Trading Highlights

• FDUSD is a stablecoin launched by First Digital in 2023 and pegged to the US dollar. The cumulative trading volume has exceeded 4.7 trillion US dollars (as of June 30, 2026). In April 2024, it reached a historical peak with a circulation of over 4.4 billion US dollars.
• Each FDUSD is backed by cash and cash equivalents, including short-term U.S. Treasury bills and reverse repurchase agreements. These reserves are held in separate customer accounts by licensed custodians, and an independent accounting firm issues an audit report on them monthly.
• First Digital achieved revenue of approximately $87 million for the fiscal year ending June 30, 2025.
• Finance District is an on-chain ecosystem developed by First Digital that is aimed at the agent economy. Currently, four products have been launched: District Pass, Agent Wallet, Prism, and a AI assistant.
• The proposed transaction is based on a pre-investment equity valuation of First Digital at $250 million; upon completion of the transaction, the merged company is expected to become a NASDAQ-listed entity.
• The transaction is expected to be completed in the first half of 2027, subject to approval from shareholders and regulatory authorities, as well as meeting the usual delivery conditions.

Hong Kong Special Administrative Region and New York, October 7th ( GLOBE NEWSWIRE ) – First Digital Group Limited (together with its subsidiary, “ First Digital ”) have signed a final business merger agreement (“ BCA ”) with CSLM Digital Asset Acquisition Corp III , Ltd . (Nasdaq: KOYN ) (“ KOYN ”). First Digital is the parent group of the FDUSD stablecoin and also the developer of Finance District . KOYN is a special purpose acquisition company listed on Nasdaq ( SPAC ).

Upon the completion of the transaction proposed under BCA, First Digital will become a wholly-owned subsidiary of a new holding company ("listed company") established in the Cayman Islands. The shares of the listed company are expected to be traded on NASDAQ. The completion of the proposed transaction requires regulatory approval, as well as the approval of the shareholders of KOYN and First Digital, and must also meet several other customary delivery conditions.

First Digital indicates that there are three main reasons for seeking to go public. Going public will enable it to access the public capital market, providing funds for the ongoing construction of Finance District. It will also bring transparency and reporting obligations to the listed company, which First Digital is expected to be very important for institutions, partners, and regulatory authorities that cooperate with it. In addition, going public will facilitate participation from investors in the public market.

FDUSD

First Digital launched FDUSD in 2023. Its early success was due to one of the world's largest digital asset exchanges, Binance (Binance): Binance introduced FDUSD trading pairs and integrated them into a range of trading and product services. To this day, Binance remains the largest centralized secondary market for FDUSD. Within four months of its launch, FDUSD reached a market value of 1 billion US dollars. As of June 30, 2026, the cumulative trading volume of FDUSD has exceeded 4 trillion US dollars, with a daily trading volume of up to about 25 billion US dollars, and a peak circulating supply of over 4.4 billion US dollars (reached in April 2024). It is traded on 16 exchanges across six blockchain networks (including Ethereum, BNB Smart Chain, Solana, Sui, Arbitrum, and TON), with more than 100 trading pairs available.

FDUSD is issued by the First Digital group. Each FDUSD in circulation is backed by reserves consisting of cash and cash equivalents (including short-term U.S. Treasury bills). These reserves are held for the issuer by First Digital Trust Limited (“FDT”) acting as a custodian, and are deposited in a separate account. FDT is a licensed trust or corporate services provider in Hong Kong and is also a subsidiary of the First Digital group. The reserves are subject to independent monthly audits. FDUSD does not pay interest or dividends.

First Digital is expanding the venues and application scope of FDUSD for settlement, mainly in two directions: one is between centralized exchanges, decentralized exchanges, and the DeFi platform; the other is within the ecosystem Finance District developed by First Digital, where FDUSD serves as the main settlement asset.

