Transuite.Org Inc 8-K, filed Sep 9, 2026
Transuite.Org Inc. (TRSO)
About this 8-K
Transuite.Org Inc filed this 8-K on September 9, 2026, reporting on events of September 2, 2026.
Items reported
- Item 1.01: Entered into a material agreement
- Item 5.02: Director or officer change, or executive pay
- Item 7.01: Regulation FD disclosure
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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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:
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
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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 (§240.12b-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 2, 2026, Transuite.Org Inc. (the “Company” or “TRSO”) entered into a Letter of Intent (the “LOI”) with Zhongke Haichuang (Fujian) Technology Co., Ltd. (“Zhongke Haichuang”), pursuant to which TRSO proposes to acquire fifty-one percent (51%) of the equity interests of Zhongke Haichuang through the issuance of shares of TRSO common stock (the “Proposed Transaction”). The valuation of Zhongke Haichuang, the number of shares to be issued as consideration and the other material terms of the Proposed Transaction will be determined following completion of TRSO’s due diligence review and will be set forth in definitive agreements.
The LOI reflects the parties’ current intentions with respect to the Proposed Transaction, and completion of the Proposed Transaction remains subject to the negotiation and execution of definitive agreements and the satisfaction of the applicable conditions. The parties currently intend to execute the definitive acquisition documents on or before March 31, 2027.
Target Company and Strategic Rationale
Zhongke Haichuang is a technology company duly organized and validly existing under the laws of the People’s Republic of China, with its registered operating headquarters in the Fuzhou High-Tech Zone. Zhongke Haichuang operates within the Douyin digital-commerce ecosystem as an Independent Software Vendor (ISV) and integrated value-added technology service provider. It has independently developed the “Zhongke Fukelai” full-domain AI SaaS digital platform and owns numerous software copyrights and registered trademarks. Its product portfolio includes merchant management applications, business creator applications, digital-human livestreaming, AI-powered marketing and content tools, merchant mini-programs and other end-to-end digital solutions for physical merchants.
Douyin and TikTok are both short-video products within the ByteDance group, serving the China market and international markets, respectively. As of June 2026, the Douyin app had more than 1 billion monthly active users in China and continued to lead China’s short-video industry. Meanwhile, according to information published by TikTok, its global community includes more than 1 billion users, including approximately 189 million average monthly users in the European Union during the first half of 2026. As Douyin continues to expand beyond short-form video into e-commerce, local services and merchant digitalization, payment capabilities have become an increasingly important component of its digital-commerce infrastructure.
China’s digital payment market is currently dominated by WeChat Pay and Alipay. Douyin Pay operates under a Payment Business License issued by the People’s Bank of China. Leveraging Douyin’s substantial user base, its expanding digital-commerce ecosystem and licensed payment infrastructure, Douyin Pay is expected to continue expanding its presence and market share, with the potential to become one of China’s top three digital payment platforms.
Zhongke Haichuang operates as an integrated value-added service provider within the Douyin Pay ecosystem. It has developed a proprietary technology support system and a nationwide operations and service network, with capabilities including merchant onboarding, system integration, merchant operations and promotional support.
Zhongke Haichuang’s business includes Douyin Pay-related services, Douyin in-store payment, multi-channel aggregated payment collection services and merchant digitalization solutions. It has also developed cross-border payment-related services and fund-settlement solutions for business scenarios including cross-border income conversion for digital nomads, domestic payments for inbound tourists, cross-border e-commerce receipt and foreign-exchange settlement, overseas labor payroll distribution and corporate cross-border fund aggregation.
The Company believes that the Proposed Transaction represents a strategic opportunity to expand TRSO’s AI-driven business services and enterprise digital-solutions portfolio. By combining Zhongke Haichuang’s merchant digitalization platform, local operating network and payment-related technology capabilities with TRSO’s AI-driven business solutions and international market resources, the Company believes it may expand its AI and enterprise digital-services offerings, strengthen its business development capabilities and create opportunities for cross-border commercialization.
