8-K Impact 8/10 M&A

$STWI · StageWise Strategies Corp.

October 14, 2026 · AI-analyzed SEC filing

StageWise Strategies Corp. (STWI) filed an 8-K reporting the October 13, 2026 closing of its Share Exchange with TEG SPV LLC, a Uzbekistan-based hospitality group owning Hilton Tashkent, Wyndham Bukhara, and Central Asian Expo. The Sellers received 183,098,434 shares (~97.3% of post-closing shares outstanding) in exchange for 99.99999012% of TEG SPV's participatory interests. The $18 million concurrent financing condition was waived by all parties. The company changed its name to TEG Overseas, Inc. TEG SPV reported FY2025 revenue of $42.9M and net income of $14.4M.

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A micro-cap SEO company transforms into a $42.9M-revenue Uzbekistan hospitality group via a reverse merger that waived an $18M financing condition, with ownership concentrated in two related parties.

This reverse merger brings a Central Asian hospitality portfolio — Hilton Tashkent, Wyndham Bukhara, and Central Asian Expo — onto U.S. public markets via a former SEO micro-cap shell. TEG SPV competes against JW Marriott, Hyatt Regency, and InterContinental in Tashkent.

The company guarantees a related party's $100M term facility with Halyk Bank of Kazakhstan. Uzbek law delays official ownership transfer until state registry entry (expected by October 16, 2026). Hilton and Wyndham franchise agreements carry termination rights for defaults including non-payment and

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