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# First Digital SPAC: FDUSD Issuer Signs $250M Nasdaq Deal (Oct 2026)
- URL: https://stablecoininsider.org/first-digital-spac/
- Published: 2026-10-07T06:55:46.000Z
- Updated: 2026-10-07T06:55:46.000Z
- Description: First Digital, the FDUSD issuer, signed a SPAC deal with Nasdaq-listed KOYN on Oct 6, 2026 at a $250M pre-money value. Terms, FDUSD's float and the risks.
- Author: Alexandra
- Tags: News, Stablecoins

A stablecoin issuer is heading for Nasdaq at a price below its own token float. On October 6, 2026, First Digital, the Hong Kong group behind FDUSD, signed a definitive business combination agreement with the Nasdaq-listed SPAC CSLM Digital Asset Acquisition Corp III (ticker KOYN).

The deal is confirmed in the [joint GlobeNewswire release](https://www.globenewswire.com/news-release/2026/10/06/3376077/0/en/first-digital-signs-definitive-agreement-to-become-a-publicly-listed-company-to-build-the-infrastructure-for-the-agentic-economy.html), published at 17:00 ET on October 6 (23:00 CEST).

Here's what was signed, what FDUSD looks like today, and how the team at Stablecoin Insider reads a $250 million price tag on a stablecoin business.

📌

As of October 7, 2026: First Digital is valued at $250 million pre-money in the KOYN deal, with no minimum cash condition and closing targeted for the first half of 2027 ([release](https://www.globenewswire.com/news-release/2026/10/06/3376077/0/en/first-digital-signs-definitive-agreement-to-become-a-publicly-listed-company-to-build-the-infrastructure-for-the-agentic-economy.html)). FDUSD's circulating supply is about $325 million, roughly 93% below the more than $4.4 billion peak the company cites for April 2024 ([DefiLlama](https://defillama.com/stablecoin/first-digital-usd)).

### Key Takeaways

- First Digital, the FDUSD issuer, signed a definitive SPAC merger with Nasdaq-listed KOYN on October 6, 2026.
- The deal values First Digital at $250 million pre-money, with no minimum cash condition.
- Closing is targeted for the first half of 2027, pending SEC, Nasdaq and shareholder approvals.
- FDUSD supply is about $325 million, roughly 93% below its April 2024 peak.
- The growth pitch is Finance District, an AI-agent payments platform with no material revenue yet.

## What First Digital and KOYN signed

The agreement is a standard three-step SPAC structure. First Digital redomiciles from Gibraltar to the Cayman Islands, KOYN merges into a new Cayman holding company, and a merger subsidiary folds into First Digital, according to [the release](https://www.globenewswire.com/news-release/2026/10/06/3376077/0/en/first-digital-signs-definitive-agreement-to-become-a-publicly-listed-company-to-build-the-infrastructure-for-the-agentic-economy.html).

That new holding company is the entity expected to trade on Nasdaq. Founder and CEO Vincent Chok receives Class B shares carrying 10 votes each, while other holders get one-vote Class A shares, per [the same filing announcement](https://www.globenewswire.com/news-release/2026/10/06/3376077/0/en/first-digital-signs-definitive-agreement-to-become-a-publicly-listed-company-to-build-the-infrastructure-for-the-agentic-economy.html).

Both boards have approved the deal. It still needs a Form F-4 declared effective by the SEC, Nasdaq listing approval, regulatory approvals and votes from both sets of shareholders.

| Term           | What the release says                                                                                     |
| -------------- | --------------------------------------------------------------------------------------------------------- |
| Counterparty   | CSLM Digital Asset Acquisition Corp III, Ltd. (Nasdaq: KOYN), a SPAC                                      |
| Valuation      | $250 million pre-money equity value                                                                       |
| Cash condition | No minimum cash condition                                                                                 |
| Side financing | Non-binding term sheet with Millennial Trading for a $25 million, 0% convertible note at $12.00 per share |
| Expected close | First half of 2027                                                                                        |
| Advisors       | Cohen & Company Capital Markets; DLA Piper (First Digital); Loeb & Loeb (KOYN); Black Spade Advisory      |

Terms from the [First Digital and KOYN release](https://www.globenewswire.com/news-release/2026/10/06/3376077/0/en/first-digital-signs-definitive-agreement-to-become-a-publicly-listed-company-to-build-the-infrastructure-for-the-agentic-economy.html); [StreetInsider](https://www.streetinsider.com/Corporate+News/First+Digital+agrees+to+go+public+via+SPAC+at+%24250M+valuation/27156230.html) carried the same figures.