The foregoing description of the LOI does not purport to be complete and is qualified in its entirety by reference to the LOI filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Effective September 9, 2026, the Board of Directors (the “Board”) appointed Mr. Chunsen Song to serve as a director of the Company and as President, Asia-Pacific Region. Mr. Song has accepted his appointments.
Mr. Song has nearly thirty years of business and management experience, including more than ten years of experience in Internet of Things technology, digital commerce and new energy businesses. He previously served as President, China Region of China Shuta International Holding Group Co., Ltd. (HKEX: 08623) and has founded and managed several technology and commercial enterprises. Mr. Song currently serves as Chairman of Zhongke Haichuang (Fujian) Technology Co., Ltd. and has additional management experience in digital payment services, market development and business operations. His experience includes corporate strategy, resource integration, market expansion and technology commercialization.
The Board believes that Mr. Song’s industry and operating experience will support the Company’s growth strategy and its evaluation of potential integration opportunities. Mr. Song will be responsible for strategic development, business development, market operations, partnerships and resource integration in the Asia-Pacific region.
Except as disclosed herein, there are no arrangements or understandings between Mr. Song and any other person pursuant to which he was selected as a director. There are no family relationships between Mr. Song and any director or executive officer of the Company.
Item 7.01 Regulation FD Disclosure
On September 9, 2026, the Company issued a press release announcing the LOI and the Proposed Transaction. The press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
The information in this Item 7.01, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such filing.
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Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
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Forward-Looking Statements
This Current Report on Form 8-K, including the furnished press release, contains forward-looking statements regarding the Proposed Transaction, the negotiation and execution of definitive agreements, the expected timing and potential benefits of the Proposed Transaction, and the Company’s Asia-Pacific expansion. Actual results may differ materially due to risks including the completion of due diligence, agreement on valuation and other final terms, receipt of required approvals, satisfaction of closing conditions and other risks described in the Company’s filings with the Securities and Exchange Commission. Except as required by law, the Company undertakes no obligation to update any forward-looking statement.
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SIGNATURES
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.
TRANSUITE.ORG INC.
Date: September 9, 2026 | By: | /s/ Mengqing Fan |
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| Name: | Mengqing Fan |
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| Title: | Chief Executive Officer |
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EXHIBIT 10.1
LETTER OF INTENT
Party A: TRANSUITE.ORG INC. (hereinafter referred to as “Party A” or “TRSO”)
Registered Address: 732 S 6th St # 4304, Las Vegas, NV 89101, USA
Representative: Mengqing Fan
Party B: Zhongke Haichuang (Fujian) Technology Co., Ltd. (hereinafter referred to as “Party B” or the “Target Company”)
Registered Address: 20th Floor, Building 20, Phase II, Innovation Park, Fuzhou High-Tech Zone, Fujian Province, China
Representative: Chunsen Song
This Letter of Intent (the “Letter of Intent” or this “Agreement”) sets forth the preliminary understanding reached by Party A and Party B with respect to a proposed acquisition transaction (the “Transaction”), pursuant to which Party A (TRSO) will acquire fifty-one percent (51%) of the equity interest in Party B (the Target Company) through the issuance of shares of TRSO common stock, and the execution and implementation of the definitive acquisition documents are to be completed by March 31, 2027.
This Letter of Intent was executed on September 2, 2026.
WHEREAS, Party A is a company incorporated under the laws of the State of Nevada, United States, and is a U.S. publicly listed company (ticker symbol: TRSO). Party A is an AI-driven business solutions innovator headquartered in Nevada, providing innovative AI business solutions, Web3 blockchain and RWA services, with an experienced global management team and a strong track record of commercialization. The company empowers enterprises through AI-driven digital transformation and business solutions and serves customers across multiple industries around the world.
