convertible notes shape future balance-sheet strength and listing compliance.
Key Figures
Stockholders' equity:$11.3MStockholders' equity:$15.2MTotal assets:$103.4M+5 more
8 metrics
Stockholders' equity$11.3MAs of March 31, 2026, per unaudited preliminary balance sheet
Stockholders' equity$15.2MAs of December 31, 2025, per unaudited historical information
Total assets$103.4MAs of December 31, 2025, per consolidated condensed balance sheet
Total liabilities$88.2MAs of December 31, 2025, per consolidated condensed balance sheet
Derecognition gain$91.0MFrom loss of control of Bioceres S.A. in December 2025
Derecognition gain$5.2MFrom loss of control of Bioceres LLC in December 2025
Derecognition gain$4.6MFrom bankruptcy of Theo I SCSp on December 31, 2025
Preference share conversion$5,473,425Value of ordinary shares issued on partial conversion dated December 31, 2025
Nasdaq Staff memo supporting exception after large derecognition gains and equity uplift.
24h Move is the share-price change in the day after each event; other market factors may also have contributed.
Pattern Detected
Recent positive operational or listing-related updates have produced mixed reactions, with more divergence than alignment between news tone and 24h price moves.
Recent Company History
Over the last few months, Moolec has combined operational milestones with listing compliance efforts. In January 2026, Nasdaq granted continued listing subject to Panel conditions and supported an exception tied to balance-sheet improvements from derecognition gains and equity conversions. Subsequent news through February–April 2026 focused on GLASO1 commercialization and a molecular farming breakthrough. Today’s confirmation of meeting Nasdaq stockholders’ equity requirements follows directly from that earlier derecognition and equity-conversion work.
Key Terms
stockholders' equity, Nasdaq Capital Market, Form 6-K, convertible notes, +4 more
8 terms
stockholders' equityfinancial
"the minimum stockholders' equity requirement.The Company announced today that it"
Stockholders' equity is the portion of a company's assets that belongs to its owners after all debts and obligations are paid; think of it as the value left for shareholders if the company sold everything and paid off what it owes. Investors watch it because it shows the company's net worth, indicates how much of growth is funded by owners versus debt, and helps assess financial health and the potential for future dividends or stock value increases — like the equity in a house after the mortgage is settled.
Nasdaq Capital Marketregulatory
"compliance with the Nasdaq Capital Market's stockholders' equity requirement within"
The Nasdaq Capital Market is a platform where smaller, emerging companies can list their shares for trading by investors. It provides these companies with access to funding and visibility, helping them grow, much like a local marketplace where new vendors can introduce their products to potential customers. For investors, it offers opportunities to discover early-stage companies with growth potential.
Form 6-Kregulatory
"furnished today to the U.S. Securities and Exchange Commission ("SEC") on Form 6-K"
A Form 6-K is a report that companies listed in certain countries file to provide important updates, such as financial results, corporate changes, or other significant information, to regulators and investors. It functions like an official company update or news release, helping investors stay informed about developments that could affect their investment decisions.
convertible notesfinancial
"Convertible notes | | 20.7 | | 21.0"
Convertible notes are a type of short-term loan that a company receives from investors, which can later be turned into company shares instead of being paid back in cash. They matter to investors because they offer a way to support a company early on while giving the potential to own a stake in its success if the company grows and later raises more funding.
warrant liabilitiesfinancial
"Warrant liabilities | | 0.1 | | 0.3"
Warrant liabilities are the financial obligations a company records when it grants warrants—special rights allowing someone to buy shares at a set price in the future. If the warrants are expected to be exercised, they are treated as a liability because the company might need to deliver shares or cash later. This matters to investors because it affects the company’s reported financial health and the potential dilution of existing shares.
lease liabilitiesfinancial
"Lease liabilities | | 0.1 | | -"
Lease liabilities are the recorded obligations a company has to make future payments for assets it uses under lease contracts, treated on the balance sheet much like a loan for rented equipment or property. Investors care because these liabilities increase a firm’s reported debt and affect measures of leverage, cash requirements and credit risk, so recognizing them gives a clearer picture of financial strength and the company’s ability to meet obligations.