South Korea is one of the most active digital asset markets in the world. As South Korea gradually establishes a regulatory framework for digital assets and stablecoins, it has become a strategic focus for First Digital. First Digital has signed memorandums of understanding with ITCEN Group (a subsidiary of a South Korean digital asset group that is listed on South Korea's Gyeonggi Innovation Market KOSDAQ) and Wavebridge Inc (a virtual asset service provider registered with the Financial Intelligence Service of South Korea Korea Financial Intelligence Unit, KoFIU), with the aim of exploring distribution and settlement infrastructure for FDUSD in South Korea and sharing the experience of issuing stablecoins First Digital with local institutions. First Digital has no intention of issuing its own stablecoin pegged to the South Korean won. The founder and CEO of First Digital, Vincent Chok, has participated in industry and policy discussions related to stablecoins in South Korea, including those held in May 2026 in the National Assembly. First Digital plans to establish a branch in South Korea in the first quarter of 2027, but this is subject to business, regulatory, and operational considerations.

Finance District and the Agent Economy

Finance District ( fd.xyz ) is an agent economy ecosystem developed by First Digital, providing financial infrastructure for individual users as well as AI agents that act on behalf of those users. Currently, four products have been launched. District Pass serves as the unified identity credential used throughout the ecosystem. Agent Wallet is a multi-chain wallet, and AI agents operate this wallet through model context protocols ( Model Context Protocol , MCP ), while also providing a graphical interface for the users they represent. Prism is a tool that enables merchants and e-commerce platforms to accept payments made in digital assets (including stablecoins) by AI agents that purchase on behalf of their customers. AI assistants help users conduct transactions on the platform and manage their activities.

Third-party forecasts highlight the scale of this opportunity: Edgar, Dunn & Company predict that global expenditures by intelligent agent consumers on consumer-to-business will grow from $136 billion in 2025 to $1.7 trillion by 2030; Standard Chartered Bank (Standard Chartered) predicts that the global supply of stablecoins will reach approximately $2 trillion by 2028. The intelligent agent economy is still in its early stages, and Finance District has not yet generated substantial revenue for First Digital; its purpose is to provide the infrastructure necessary for this economy.

Finance District is governed by the holder of FDFI. FDFI is a governance token with a fixed supply of 2 billion tokens. The supporters of this ecosystem include Moca Services Limited ( Animoca Brands ) and Wintermute Trading Ltd ( Wintermute ). FDFI is a governance token and does not represent any equity, ownership, or other rights in First Digital or FDUSD.

Led by the founder since 2019

Vincent Chok was founded in 2019 as First Digital, initially engaging in trust and custody services. In 2022, the group registered First Digital Group Limited in Gibraltar as its holding company and launched FDUSD in 2023. First Digital currently has over 75 employees in multiple jurisdictions, and its senior management team possesses expertise in digital assets, regulatory compliance, financial operations, and technical infrastructure. First Digital currently holds licenses as a Hong Kong trust or corporate service provider (including Trust, or, and TCSP) as well as registrations for two Canadian money services businesses (Money Services Business and MSB). The application for a license to issue fiat-pegged tokens on its Abu Dhabi Global Market (ADGM) is under review, and the company plans to seek authorization in Europe, the United Arab Emirates, Southeast Asia, Latin America, and the United States.

Today's announcement is a step towards the next phase: to list the company by signing a final business merger agreement, in order to build the infrastructure for an agent economy.

Management Commentary

First Digital Founder and CEO Vincent Chok stated: "The development of First Digital relies on focusing on doing one thing well step by step. In 2023, we launched FDUSD, which has become one of the most active stablecoins traded on centralized exchanges and is fully supported by reserves that are audited monthly. The next step is Finance District; we believe that as businesses move towards intelligence, it will provide the infrastructure needed for people and their AI intelligents. We are at the beginning of this industry. Listing on NASDAQ will enable us to enter the public capital market, gain the transparency of a listed company, and have shareholders who can participate in building it with us."

KOYN, Chairman and CEO, stated: "We are honored to collaborate with a visionary and highly respected individual like Vincent. Principles such as stewardship, integrity, and trust define the approach of First Digital. Programmable currencies are integrating the global payment network into a single global dollar network. We are rewriting the global financial landscape from scratch. The emergence of agent payments represents a paradigm shift, and First Digital is in a unique position to lead this transformation, with FDUSD serving as the native settlement asset within Finance District."