WHEREAS, Party B is a company duly incorporated under the laws of the People’s Republic of China, with its registered business headquarters in Fuzhou, Fujian Province, and operations located in the Science and Technology Innovation Park of the Fuzhou High-Tech Zone. The company is an officially certified technology service provider for Douyin, Alipay and WeChat IVS, as well as a Douyin IVS-certified service provider. It has independently developed the “Zhongke · Fukelai” full-domain AI SaaS digital system and holds dozens of software copyrights and registered trademarks. Its product portfolio includes a merchant management backend APP, a business creator-side APP, digital-human livestreaming, AI cloud promotion, AI cloud editing, merchant mini-programs and other end-to-end digital tools.
The company focuses on Douyin Pay, Douyin in-store payment and multi-channel aggregated payment collection services, has connected dedicated local traffic channels and built a complete digital operating loop for physical merchants. It is also developing cross-border payment businesses and building a one-stop global fund settlement service system covering scenarios such as cross-border income conversion for digital nomads, domestic payments for inbound tourists, cross-border e-commerce receipt and foreign-exchange settlement, overseas labor payroll distribution, and corporate cross-border fund aggregation. Supporting solutions include co-branded international UnionPay prepaid cards, multi-currency accounts, cross-border split payments, and end-to-end AI-powered KYC compliance risk-control solutions. The company has established global compliant fund service channels intended to materially reduce cross-border foreign-exchange fees, shorten settlement times, and address pain points associated with traditional cross-border remittances.
WHEREAS, Party A desires, through the acquisition of a 51% equity interest in Party B, to expand Party B’s business development and operations into rapidly growing international markets, provide Party B with access to international capital markets, and at the same time increase Party A’s market value and expand its AI business; and Party B is willing to agree to the Transaction in accordance with the terms and conditions set forth herein.
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Based on the principles of sincere cooperation, mutual benefit and win-win cooperation, Party A and Party B, after friendly consultation, agree as follows:
1. Proposed Transaction
The parties will undertake the Transaction pursuant to which Party A will acquire fifty-one percent (51%) of the equity interest in Party B. The acquisition consideration will be paid through the issuance of shares of TRSO common stock. The final terms will be determined after completion of due diligence and will be set forth in detail in the definitive agreement. The acquisition is proposed to complete the execution and implementation of the definitive acquisition documents by March 31, 2027.
2. Valuation and Consideration
The valuation of the Target Company will be mutually agreed by Party A and Party B after completion of comprehensive due diligence. The Transaction will be carried out based on the mutually agreed valuation of the Target Company determined after due diligence. The consideration will be paid through the issuance of shares of TRSO common stock.
3. Due Diligence
Following execution of this Letter of Intent, TRSO will conduct comprehensive due diligence on the Target Company’s business, assets, liabilities, financial condition and legal matters. The Target Company agrees to provide TRSO and its representatives with reasonable access to its books, records, facilities and personnel for purposes of such review.
4. Conditions Precedent
Completion of the acquisition transaction is subject to the following conditions:
(a) satisfactory results of due diligence;
(b) approval by the boards of directors of both companies; and
(c) no material adverse change having occurred in the business or financial condition of the Target Company.
5. Confidentiality
This Letter of Intent contains mutual confidentiality provisions. The parties agree to keep confidential the negotiations and the terms of this Letter of Intent, except to the extent disclosure is required by law or regulation.
6. Termination Rights
If the due diligence results are unsatisfactory, or if any condition precedent cannot be satisfied within the agreed time frame, either party may terminate this Agreement by written notice.
7. Definitive Agreement
The parties will negotiate in good faith and endeavor to enter into a definitive agreement with respect to the Transaction. The definitive agreement will contain customary representations, warranties, covenants and closing conditions.
8. Governing Law
This Letter of Intent shall be governed by and construed in accordance with the laws of the State of Nevada, United States, without regard to its conflict-of-laws principles.