preference sharesfinancial
"The holder of our preference shares issued a notice of conversion to the Company"
Preference shares are a type of company stock that pays owners a fixed or regularly prioritized payout, similar to receiving steady interest from a savings account, while still representing ownership. They usually get paid dividends before regular (common) shareholders and have priority if the company distributes assets, but often carry limited voting rights and less upside if the company’s value soars. Investors care because preference shares trade off growth potential for steadier income and greater safety in payouts.
line of creditfinancial
"proforma adjustment related to disbursements made from our current line of credit"
A line of credit is a flexible borrowing arrangement that lets a company draw money up to a preset limit, repay it, and borrow again as needed—similar to a business credit card or an emergency tap on a savings account. It matters to investors because it shows how a firm manages short-term cash needs and growth funding without taking a single large loan; access, cost, and attached conditions can affect liquidity, interest expenses and financial risk.
GEORGE TOWN, CAYMAN ISLANDS / ACCESS Newswire / May 13, 2026 / As previously reported on January 29, 2026, Moolec Science SA ("Moolec" and/or the "Company"), received written notice from the Nasdaq Hearings Panel (the "Panel") informing the Company that the Panel had granted the Company's request for an extension to regain compliance with the continued listing requirements of The Nasdaq Stock Market LLC, specifically with respect to the minimum stockholders' equity requirement.
The Company announced today that it has submitted information required to demonstrate compliance with the Nasdaq Capital Market's stockholders' equity requirement within the remediation period granted by the Panel. The Company reported stockholders' equity of approximately $11.3 million as of March 31, 2026, and approximately $15.2 million as of December 31, 2025. These amounts are reflected in the Company's unaudited interim condensed consolidated financial statements as of December 31, 2025 and June 30, 2025, and for the six-month periods ended December 31, 2025 and 2024, furnished today to the U.S. Securities and Exchange Commission ("SEC") on Form 6-K, as well as in the Company's unaudited preliminary balance sheet as of March 31, 2026 set forth below.
Preliminary Consolidated Condensed Balance Sheet as of March 31, 2026 (Unaudited)
Unaudited historical financial information
MLEC
as of December 31, 2025
Unaudited preliminary financial information
MLEC
as of March 31, 2026
(amounts in millions of US$)
Assets
Intangible assets
71.6
71.6
Goodwill
2.1
2.1
Property, plant and equipment
4.4
4.4
Investment in joint ventures and associates
16.0
16.0
Cash and cash equivalents
1.0
1.2
Inventories
4.0
3.6
Other receivables
4.2
5.2
Right of use assets
0.1
-
Total assets
103.4
104.2
Equity
Total equity
15.2
11.3
Liabilities
Borrowings
45.7
50.6
Convertible notes
20.7
21.0
Trade and other payables
7.1
7.2
Other liabilities
0.3
0.3
Deferred tax liabilities
14.3
14.3
Warrant liabilities
0.1
0.3
Lease liabilities
0.1
-
Total liabilities
88.2
93.4
Total equity and liabilities
103.4
104.7
Underlying Assumptions
Derecognition Events
The Company assumed the full derecognition of Bioceres S.A. and Bioceres LLC as of December 31, 2025 and determined that the carrying value of the Company's investment in Theo I SCSp was nil.
Preference Shares Capitalization
The holder of our preference shares issued a notice of conversion to the Company dated December 31, 2025, notifying the Company of the partial exercise of its conversion right under the Subscription Agreement dated December 9, 2024 an aggregate amount of up to $9,000,000, to be converted into ordinary shares in accordance with the conversion formula set out in the Subscription Agreement. The Company notified the holder of the preference shares on December 31, 2025 that the value of the ordinary shares to be issued to the holder as a result of such conversion would be $5,000,000, plus payment-in-kind, for an aggregate amount of $5,473,425. This equity transaction has been reflected in the column "Unaudited historical financial information MLEC as of December 31, 2025" of the table above.
The Company also included as of March 31, 2026 the proforma adjustment related to disbursements made from our current line of credit with one of our related parties for an amount of $465,161 which occurred in April 2026.