[Read the First Digital SPAC release](https://www.globenewswire.com/news-release/2026/10/06/3376077/0/en/first-digital-signs-definitive-agreement-to-become-a-publicly-listed-company-to-build-the-infrastructure-for-the-agentic-economy.html)

## FDUSD by the numbers: from $4 billion to $325 million

First Digital launched FDUSD in 2023, and Binance was its launchpad. The release says FDUSD hit $1 billion in market cap within four months and that Binance is still its largest centralised market, per [First Digital](https://www.globenewswire.com/news-release/2026/10/06/3376077/0/en/first-digital-signs-definitive-agreement-to-become-a-publicly-listed-company-to-build-the-infrastructure-for-the-agentic-economy.html).

The trading record is large. As of June 30, 2026, FDUSD had logged more than $4 trillion in cumulative trading volume, a single-day high of about $25 billion, and more than 100 pairs on 16 exchanges across six blockchains, according to [the release](https://www.globenewswire.com/news-release/2026/10/06/3376077/0/en/first-digital-signs-definitive-agreement-to-become-a-publicly-listed-company-to-build-the-infrastructure-for-the-agentic-economy.html).

Supply tells a different story.

| Date                            | FDUSD circulating supply |
| ------------------------------- | ------------------------ |
| April 27, 2024 (DefiLlama peak) | $4.04 billion            |
| July 1, 2024                    | $1.70 billion            |
| January 1, 2025                 | $1.87 billion            |
| June 30, 2025                   | $1.23 billion            |
| January 1, 2026                 | $516 million             |
| June 30, 2026                   | $350 million             |
| October 7, 2026                 | $325 million             |

Daily supply from [DefiLlama's FDUSD page](https://defillama.com/stablecoin/first-digital-usd). First Digital's own peak figure, more than $4.4 billion in April 2024, uses its own methodology.

Here's why that matters. Trading volume measures how often FDUSD changes hands on exchanges. Supply measures how many dollars sit in reserves earning interest. For an issuer, the second number pays the bills.

For more detail on chain split and reserves, see the [FDUSD Q3 2026 report](https://stablecoininsider.org/fdusd-q1-2026-stablecoin-report/).

## The First Digital SPAC price, worked through

Stablecoin issuers mostly earn the yield on the Treasury bills behind their tokens, a model SCI breaks down in [stablecoin economics](https://stablecoininsider.org/stablecoin-economics/). That makes reserve float the cleanest way to sanity-check the $250 million price.

First Digital reported about $87 million in revenue for the fiscal year ended June 30, 2025, per [the release](https://www.globenewswire.com/news-release/2026/10/06/3376077/0/en/first-digital-signs-definitive-agreement-to-become-a-publicly-listed-company-to-build-the-infrastructure-for-the-agentic-economy.html). Average FDUSD supply over that same twelve months was about $1.81 billion, based on daily [DefiLlama data](https://defillama.com/stablecoin/first-digital-usd).