9. Non-Binding Effect
This Letter of Intent does not constitute a binding commitment to consummate the Transaction, because final implementation remains subject to negotiation and execution of a definitive agreement. This Letter of Intent is solely an expression of the parties’ intentions and does not create any legally binding obligation on either party, except for the confidentiality and termination provisions set forth herein.
10. Miscellaneous
This Agreement is executed in two counterparts and shall become effective upon signature by Party A and Party B, with each party retaining one counterpart, each of equal legal effect. Any amendment shall be signed upon mutual agreement of the parties, and the amended portion shall have equal legal effect together with this Agreement.
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IN WITNESS WHEREOF, the parties have executed this Letter of Intent as of the date first written above.
TRANSUITE.ORG INC.
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| Name: | Mengqing Fan |
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| Title: | Chief Executive Officer |
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| Date: | September 2, 2026 |
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Zhongke Haichuang (Fujian) Technology Co., Ltd.
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| Name: | Chunsen Song |
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| Title: | Chief Executive Officer |
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| Date: | September 2, 2026 |
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EXHIBIT 99.1
TRANSUITE.ORG INC. Announces Proposed Acquisition of 51% Equity Interest in Zhongke Haichuang, a Leading Payment Technology Solutions Provider, to Advance Global Expansion
LAS VEGAS, Nevada – September 9, 2026 – TRANSUITE.ORG INC. (Ticker: TRSO), an AI-driven business solutions innovator headquartered in Nevada, today announced that it entered into a Letter of Intent (the“LOI”) on September 2, 2026 with Zhongke Haichuang (Fujian) Technology Co., Ltd. (“Zhongke Haichuang”) to acquire a 51% equity interest in Zhongke Haichuang through the issuance of shares of TRSO common stock. The parties currently expect to execute the definitive acquisition documents on or before March 31, 2027.
Zhongke Haichuang (Fujian) Technology Co., Ltd. is a company duly incorporated and validly existing under the laws of the People’s Republic of China, with its registered operating headquarters in the Fuzhou High-Tech Zone. The company is a Douyin independent software service provider (ISV) and an integrated value-added service provider (IVS). It has independently developed the “Zhongke · Fukelai” full-domain AI SaaS digital system and owns dozens of software copyrights and registered trademarks. Its product portfolio covers merchant management backend APPs, business creator-side APPs, digital-human livestreaming, AI cloud promotion, AI cloud editing, merchant mini-programs and other end-to-end digital tools.
Douyin and TikTok are both short-video products within the ByteDance group, serving the China market and international markets, respectively. As of June 2026, the Douyin app had more than 1 billion monthly active users in China and continued to lead China’s short-video industry. Meanwhile, according to information published by TikTok, its global community includes more than 1 billion users, including approximately 189 million average monthly users in the European Union during the first half of 2026. As Douyin continues to expand beyond short-form video into e-commerce, local services and merchant digitalization, payment capabilities have become an increasingly important component of its digital-commerce infrastructure.
China’s digital payment market is currently dominated by WeChat Pay and Alipay. Douyin Pay operates under a Payment Business License issued by the People’s Bank of China. Leveraging Douyin’s substantial user base, its expanding digital-commerce ecosystem and licensed payment infrastructure, Douyin Pay is expected to continue expanding its presence and market share, with the potential to become one of China’s top three digital payment platforms.
Zhongke Haichuang is a core integrated value-added service provider (IVS) for Douyin Pay and ranks among the leading providers in the industry in terms of overall capabilities. It has a fully self-developed technology support system and a nationwide operations and service team, enabling it to provide Douyin Pay with comprehensive technology and service support ranging from merchant onboarding and system integration to operations and promotion. It is a key technology and service partner within the Douyin Pay ecosystem.