The strategic advisor of First Digital, Black Spade Advisory, added: "We support innovative development in the field of digital assets and recognize the potential significance of the proposed business merger. This transaction could help enhance the market influence of stablecoin-related infrastructure. We believe that stablecoins can play an important role in future cross-border settlements and capital flows. We are delighted to support the teams of Vincent and First Digital. They are already at the forefront of this rapidly developing field."

Transaction Overview

In accordance with the terms of BCA, (1) First Digital will be restructured as a continuing entity ("continuation") and transferred from Gibraltar to the Cayman Islands as a limited liability exempt company ("exempted company limited by shares"); (2) KOYN will merge into a listed company (a newly established Cayman Islands exempt company), with the listed company remaining as the continuing entity; (3) a wholly-owned subsidiary of the listed company ("Merger Sub") will merge into First Digital, with First Digital remaining as the continuing entity and becoming a wholly-owned subsidiary of the listed company.

After the transaction is completed, the shareholders of KOYN and First Digital will exchange their existing equity interests in KOYN and First Digital for securities of the listed company, respectively. The aforementioned shareholders of KOYN and First Digital will receive Class A ordinary shares of the listed company (one voting right per share), whereas Mr. Chok will receive Class B ordinary shares of the listed company (ten voting rights per share).

The proposed transaction is based on a pre-investment equity valuation of First Digital at $250 million, and it does not include any minimum cash requirements.

First Digital has entered into a non-binding term sheet with Millennial Trading Limited regarding a convertible note in the amount of $25 million, with a coupon rate of 0% and a conversion price of $12.00 per share; there is no guarantee that a final agreement will be signed, or that the note will be issued under these terms, or even that it will be issued at all. The current investors of First Digital include Kenetic (through Chainer Consultants Limited) and Nogle (through Nogle Limited).

The proposed transaction has been approved by the boards of directors of First Digital and KOYN. The transaction is expected to be completed in the first half of 2027, subject to several conditions, including: approval from the shareholders of First Digital and KOYN, regulatory approval, the registration statement of the form F-4 submitted by the listed company being declared effective by the U.S. Securities and Exchange Commission (“SEC”), NASDAQ's approval of the listed company's listing application, and the fulfillment or exemption of other conditions stated in BCA. There is no guarantee that the proposed transaction will be completed according to the current anticipated terms or timeline, or even that it will be completed at all.

Information regarding the proposed transaction (including the BCA copy and investor presentation materials) will be provided in one or more current 8-K filings submitted to SEC by KOYN (8-Ks Current Report on Form).

Consultant

Cohen and Company Capital Markets serve as the exclusive capital market and M&A advisors for First Digital. DLA Piper LLP ( US ) and DLA Piper UK LLP act as the legal advisors for First Digital. Loeb and Loeb LLP serve as the legal advisors for KOYN. Black Spade Advisory acts as the strategic advisor for First Digital.

About First Digital

First Digital provides trust and custody services through a licensed trust or corporate service provider in Hong Kong, First Digital Trust Limited, and also issues a stablecoin FDUSD pegged to the US dollar. First Digital is also the developer of the agent economy ecosystem Finance District ( fd.xyz ). First Digital was established in 2019, holds licenses and registrations in both Hong Kong and Canada, and employs over 75 people.

For more information about First Digital, please visit https ://1stdigital., com, https ://, www.firstdigitallabs.com, and https :// fd.xyz.

Additionally, on April 3, 2025, First Digital submitted a writ of summons ( writ of summons ) to the Court of First Instance of the High Court of the Hong Kong Special Administrative Region ( Court of First Instance ) against Sun Yuchen ( Sun Yuchen , also known as Justin Sun ), filing a defamation lawsuit regarding the public accusations made against him. For more information on this matter and publicly available archived documents, please visit: https ://1stdigital. com / ir-and-disclosures

Regarding CSLM Digital Asset Acquisition Corp III, Ltd. ( KOYN )

KOYN is a publicly listed special purpose acquisition company that focuses on high-growth, cutting-edge technology fields, including digital assets, regulated financial infrastructure, and next-generation fintech. KOYN is led by an experienced SPAC team that has a track record in identifying, executing, and managing complex public market transactions. The Class A common stocks of KOYN are listed on NASDAQ, with the stock code “KOYN”.

