Universal Digital Inc. Announces Closing of Strategic Investment in ReYuu Japan Inc.

Rhea-AI Summary

Universal Digital (OTCQB: LFGMF) announced on October 29, 2025 that it closed a strategic equity and warrant investment in ReYuu Japan (TSE: 9425) via Seacastle Singapore.

The company acquired 200,000 ordinary shares (≈3.48%) for approximately USD 1,030,000 (including a USD 96,000 advisory fee), plus 8,000 warrants for USD 45,434. Each warrant covers 100 shares (up to 800,000 shares) at an exercise price of JPY 579, expiring July 23, 2028.

The agreement grants an option to buy up to 10,000 additional warrants (potentially covering up to 1,000,000 shares) and gives ReYuu a non-binding right to request up to USD 100 million of capital contributions from Universal Digital for possible digital asset purchases, at Universal Digital’s sole discretion.

Positive

• Strategic entry into Asia digital-asset and tech markets
• Acquired 200,000 shares (≈3.48%) in ReYuu for USD 1,030,000
• Warrants cover up to 800,000 shares at JPY 579 until July 23, 2028

Negative

• Non-binding option could require up to USD 100 million in capital contributions
• Up to 1,000,000 additional shares possible via warrants if exercised

Transaction provides Universal Digital with a platform to expand into Asia's technology and digital asset markets

Vancouver, British Columbia--(Newsfile Corp. - October 29, 2025) - Universal Digital Inc. (CSE: LFG) (OTCQB: LFGMF) (FSE: 8R20) ("Universal Digital" or the "Company") is pleased to announce that it has closed the previously announced transaction with Seacastle Singapore Pte. Ltd. ("Seacastle") to acquire a strategic equity and warrant position in ReYuu Japan Inc. ("ReYuu"), a company listed on the Tokyo Stock Exchange under ticker 9425 (TSE: 9425).

Under the definitive agreement dated September 1, 2025, and following completion of all customary conditions and regulatory filings, the Company has acquired:

• 200,000 ordinary shares, representing approximately 3.48% of ReYuu's issued and outstanding share capital, for a total cash consideration of approximately USD 1,030,000 (including an advisory fee of USD 96,000); and
• 8,000 warrants, acquired for USD 45,434. Each warrant entitles Universal Digital to purchase 100 ordinary shares of ReYuu (up to 800,000 shares in total) at an exercise price of JPY 579 per ordinary share, with each warrant expiring on July 23, 2028.

The agreement also grants Universal Digital an option to acquire from Seacastle up to 10,000 additional warrants in ReYuu until July 23, 2028. The purchase price per additional warrant is the lower of JPY 1,000 or a value determined under a Black-Scholes formula agreed by the parties at the time of exercise. Each additional warrant, once acquired, entitles the Company to purchase 100 ordinary shares of ReYuu (up to 1,000,000 shares in total) at an exercise price of JPY 579 per ordinary share until July 23, 2028.

Following closing, ReYuu holds a non-binding right under the agreement to request capital contributions from Universal Digital of up to USD100 million for potential digital asset purchases, at the Company's sole discretion.

"The completion of our investment in ReYuu Japan marks Universal Digital's official entry into Asia's digital-asset and technology ecosystem," said Chris Yeung, Chief Executive Officer of Universal Digital. "ReYuu's position as a listed technology company in Japan provides us with a scalable platform for developing treasury and financing models that can be replicated across the region."

About Universal Digital Inc.
Universal Digital Inc. is a Canadian investment company focused on digital assets, businesses and private and publicly listed entities that are involved in high-growth industries, with a particular focus on blockchain, cryptocurrencies and cryptocurrency technologies. The Company aims to provide shareholders with long-term capital growth through a diversified investment approach, and to participate in the transformation of global finance through the integration of digital asset strategies.

About ReYuu
ReYuu is engaged in reuse-related businesses that handle reused mobile terminals, as well as communications terminal equipment rental for corporations. The reuse-related business mainly buys and sells reused communication terminal equipment such as smartphones, tablets, and personal computers.

For further information contact:
Chris Yeung
Chief Executive Officer and Director
Email: IR@universaldigital.io
Phone: (289) 646-6252
www.universaldigital.io

Neither the Canadian Securities Exchange nor its Market Regulator (as that term is defined in the policies of the Canadian Securities Exchange) accepts responsibility for the adequacy or accuracy of this release.

Forward-Looking Information
Certain statements in this release constitute "forward-looking statements" or "forward-looking information" within the meaning of applicable securities laws including, without limitation, statements relating to the expected strategic and market benefits of the Company's investment in ReYuu; the Company's ability to advance its digital-asset investment strategy, market positioning, investor awareness, and stakeholder engagement; as well as statements relating to the Company's overall business strategy, investor engagement, regulatory approvals, the availability of capital, anticipated timelines, and general economic, financial, market and political conditions. Such statements can be identified by the use of words such as "may", "would", "could", "will", "intend", "expect", "believe", "plan", "anticipate", "estimate", "scheduled", "forecast", "predict" and other similar terminology, or state that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved. These statements reflect the Company's current expectations regarding future events, performance and results and speak only as of the date of this release.

Forward-looking statements and information contained herein are based on certain factors and assumptions regarding, among other things, the Company continuing its anticipated business strategy, including, without limitation, availability of capital to complete proposed transactions or pursue its strategic initiatives; expectations with respect to market conditions, investor engagement, regulatory approvals; that ReYuu will support the Company to build a scalable platform for developing treasury and financing models in Japan; that the Company can access financing on acceptable terms; and other business and economic considerations. While the Company considers its assumptions to be reasonable as of the date hereof, forward-looking statements and information are not guarantees of future performance and readers should not place undue importance on such statements as actual events and results may differ materially from those described herein. The Company does not undertake to update any forward-looking statements or information except as may be required by applicable securities laws.

Such statements and information involve known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of the Company or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements or information, including, without limitation, availability of capital to complete proposed transactions or pursue its strategic initiatives; the risk that the Company does not realize the anticipated benefits of its investment in ReYuu; reliance on third parties over whom the Company has no control; changes in general economic, market or regulatory conditions (in Canada, Japan or elsewhere); and volatility in digital-asset and capital markets. Please see the "Risk Factors" section of the Company's most recent annual information form dated June 3, 2025 for the year ended January 31, 2025.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/272257

FAQ

What did Universal Digital announce on October 29, 2025 regarding LFGMF?

Universal Digital announced closing a strategic equity and warrant investment in ReYuu Japan and related rights and options.

How many ReYuu shares did Universal Digital acquire and for how much?

Universal Digital acquired 200,000 ordinary shares (≈3.48%) for approximately USD 1,030,000 including advisory fees.

What are the terms of the ReYuu warrants held by Universal Digital (LFGMF)?

Universal Digital bought 8,000 warrants for USD 45,434; each warrant buys 100 shares (up to 800,000) at JPY 579, expiring July 23, 2028.

Does Universal Digital have rights to buy more ReYuu warrants after closing?

Yes; the agreement grants an option to acquire up to 10,000 additional warrants until July 23, 2028 at a specified pricing formula.

What is the USD 100 million figure mentioned in the October 29, 2025 announcement?

ReYuu holds a non-binding right to request up to USD 100 million of capital contributions from Universal Digital for potential digital asset purchases, at Universal Digital’s sole discretion.