Transglobal Assets, Inc.OTC: TMSH

TransGlobal Assets Inc. (OTCID: TMSH) Announces Mutual Termination of MindWell Solutions Group Transaction, Completion of Strategic Share Exchange with M Love Vintage Holdings, Inc., and Corporate Governance Updates

· Issued by Transglobal Assets, Inc.

Cheyenne, Wyoming — February 25, 2026 — TransGlobal Assets Inc. (OTCID: TMSH) (“TransGlobal” or the “Company”), a Wyoming corporation, announces the completion of several strategic corporate actions designed to simplify its capital structure, refocus corporate direction, and advance long-term shareholder value.


Mutual Termination of MindWell Solutions Group Transaction

The Company confirms that it has entered into a Mutual Termination, Rescission and Stock Issuance Agreement with Michael Berman and MindWell Solutions Group LLC (“MindWell”), formally terminating and unwinding the Share Purchase Agreement originally executed on March 5, 2025.

Under the executed termination agreement:

The original Share Purchase Agreement has been rescinded by mutual consent;

Ownership of MindWell Solutions Group LLC has been restored to Michael Berman;

TransGlobal has relinquished all ownership and economic interests in MindWell;

Any consideration issued or deemed issued under the original transaction has been returned, canceled, or waived;

All obligations arising from the prior agreement, including operational and performance provisions, are terminated.


Cancellation of Series M Preferred Shares

The Company confirms the cancellation and retirement of 450,000 Series M Preferred Shares previously issued to Data Specialist Group LLC, acting as a nominee entity.

The Board of Directors unanimously ratified:

The original issuance direction;

Nominee status acknowledgment;

Written request for cancellation; and

Retirement of the shares to treasury.

These shares have been removed from the issued and outstanding share count.


New Series M Preferred Share Issuances

Following the cancellation, the Company completed new issuances of Series M Preferred Shares pursuant to independent corporate actions:

12,334 shares — Paul Khan

12,334 shares — Kenneth Williams

24,668 shares — Reno Calabrigo

400,664 shares — Maddy’s Legacy LLC, pursuant to the Share Exchange Agreement relating to M Love Vintage Holdings Inc.


Completion of Share Exchange — M Love Vintage Holdings Inc.

TransGlobal has entered into and completed a Share Exchange Agreement with Alfredo Papadakis, resulting in:

Acquisition of 100% of M Love Vintage Holdings Inc.;

Issuance of 400,664 Series M Preferred Shares to Mr. Papadakis or his nominee, Maddy’s Legacy LLC;

Assumption of a Convertible Promissory Note in the principal amount of $65,627 originally issued to CKS Studio Inc.

The transaction was approved by the Board of Directors pursuant to the Wyoming Business Corporation Act and is effective as of the closing date.


Corporate Governance Updates

Effective immediately and subject to applicable corporate approvals:

Corporate governance reverts to the structure in place prior to March 5, 2025;

Any officer or director appointments made solely in connection with the MindWell transaction are rescinded;

Michael Berman has resigned as Chief Executive Officer of TransGlobal Assets Inc.;

Christopher A. Villareale, President of M Love Vintage Holdings Inc., will be appointed President and Secretary of TransGlobal Assets Inc., subject to formal Board ratification and entry into the Company’s corporate records.

About M Love Vintage Holdings, Inc.

M Love Vintage (https://mlovesvintageholdings.com) is a boutique retailer specializing in premium vintage denim and American workwear, offering curated items from heritage brands including:

Levi’s

Wrangler

Lee

Hercules

Big Yank

Boss of the Road

The brand emphasizes authenticity, craftsmanship, and personalized retail experiences targeting a premium consumer demographic.


Strategic Rationale

Through the acquisition, TransGlobal gains exposure to:

A differentiated retail model focused on scarcity-driven inventory;

High-margin vintage apparel segments;

Expansion opportunities including branded apparel and complementary retail partnerships;

Multiple revenue opportunities supported by experiential retail.

The Company believes this strategic shift aligns with long-term asset-driven growth objectives.


Statement from the Company

“This transaction represents an important strategic evolution for TransGlobal,” said Reno Calabrigo, Director of TransGlobal Assets Inc. “M Love Vintage brings a unique retail platform built around authenticity and customer engagement, and we believe it provides a strong foundation for future growth.”


About TransGlobal Assets Inc. (OTCID: TMSH)

TransGlobal Assets Inc. is a Wyoming corporation focused on strategic acquisitions, corporate restructuring, and the development of emerging business opportunities. The Company continues to evaluate transactions aligned with long-term shareholder value.


Forward-Looking Statements

This press release contains forward-looking statements within the meaning of applicable securities laws. Such statements involve risks and uncertainties that may cause actual results to differ materially. The Company undertakes no obligation to update these statements except as required by law.

Contact

TransGlobal Assets Inc. (OTCID: TMSH)
Investor Relations
reno@mlovesvintageholdings.com

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