Stablecoin Insider's worked example uses only those inputs:

- $87 million revenue ([release](https://www.globenewswire.com/news-release/2026/10/06/3376077/0/en/first-digital-signs-definitive-agreement-to-become-a-publicly-listed-company-to-build-the-infrastructure-for-the-agentic-economy.html)) divided by $1.81 billion average float ([DefiLlama](https://defillama.com/stablecoin/first-digital-usd)) is about 4.8%.
- Apply that same 4.8% to today's $325 million float ([DefiLlama](https://defillama.com/stablecoin/first-digital-usd)) and you get roughly $15.6 million a year.
- $250 million ([deal value](https://www.globenewswire.com/news-release/2026/10/06/3376077/0/en/first-digital-signs-definitive-agreement-to-become-a-publicly-listed-company-to-build-the-infrastructure-for-the-agentic-economy.html)) is about 2.9 times FY2025 revenue, but about 16 times that float-based run rate.
- $250 million is also about 0.77 times FDUSD's current circulating supply on [DefiLlama](https://defillama.com/stablecoin/first-digital-usd).

The run rate is an illustration, not a forecast. First Digital's revenue also includes trust and custody services, and T-bill yields move.

⚠️

Named limit: the release gives FY2025 revenue only. It doesn't disclose FY2026 revenue, profit, or how much of revenue came from FDUSD reserves versus custody fees. The F-4 registration statement, once filed with the SEC, should answer that. Source: [First Digital and KOYN release](https://www.globenewswire.com/news-release/2026/10/06/3376077/0/en/first-digital-signs-definitive-agreement-to-become-a-publicly-listed-company-to-build-the-infrastructure-for-the-agentic-economy.html).

## Why First Digital is pitching agents, not FDUSD

The release spends as much space on Finance District as on FDUSD. Finance District has four live products: District Pass (identity), Agent Wallet (a multi-chain wallet AI agents operate through the Model Context Protocol), Prism (merchant payments) and an AI assistant, according to [First Digital](https://www.globenewswire.com/news-release/2026/10/06/3376077/0/en/first-digital-signs-definitive-agreement-to-become-a-publicly-listed-company-to-build-the-infrastructure-for-the-agentic-economy.html).

FDUSD is meant to be the main settlement asset inside it. But the company also says Finance District "does not yet contribute material revenue." That's an honest line, and it's the crux of the deal.

If you want the wider context on why agent payments keep pulling stablecoin firms in, read [agentic payments and stablecoins in 2026](https://stablecoininsider.org/agentic-payments-and-stablecoins-how-ai-agents-are-revolutionizing-autonomous-machine-to-machine-transactions-in-2026/).

**Stablecoin Insider's take:** The First Digital SPAC is a bet that public investors will pay for the agentic story while FDUSD's float keeps shrinking. On the numbers in the release, the stablecoin alone doesn't justify $250 million unless supply recovers well above today's level. The deal's real value is disclosure: an F-4 will require First Digital to publish audited financials and far more detail on reserve income and business segments than the release contains. Watch that filing more closely than the ticker.

Following FDUSD's supply and reserves?

[Read the FDUSD Q3 2026 report ](https://stablecoininsider.org/fdusd-q1-2026-stablecoin-report/) 

[FDUSD Q3 2026 Report: Supply and ReservesFDUSD Q3 2026 report: DefiLlama circulating supply near $325M, Ethereum/BSC/Sui/Solana chain split, and venue-driven dollar stablecoin context.![](https://stablecoininsider.org/favicon.ico)Stablecoin Insider![](https://storage.ghost.io/c/73/6a/736af0e4-2274-4543-a329-2952b2b52abc/content/images/size/w1200/2026/03/How-Stablecoins-Are-Scaling-Onchain-Lending--24-.png)](https://stablecoininsider.org/fdusd-q1-2026-stablecoin-report/)

## How FDUSD compares with listed-stablecoin peers

FDUSD is now a small dollar stablecoin. On October 7, 2026, DefiLlama showed USDT at about $184.3 billion, USDC at $74.2 billion, USD1 at $4.47 billion, USDG at $3.09 billion, PYUSD at $2.89 billion, RLUSD at $2.53 billion and FDUSD at $325 million, per [DefiLlama's stablecoin rankings](https://defillama.com/stablecoins).

Binance has also pushed newer dollar tokens, including [World Liberty Financial's USD1](https://stablecoininsider.org/binance-boosts-usd1-stablecoin/), on the same venue where FDUSD built its volume.