Zhongke Haichuang focuses on Douyin Pay, Douyin in-store payment and multi-channel aggregated payment collection services. It has connected dedicated local traffic channels and established a complete digital operating loop for physical merchants. At the same time, Zhongke Haichuang is developing the cross-border payments market and building a one-stop global fund settlement service system, with business scenarios covering cross-border income conversion for digital nomads, domestic payments for inbound tourists, cross-border e-commerce receipt and foreign-exchange settlement, overseas labor payroll distribution, and corporate cross-border fund aggregation.
The proposed acquisition represents an important strategic step for TRSO to expand its global AI business services footprint and enhance its enterprise digital solutions portfolio. By leveraging Zhongke Haichuang’s mature local digital services business and accumulated resources, TRSO expects to further enrich its business portfolio and expand its overall revenue scale and market-value growth potential. At the same time, with TRSO’s international capital-market platform and global resources, Zhongke Haichuang is expected to receive increased development support, accelerate expansion into international markets and ultimately create mutually beneficial growth for both parties.
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“We are very pleased to have reached this cooperation understanding with Zhongke Haichuang,” said Mengqing Fan, Chief Executive Officer of TRSO. “Zhongke Haichuang’s established presence and innovative capabilities in digitalization for physical merchants and cross-border payment services are highly aligned with our vision of using AI technology to empower the digital transformation of enterprises worldwide. This cooperation can help us strengthen our business portfolio and open new avenues for growth, while enabling both parties to combine their respective strengths to provide higher-quality AI digital solutions to customers around the world.”
“We look forward to working with TRSO,” said Chunsen Song, Chief Executive Officer of Zhongke Haichuang. “TRSO’s technological capabilities in artificial intelligence and its international capital-market resources will provide significant support for our overseas expansion and product and service upgrades. Through this cooperation, we look forward to bringing China’s mature experience in digital operations for physical merchants and cross-border payment solutions to global markets and achieving synergistic growth for both parties.”
The final terms of the Transaction will be determined following TRSO’s completion of comprehensive due diligence on Zhongke Haichuang. The parties intend to proceed with subsequent negotiations in good faith and endeavor to enter into a definitive acquisition agreement as soon as practicable.
About TRANSUITE.ORG INC.
TRANSUITE.ORG INC. (Ticker: TRSO) is a U.S. publicly listed company incorporated under the laws of the State of Nevada. As an AI-driven business solutions innovator, the company leverages AI technology to provide innovative business solutions to customers across multiple industries. The Company focuses on AI-driven digital transformation, enterprise technology solutions and strategic business expansion through acquisitions and partnerships in the United States and international markets.
About Zhongke Haichuang (Fujian) Technology Co., Ltd.
Zhongke Haichuang (Fujian) Technology Co., Ltd. is a high-technology enterprise registered in the Fuzhou High-Tech Zone in China. As an officially certified technology service provider for leading domestic internet platforms, the company independently develops full-domain AI SaaS digital systems and provides end-to-end digital operating tools for physical merchants. It has also built a globally compliant cross-border payment service system covering diverse scenarios, addressing industry pain points. The company owns dozens of software copyrights and registered trademarks and its business has maintained steady growth.
Forward-Looking Statements
This press release contains forward-looking statements that are subject to risks and uncertainties. These forward-looking statements include information concerning possible or anticipated future results relating to the Company’s business, financial condition, liquidity, results of operations, development plans and objectives. In some cases, forward-looking statements may be identified by terms such as “believe,” “may,” “estimate,” “continue,” “expect,” “intend,” “should,” “plan,” “hope,” “forecast,” “potential,” the negative of these terms, or other similar expressions. Statements made by the Company regarding the proposed transaction with Zhongke Haichuang (Fujian) Technology Co., Ltd. are forward-looking statements. Completion of the transaction is subject to the satisfaction of multiple conditions, and there can be no assurance that the transaction will be completed. All forward-looking statements are based on information available to the Company as of the date of this press release.
Contact
TRSO Investor Relations
Email: ir@transuite.org
Phone: +1 (775) 295-4295
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