Mr. Chris Yeung reports

UNIVERSAL DIGITAL INC. ANNOUNCES SECOND AMENDMENT TO HELENA PROMISSORY NOTE

Universal Digital Inc. has completed a second amendment dated Sept. 24, 2026, to its $325,000 (U.S.) convertible promissory note dated May 20, 2026, held by arm's-length lender Helena Global Investment Opportunities 1 Ltd. Maturity is extended from Aug. 15, 2026, to March 1, 2027, with annual simple interest of 6 per cent to maturity, subject to default provisions.

The company will repay $175,000 (U.S.) to Helena by Oct. 15, 2026, with Helena's security under its pledge agreement released upon receipt. Subject to capital adjustments and required approvals, the company will issue a fixed 3,567,000 common shares immediately before or concurrently with the completion of a change of control transaction on or before March 1, 2027. Helena's receipt of the cash payment and shares will fully discharge the note. If no such transaction is completed by that date, the fixed share settlement will expire and the unpaid balance will remain outstanding under the note.

Any payment default and related charges are waived provided Helena receives $175,000 (U.S.) by Oct. 15, 2026, and no subsequent default occurs. Optional conversion is suspended until maturity unless a default permanently ends the suspension. Other note terms remain unchanged.

The amended conversion terms and share issuance require applicable approvals, including Canadian Securities Exchange acceptance. Shares issued will be subject to applicable statutory resale restrictions and CSE hold requirements.

About Universal Digital Inc.

Universal Digital 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.

We seek Safe Harbor.