Transuite.Org Inc. (TRSO) plans 51% stake in Australian crypto exchange SGX

Rhea-AI Filing Summary

Transuite.Org Inc. entered into a non-binding Letter of Intent on September 26, 2025 to acquire 51% of Australian licensed digital currency exchange SYD GOLDX PTY LTD through the issuance of Transuite common stock. This potential deal would give Transuite a majority equity interest in SGX if completed.

The Letter of Intent states that both parties will negotiate in good faith toward a definitive agreement, subject to due diligence, final terms, board approvals for both companies, and other customary conditions. Either party may terminate the LOI in writing if due diligence results are unsatisfactory, and the LOI explicitly states it does not create a binding obligation to close the transaction.

Transuite also issued a press release on September 26, 2025 announcing the LOI, which is furnished as an exhibit. Copies of the LOI and the press release are attached as exhibits to this report.

Insights

M&A and strategic transactions analyst

Transuite signs non-binding LOI to buy 51% of an Australian digital currency exchange using stock.

The company has signed a Letter of Intent to acquire 51% of SYD GOLDX PTY LTD, an Australian licensed digital currency exchange, in exchange for shares of Transuite common stock. This would represent a majority stake, indicating an intention to gain operating control of SGX if a definitive agreement is reached.

The LOI is expressly non-binding on closing and is conditioned on satisfactory due diligence, negotiation of final terms, and approval by the boards of directors of both companies, along with other customary conditions. Either party can terminate the LOI in writing if due diligence is unsatisfactory, so the actual completion of the transaction remains uncertain.

A press release dated September 26, 2025 announces the LOI and is furnished (not filed) as an exhibit, which limits its use under certain liability provisions. Subsequent filings would need to disclose if a binding definitive agreement is executed or if the parties decide not to proceed.

8-K Event Classification

3 items: 1.01, 7.01, 9.01

3 items

Item 1.01 Entry into a Material Definitive Agreement Business

The company signed a significant contract such as a merger agreement, credit facility, or major partnership.

Item 7.01 Regulation FD Disclosure Disclosure

Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Understanding 8-K Material Events →

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): September 29, 2025

TRANSUITE.ORG INC.

(Exact name of registrant as specified in its charter)

Nevada		333-255178		30-1129581
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

732 S 6th St # 4304 Las Vegas, NV 89101

(Address of Principal Executive Offices)

(775) 295-4295

Registrant’s telephone number, including area code

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (2§40.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 1.01 Entry into a Material Definitive Agreement

On September 26, 2025, Transuite.Org Inc. (the “Company” or “TRSO”) entered into a Letter of Intent (“LOI”) with SYD GOLDX PTY LTD (“SGX”), an Australian licensed Digital Currency Exchange, pursuant to which TRSO proposes to acquire 51% of the equity interest in SGX through the issuance of shares of TRSO’s common stock (the “Transaction”).

The LOI provides that the parties will negotiate in good faith to enter into a definitive agreement, subject to satisfactory completion of due diligence, negotiation of final terms, approval by the boards of directors of both companies, and other customary conditions. The LOI includes mutual confidentiality provisions and grants either party the right to terminate the agreement in writing should the due diligence results prove unsatisfactory.

The LOI does not create any legally binding obligation to consummate the Proposed Transaction, and there can be no assurance that a definitive agreement will be executed or that the transaction will be completed.

A copy of the LOI is attached as Exhibit 10.1 to this report and is incorporated herein by reference.

Item 7.01 Regulation FD Disclosure

On September 26, 2025, TRSO issued a press release announcing the LOI. A copy is attached as Exhibit 99.1.

The information in this Item 7.01 (including Exhibit 99.1) is furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act or otherwise subject to liability under that section.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

Exhibit No.		Description
10.1		Letter of Intent, dated September 26, 2025, between Transuite. Org Inc. and SYD GOLDX PTY LTD
99.1		Press Release dated September 26, 2025

2

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

TRANSUTIE.ORG INC.

Date: September 29, 2025	By:	/s/ Mengqing Fan
	Name:	Mengqing Fan
	Title:	Chief Executive Officer

3

FAQ

What did Transuite.Org Inc. (TRSO) announce in this 8-K filing?

Transuite.Org Inc. reported that on September 26, 2025 it entered into a non-binding Letter of Intent to acquire 51% of SYD GOLDX PTY LTD, an Australian licensed digital currency exchange, in exchange for shares of Transuite common stock.

Is Transuite.Org Inc.'s acquisition of SYD GOLDX PTY LTD binding at this stage?

No. The Letter of Intent expressly states it does not create a legally binding obligation to consummate the proposed transaction, and there is no assurance a definitive agreement will be executed or that the transaction will be completed.

What conditions must be met before Transuite.Org Inc. can complete the SGX acquisition?

Completion is subject to satisfactory due diligence, negotiation of final terms, approval by the boards of directors of both Transuite.Org Inc. and SYD GOLDX PTY LTD, and other customary closing conditions described in the LOI.

Can the Letter of Intent between Transuite.Org Inc. and SYD GOLDX PTY LTD be terminated?

Yes. The LOI allows either party to terminate the agreement in writing if the results of due diligence prove unsatisfactory, giving both sides an exit before signing any definitive agreement.

How is Transuite.Org Inc. paying for the 51% stake in SYD GOLDX PTY LTD?

The proposed transaction structure calls for Transuite.Org Inc. to acquire 51% of the equity interest in SYD GOLDX PTY LTD through the issuance of shares of Transuite common stock rather than a cash payment.

What additional documents related to the Transuite.Org Inc. LOI are included as exhibits?

The filing includes as exhibits a copy of the Letter of Intent dated September 26, 2025 between Transuite.Org Inc. and SYD GOLDX PTY LTD (Exhibit 10.1) and a press release dated September 26, 2025 announcing the LOI (Exhibit 99.1).