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UPAY Inc. Announces Petra Software Transaction

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UPAY (OTCQB: UPYY) completed a restructuring transaction involving Petra Software USA, Petra Software SA and Acheron Systems. Petra SA becomes UPAY’s dedicated South African development platform, with Acheron as its wholly owned subsidiary and Petra USA holding a majority stake.

The structure aims to expand software development and architecture capacity in the US and South Africa, support international commercialization, enable US customer contracting, and align with UPAY’s strategy of building and owning fintech, compliance and digital infrastructure platforms.

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AI-generated analysis. How Rhea-AI works. Not financial advice.

Positive

  • Completion of Petra and Acheron restructuring creates unified software platform
  • Petra SA designated as dedicated South African development and technology hub
  • Acheron becomes wholly owned subsidiary of Petra SA, strengthening capabilities
  • Petra USA holds majority in Petra SA and can contract with US customers
  • Structure supports international software commercialization for UPAY ecosystem
  • Minority stake and future key employee pool help retain and incentivize talent

Negative

  • None.
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DALLAS, June 30, 2026 (GLOBE NEWSWIRE) -- UPAY Inc. (“UPAY” or the “Company”) (OTCQB: UPYY), a technology-focused company with interests in fintech, compliance, software platforms and digital infrastructure, announces the completion of a restructuring transaction involving Petra Software (Pty) Ltd (“Petra SA”), Petra Software LLC (“Petra USA”), and Acheron Systems (Pty) Ltd (“Acheron”).

UPAY established a software development and technology platform through Petra USA and Petra SA. Petra USA, a Florida limited liability company wholly owned by UPAY, holds a majority interest in Petra SA. Petra SA will serve as the dedicated South African software development and technology platform company, with Acheron becoming a wholly owned subsidiary of Petra SA. This structure positions the UPAY group to expand its software development capacity, technology architecture capabilities and international commercialization opportunities.

Petra USA holds a majority interest in Petra SA, while Wynand Jordaan will retain a minority interest of 32% in Petra SA. The structure also allows for participation by other shareholders and a future key employee incentive pool.

Acheron, founded by Wynand Jordaan and in operation since 2015, is a South African software development company with experience in software architecture, fintech development, technology systems and advanced software solutions. Through this transaction, Acheron’s software development capabilities will be aligned with Petra USA, Petra SA and the broader UPAY ecosystem.

UPAY believes the transaction provides several potential benefits, including:

  • expanded software development and architecture capacity in the US and South Africa;
  • strengthened technology delivery capability for UPAY group projects;
  • a platform for international software commercialization;
  • continued involvement of Acheron founder Wynand Jordaan;
  • a structure that allows for future key employee participation; and
  • enhanced ability to develop and support fintech, compliance and related technology platforms.

Jaco Fölscher, Chief Executive Officer of UPAY Inc., commented:

“We are excited about the completion of this transaction. Acheron brings software engineering, architecture and technology delivery capability into the structure, while Petra SA gives us a focused platform through which we can scale development and commercialization opportunities. Importantly, Petra USA also gives us the ability to contract with and perform development work for US customers, creating a bridge between South African software engineering capability and the US market. This transaction is an important step in strengthening UPAY’s technology foundation and positioning the group for future growth.”

Wynand Jordaan, founder of Acheron Systems, commented:

“I am excited about the next phase for Acheron and the opportunity to work more closely with Petra USA and Petra SA. The structure creates a platform for international growth, while allowing us to continue focusing on software development, architecture and technology delivery.”

The Company expects the Petra and Acheron structure to support UPAY’s long-term strategy of building and owning technology platforms that serve the financial services, compliance, software and digital infrastructure sectors.

About UPAY Inc.

UPAY Inc. is a publicly traded company quoted on the OTCQB under the ticker symbol UPYY. The Company is focused on building and expanding technology-driven businesses, with interests in fintech infrastructure, software platforms, compliance solutions and related digital services.

About Petra Software (Pty) Ltd

Petra Software (Pty) Ltd is a South African software and technology company established to support software development, technology architecture, platform development and commercialization opportunities within the UPAY ecosystem and related markets.

About Acheron Systems (Pty) Ltd

Acheron Systems (Pty) Ltd is a South African software development company founded by Wynand Jordaan and has been in operation since 2015. Acheron has experience in software architecture, fintech development, systems design and technology delivery.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of applicable securities laws. Forward-looking statements include statements regarding future growth, technology development, commercialization opportunities, strategic benefits, software development capacity, platform development, future employee incentives and the anticipated benefits of the transaction. These statements are based on current expectations and assumptions and are subject to risks and uncertainties that could cause actual results to differ materially from those expressed or implied. These risks and uncertainties include, among others, the Company’s ability to complete and integrate the transaction and realize its anticipated benefits; its need for additional financing and the potential for dilution to shareholders; risks of conducting operations in South Africa, including currency, legal and regulatory risks; dependence on key personnel, including Wynand Jordaan; and the other risk factors described in the Company’s filings with the U.S. Securities and Exchange Commission, which are available at www.sec.gov.

Forward-looking statements are not guarantees of future performance, and readers should not place undue reliance on them. UPAY undertakes no obligation to update or revise any forward-looking statements, except as required by law.

Media Enquiries

Contact Information
UPAY INC.
Media Relations
info@upaytechnology.com


FAQ

What did UPAY (OTCQB: UPYY) announce about the Petra Software transaction on June 30, 2026?

UPAY announced completion of a restructuring transaction involving Petra USA, Petra SA and Acheron Systems. According to UPAY, Petra SA becomes the South African development platform, with Acheron as a wholly owned subsidiary and Petra USA holding a majority interest in Petra SA.

How does the Petra and Acheron structure benefit UPAY (UPYY) and its software development capacity?

The new structure is intended to expand UPAY’s software development and architecture capacity in the US and South Africa. According to UPAY, it strengthens technology delivery for group projects and supports development of fintech, compliance and related technology platforms across its ecosystem.

What role will Petra Software SA play in UPAY’s (UPYY) strategy after the June 2026 transaction?

Petra SA will serve as UPAY’s dedicated South African software development and technology platform company. According to UPAY, this focused role is expected to support scaling development, enhancing technology architecture capabilities and enabling international software commercialization opportunities for the broader group.

Who is Acheron Systems and how is it integrated into UPAY’s (UPYY) Petra structure?

Acheron is a South African software development company founded in 2015 by Wynand Jordaan. According to UPAY, Acheron becomes a wholly owned subsidiary of Petra SA, aligning its architecture and technology delivery capabilities with Petra USA, Petra SA and the wider UPAY ecosystem.

How does Petra Software USA support UPAY’s (UPYY) access to US software customers?

Petra USA is a Florida company wholly owned by UPAY that holds a majority interest in Petra SA. According to UPAY, Petra USA enables the group to contract with and perform development work for US customers, bridging South African engineering with the US market.

What is the strategic goal of UPAY’s Petra and Acheron restructuring for long-term growth?

The restructuring is intended to support UPAY’s long-term strategy of building and owning technology platforms. According to UPAY, these platforms are aimed at serving financial services, compliance, software and digital infrastructure sectors while positioning the group for future growth opportunities.