Stablecoin-linked listings aren't new either. SCI has covered [StablecoinX's Nasdaq debut](https://stablecoininsider.org/stablecoinx-begins-trading-on-nasdaq-as-the-first-public-stablecoin-infrastructure-company-focused-on-ethena/), [a delta-neutral dollar becoming a Nasdaq stock](https://stablecoininsider.org/a-delta-neutral-dollar-is-now-a-nasdaq-stock/) and [OwlTing's listing as OWLS](https://stablecoininsider.org/owlting-makes-history-taiwans-stablecoin-leader-secures-nasdaq-listing-as-owls/).

## The Justin Sun dispute and the 2025 depeg

Investors will ask about April 2025\. On April 2, 2025, FDUSD fell to 0.87 against USDT on Binance after Tron founder Justin Sun claimed First Digital Trust was "effectively insolvent," before stabilizing around $0.96 to $0.98, [CoinDesk reported](https://www.coindesk.com/markets/2025/04/02/first-digital-to-pursue-legal-action-over-justin-sun-allegations-as-fdusd-drops). First Digital denied the claim.

The new release discloses that First Digital filed a defamation writ against Sun in Hong Kong's High Court on April 3, 2025, with filings posted on its [investor disclosures page](https://1stdigital.com/ir-and-disclosures). Expect that case to appear as a risk factor in the F-4.

## Licences, Korea and what to watch next

First Digital holds a Hong Kong trust or company service provider licence and two Canadian MSB registrations, and has a fiat-referenced token application pending at Abu Dhabi Global Market, per [the release](https://www.globenewswire.com/news-release/2026/10/06/3376077/0/en/first-digital-signs-definitive-agreement-to-become-a-publicly-listed-company-to-build-the-infrastructure-for-the-agentic-economy.html). SCI covered a similar path in [Circle's ADGM licence](https://stablecoininsider.org/circle-adgm-license/).

South Korea is the named growth market. First Digital signed MOUs with an ITCEN Group subsidiary and Wavebridge, says it won't issue a won stablecoin itself, and plans a Korea branch office in the first quarter of 2027\. For the demand backdrop, see [South Korea's stablecoin outflows](https://stablecoininsider.org/south-korea-stablecoin-outflows-18-months/).

Three things to watch next:

- The F-4 filing, for audited revenue, reserve income and FY2026 results.
- Whether the $25 million Millennial Trading note becomes a definitive agreement.
- FDUSD supply on DefiLlama: growth from $325 million would change the valuation math fast.

---

## FAQ

#### What is the First Digital SPAC deal?

First Digital, the issuer of FDUSD, agreed on October 6, 2026 to merge with KOYN, a Nasdaq-listed SPAC. The combined Cayman Islands holding company is expected to trade on Nasdaq after closing.

#### How much is First Digital worth in the deal?

The deal values First Digital at $250 million on a pre-money equity basis. There's no minimum cash condition.

#### When will First Digital list on Nasdaq?

Closing is expected in the first half of 2027\. It depends on SEC effectiveness of a Form F-4, Nasdaq approval, regulatory approvals and shareholder votes.

#### Does the SPAC deal change FDUSD for holders?

Not directly. FDUSD is still issued by a First Digital group company, backed by cash and short-dated T-bills held by First Digital Trust, with monthly attestations, and it pays no interest.

#### Why is FDUSD supply so much lower than its peak?

FDUSD supply fell from about $4 billion in April 2024 to about $325 million in October 2026, per [DefiLlama](https://defillama.com/stablecoin/first-digital-usd). The release doesn't explain the decline, so treat any single cause with caution.

#### What is Finance District?

Finance District is First Digital's platform for AI-agent payments, with four live products: District Pass, Agent Wallet, Prism and an AI assistant. The company says it doesn't yet contribute material revenue.

---

**Disclaimer:**

This content is provided for informational and educational purposes only and does not constitute financial, investment, legal, or tax advice; no material herein should be interpreted as a recommendation, endorsement, or solicitation to buy or sell any financial instrument, and readers should conduct their own independent research or consult a qualified professional.