Contact Information for Investors and Media

First Digital : Samantha Yap | YAP Global | samantha @ yapglobal.com

KOYN : info @ koynspac.com

Forward-looking statements

This press release contains “forward-looking statements” as defined by the Federal Securities Laws ( federal securities laws ). All information regarding First Digital in this press release is provided solely by First Digital and has not been independently verified by KOYN or any of its directors, senior management personnel, employees, consultants, or affiliates. None of the aforementioned parties makes any express or implied statements or warranties regarding the accuracy, completeness, or reasonableness of such information or any other information contained in this document, and shall bear no responsibility ( responsibility ) or legal liability ( liability ). This press release is for informational purposes only and should not be relied upon in making any investment, voting, or other transaction decisions. Any risk associated with such reliance is entirely at the reader's own discretion.

The expectations, estimates, and forecasts for the First Digital and KOYN businesses may differ from their actual results. Therefore, you should not regard these forward-looking statements as predictions of future events. Terms such as “expect” (expected), “estimate” (estimated), “project” (predicted), “budget” (budget), “forecast” (forecast), “anticipate” (anticipated), “intend” (intended), “plan” (planned), “may” (possible), “will” (will), “could” (may), “should” (should), “believes” (believed), “predicts” (prognosed), “potential” (potential), “continue” (continue), and similar expressions (or their negative forms) are intended to identify such forward-looking statements.These forward-looking statements also include, but are not limited to, statements regarding: forecasts, estimates, and projections of revenue and other financial and performance indicators; predictions and expectations of market opportunities; the estimated intrinsic value of the listed company; the ability of First Digital to scale and develop its business; the size and growth of the metaverse economy and stablecoin markets; the development and adoption of Finance District and its products; the governance structure of Finance District by its holders; the anticipated transition to decentralized governance; First Digital's plans in South Korea and other jurisdictions, as well as its pending and proposed licenses; the proposed convertible notes related to Millennial Trading; the purpose of going public and expected benefits; the listed company's advantages and expected growth; the company's ability to attract and retain talent; the cash position of the listed company after the completion of the proposed transaction; the ability of KOYN and First Digital to complete the proposed transaction; and expectations related to the terms and timing of the proposed transaction. These statements are based on various assumptions and the current expectations of the management of KOYN and First Digital, and are not predictions of actual performance.

These forward-looking statements involve significant risks and uncertainties, which may lead to material differences between actual results and expected results. Although First Digital and KOYN each believe that they have a reasonable basis for each forward-looking statement contained in this press release, First Digital and KOYN would like to draw your attention to the fact that these statements are based on current known facts and factors as well as forecasts of the future, which are inherently uncertain. Most of these factors are beyond the control of First Digital and KOYN and are difficult to predict. Factors that could lead to such differences include, but are not limited to: (1) the occurrence of any events, changes, or other circumstances that could result in the termination of BCA; (2) the outcome of any legal proceedings that may be initiated against First Digital, KOYN, or others after the announcement of the proposed transaction; (3) the inability to complete the proposed transaction, including due to the failure to obtain approval from the shareholders of First Digital and KOYN, certain regulatory approvals, or other closing conditions; (4) the inability to maintain the listing of the listed company's securities on NASDAQ or other national stock exchanges after the proposed transaction; (5) the risk that the announcement and completion of the proposed transaction will disrupt current plans and operations; (6) the inability to achieve the expected benefits of the proposed transaction, which may be affected by factors such as competition, the listed company's ability to achieve profitable growth and manage growth, and the ability to retain key employees; (7) costs associated with the proposed transaction; (8) changes in applicable laws and regulations, including those governing stablecoins and digital assets; and (9) other risks and uncertainties contained in the documents submitted by KOYN or the listed company to SEC or that may be submitted in the future. The list of factors above is not exhaustive.In addition, the listed company expects that the registration statements contained in the F-4 forms submitted to SEC regarding the proposed transaction, as well as other documents from time to time submitted by the listed company, First Digital and/or KOYN to SEC, will also include descriptions of risks and uncertainties. These documents may identify and discuss other significant risks and uncertainties that could lead to material differences between actual events and results and those contained in the forward-looking statements. Neither First Digital nor KOYN can guarantee that the forward-looking statements in this press release will prove to be accurate.