Furthermore, the Company expects to notify the holder to convert the remaining $4.0 million of the original aggregate preference share amount within the next 12 months, which is expected to further strengthen stockholders' equity.
Forward-looking Statements
This press release contains "forward-looking statements." Forward-looking statements may be identified by the use of words such as "forecast," "intend," "seek," "target," "anticipate," "believe," "expect," "estimate," "plan," "outlook," and "project" and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. Such forward-looking statements with respect to the Company's plan to regain compliance under the Nasdaq rules and the related Nasdaq decision, performance, prospects, revenues, and other aspects of the business of Moolec are predictions, projections and other statements about future events that are based on current expectations and assumptions and, as a result, are subject to risks and uncertainties. Although we believe that we have a reasonable basis for each forward-looking statement contained in this press release, we caution you that these statements are based on a combination of facts and factors, about which we cannot be certain. We cannot assure you that the forward-looking statements in this press release will prove accurate. These forward-looking statements are subject to a number of significant risks and uncertainties that could cause actual results to differ materially from expected results, including, among others, changes in applicable laws or regulations, the possibility that Moolec may be adversely affected by economic, business and/or other competitive factors, costs related to the scaling up of Moolec's business and other risks and uncertainties, including those included under the header "Risk Factors" in Moolec's Annual Report on Form 20-F filed with the U.S. Securities and Exchange Commission ("SEC"), as well as Moolec's other filings with the SEC. Should one or more of these risks or uncertainties materialize, or should any of our assumptions prove incorrect, actual results may vary in material respects from those projected in these forward-looking statements. We undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws. Accordingly, you should not put undue reliance on these statements.
What did Moolec Science (NASDAQ: MLEC) announce about Nasdaq Capital Market compliance on May 13, 2026?
Moolec Science announced it has regained compliance with all Nasdaq Capital Market continued listing requirements tied to minimum stockholders' equity. According to Moolec, this compliance was achieved within the remediation period granted by the Nasdaq Hearings Panel after an earlier equity deficiency notice.
What are Moolec Science's reported stockholders' equity levels for December 31, 2025 and March 31, 2026?
Moolec Science reported stockholders' equity of approximately $15.2 million at December 31, 2025 and $11.3 million at March 31, 2026. According to Moolec, these unaudited figures support its compliance with Nasdaq’s minimum equity requirement for continued listing on the Nasdaq Capital Market.
How does the preference share conversion impact Moolec Science (MLEC) stockholders' equity?
The partial conversion of preference shares into ordinary shares added about $5.47 million to Moolec Science’s equity as of December 31, 2025. According to Moolec, this equity transaction is reflected in its unaudited historical financial information and supported its efforts to meet Nasdaq’s stockholders' equity requirement.
What does Moolec Science’s March 31, 2026 balance sheet show about liabilities and borrowings?
As of March 31, 2026, Moolec Science reported total liabilities of about $93.4 million, including borrowings of $50.6 million and convertible notes of $21.0 million. According to Moolec, warrant liabilities were approximately $0.3 million, and trade and other payables were roughly $7.2 million.
What derecognition events and investment assumptions did Moolec Science include in its 2025-2026 financial information?
Moolec Science assumed full derecognition of Bioceres S.A. and Bioceres LLC as of December 31, 2025 and determined its investment in Theo I SCSp had nil carrying value. According to Moolec, these assumptions underpin the unaudited historical and preliminary financial information presented for that period.
How could the remaining $4 million preference shares affect Moolec Science (MLEC) stockholders' equity?
Moolec Science expects to request conversion of the remaining $4.0 million preference share amount within the next 12 months. According to Moolec, this anticipated conversion is expected to further strengthen stockholders' equity, following the earlier $5.47 million preference share capitalization.
What related-party line of credit activity did Moolec Science factor into its March 31, 2026 pro forma data?
Moolec Science included a pro forma adjustment for disbursements of about $465,161 from a current line of credit with a related party occurring in April 2026. According to Moolec, this adjustment is reflected in the March 31, 2026 unaudited preliminary financial information.