Vancouver, British Columbia--(Newsfile Corp. - May 20, 2026) - Universal Digital Inc. (CSE: LFG) (OTCQB: LFGMF) (FSE: 8R20) ("Universal Digital" or the "Company") announces that it has signed an amended and restated promissory note with conversion rights dated May 20, 2026 with Helena Global Investment Opportunities 1 Ltd. ("Helena"), an arm's length party. The amended note amends and restates the promissory note issued to Helena on January 27, 2026 and is conditional upon acceptance by the Canadian Securities Exchange ("CSE").
If accepted by the CSE, the amended note will extend the maturity date to August 15, 2026, increase the principal amount from US$300,000 to US$325,000 to reflect a US$25,000 extension fee added to principal, and add conversion rights at C$0.065 per common share. The amended note will continue to bear interest at 6% per annum and remain secured by the pledge agreement dated January 27, 2026.
Helena may convert all or any portion of the outstanding amount under the amended note into common shares of the Company at C$0.065 per share, subject to required approvals. On a change of control transaction, any outstanding amount will automatically convert at C$0.065 per share, subject to required approvals. Any common shares issued on conversion will be subject to a statutory hold period under National Instrument 45-102, any applicable CSE hold period and any legends or resale restrictions required under applicable securities laws and CSE policies. No common shares will be issued at closing, no new cash proceeds will be received by the Company, and no finder's fees are payable in connection with the amendment.
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.
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 statements relating to the amended note, the potential conversion or repayment of amounts owing under the amended note, the potential issuance of common shares on conversion, the potential completion of any change of control transaction, receipt of required approvals, the availability of capital, the Company's capitalization, and the Company's business strategy, market positioning, regulatory approvals, 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, the enforceability and performance of the amended note and related pledge agreement, availability of capital to repay the amended note or pursue strategic initiatives, receipt of required approvals, expectations with respect to market conditions, anticipated timelines, operating costs, 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, the risk that required approvals are not obtained, the risk that the amended note is not repaid or converted as anticipated, dilution arising from any conversion, the occurrence of an event of default, volatility in the market price of the Company's common shares, volatility in digital asset markets, availability of capital, regulatory developments, and the Company not realizing the anticipated benefits set out above. 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/298207
Source: Universal Digital Inc.