In view of the significant uncertainties associated with these forward-looking statements, nothing in this press release should be construed as a statement by anyone that the forward-looking statements contained herein or any of the expected results will be achieved. You should not rely excessively on any forward-looking statements, which represent only the views as of the date they are made. Subsequent events and developments may cause those views to change. Except as required by law, First Digital and KOYN assume no obligation or commitment to update or revise any forward-looking statements publicly to reflect any expected changes, or to account for any changes in the events, conditions, or circumstances on which such statements are based. The past performance of the management team of First Digital or KOYN does not guarantee future performance.

Does not constitute an offer or solicitation.

This press release does not constitute a solicitation of proxies, consent, or authorization regarding any securities or proposed transactions. This press release does not constitute an offer to sell any securities or an invitation to purchase any securities. In any jurisdiction where such an offer, invitation, or sale would be illegal prior to registration or qualification in accordance with that jurisdiction’s securities laws, no such securities sales may be conducted. No securities offerings shall be made except through a prospectus that complies with the requirements of the revised U.S. Securities Act of 1933 or by obtaining an exemption from such requirements.

Supplementary information and methods of reference

Regarding the proposed transaction, the listed company will prepare a F-4 registration statement, which will include a proxy statement/prospectus containing information regarding the proposed transaction as well as the respective business information of KOYN and First Digital. It will also include a prospectus related to the shares issued to the shareholders of First Digital and KOYN in connection with the completion of the proposed transaction, and this will be submitted to SEC. Once the registration statement is declared effective, the proxy statement/prospectus will be mailed to the shareholders of KOYN. KOYN encourages investors and other relevant parties to read this document, as well as other documents submitted to SEC, once they become available, as they will contain important information regarding the proposed transaction. The aforementioned parties may also read the report submitted by KOYN to SEC to understand the securities held by its senior management and directors, as well as their respective interests as security holders in the completion of the transaction described herein. The proxy statement/prospectus (once available) and the report from KOYN can be obtained for free on the SEC website (http://www.sec.gov).

Recruiting participants

According to the SEC rule, KOYN, listed companies, First Digital and their respective directors, executive officers, other management members, and employees may be considered participants in soliciting proxy nominations from KOYN shareholders regarding the proposed transaction. Investors and security holders can obtain more detailed information regarding the names, affiliations, and interests of the directors and senior management personnel of KOYN in the report submitted by KOYN to SEC. Information regarding those who may be considered participants in soliciting proxy nominations from KOYN shareholders for the proposed transaction under the SEC rule will also be included in the proxy statement/prospectus when it becomes available. Information regarding the interests of the participants in solicitation related to First Digital and KOYN (which may differ from the overall interests of their respective shareholders in certain circumstances) will also be provided in the proxy statement/prospectus when it is available.

Non-Generally Accepted Accounting Principles Financial Indicators ( Non - GAAP Financial Measures )

This press release may contain certain financial indicators and key metrics related to the expected future performance of First Digital that are not in accordance with generally accepted accounting principles (GAAP). These non-GAAP indicators are preliminary and carry risks and uncertainties. Since various adjustment items are difficult to predict and are constantly changing, it is not possible to provide a reconciliation table based on a forward-looking basis between these non-GAAP financial indicators and the corresponding GAAP indicators. Any differences between the actual results of First Digital and the forecast financial information contained in this document may be material.

Use of Data

The industry data contained in this document comes from various internal and external sources deemed reliable by First Digital and KOYN. Although First Digital and KOYN are not aware of any inaccuracies in the external data listed in this document, they acknowledge that such data involves risks and uncertainties and may change due to various factors, including those mentioned in the aforementioned "forward-looking statements." Any data regarding past performance or modeling contained in this document does not represent future performance. Furthermore, First Digital and KOYN each declare that, except as required by law, they have no obligation to update or revise the information in this press release due to new information, future events, or other reasons.