Item 1.01 Entry into a Material Definitive Agreement.

On August 19th, 2021, Globe Net Wireless Corp. ("GNTWD"), a Nevada Corporation, entered into a Merger Agreement (the "Merger Agreement") with Stemtech Corporation., a privately held Delaware ("STEMTECHCORP.") corporation. In accordance with the terms and provisions of the Merger Agreement, the Company acquired one hundred percent of the shares of STEMTECH CORP. in exchange for the issuance of 37,060,000 (post-split) shares of the Company, approximately 85% of the issued and outstanding shares of the company post-split. As part of this transaction, Stemtech Corporation, a Delaware corporation, shall redomicile to Nevada and be merged into GNTWD.

The above description of the Merger Agreement is intended as a summary only, which is qualified in its entirety by the terms and conditions set forth therein, a copy of this Agreement is filed as an exhibit to this Current Report.

Item 2.01 Completion of Acquisition of Disposition of Assets

The information set forth above in Item 1.01 of this Current Report on Form 8-K is incorporated herein by this reference. The Purchase Agreement was accounted for as a recapitalization wherein Stemtech Corporation is considered the acquirer for accounting and financial reporting purposes. The assets and liabilities of the Stemtech Corporation have been brought forward at their book value. As a result of the Agreement, our principal business became the business of Stemtech Corporation., which is more fully described below.





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                               FORM 10 DISCLOSURE


As disclosed elsewhere in this report, we acquired 100% of the assets and liabilities of Stemtech Corporation Item 2.01(f) of Form 8-K states that if the registrant was a shell company, as we were immediately before the transaction disclosed under Item 2.01, then the registrant must disclose the information that would be required if the registrant were filing a general form for registration of securities on Form 10.

Accordingly, we are providing the following information that would be included in a Form 10 if we were to file a Form 10. Please note that the information provided below relates to the post Merger Purchase Agreement entity, except that information relating to periods prior to the date of the transaction relates to the pre-transaction company, unless otherwise specifically indicated.

ITEM 14. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTINGAND FINANCIAL DISCLOSURE

There have been no disagreements on accounting and financial disclosures from the inception of our company through December 31st, 2020.

Item 2.01(f) of Form 8-K states that if the registrant was a shell company like we were immediately before the transaction disclosed under Item 2.01, then the registrant must disclose the information that would be required if the registrant were filing a general form for registration of securities on Form 10. The foregoing Items enumerated 1 through 14 are intended to satisfy and relate such information required by Item 2.01(f) for Form 8-K. The following enumerated Items relate to this current report on Form 8-K.

ITEM 5.01. Changes in Control of Registrant

On DATE (the "Closing Date"), Stemtech Corporation acquired the majority of the issued and outstanding common stock of Globe Net Wireless Corp., a Nevada corporation (the "Company"), in accordance with the merger agreement (the "Merger Agreement") between Stemtech Corporation and GNTWD.

As part of the merger the following changes to the Company's directors and officers have occurred:





  ? Kirk R. Reed resigned as the sole member of the Company's Board of Directors
    and as the Company's President, Chief Executive Officer, Secretary, Treasurer,
    Principal Financial and Accounting Officer effective August 19th, 2021.

  ? As of August 19th, 2021, Charles S. Arnold was appointed as the Company's
    Director and Chief Executive Officer.

  ? As of August 19th, 2021, John W. Meyer was appointed as the Company's Chief
    Operating Officer.

  ? As of August 19th, 2021, James S. Cardwell was appointed as the Company's
    Chief Financial Officer.




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ITEM 5.02 Departure of Principal Directors or Principal Officers; Election of Directors; Appointment of Principal Officers

Kirk R. Reed resigned as a member of the Company's Board of Directors effective as of August 19th, 2021. The resignation was not the result of any disagreement with the Company on any matter relating to the Company's operations, policies or practices.

Chief Executive Officer, Director Mr. Charles Arnold

Mr. Arnold's ability to integrate marketing concepts and financial strategies play a pivotal role in the development of his clients' businesses. In addition to developing start-up companies, he is responsible for placing more than $1 Billion into public and private companies with as much as $400 Million in a single transaction. Significant mergers and acquisitions have been accomplished through his network of financial specialists and professionals throughout the world. In 1993, Mr. Arnold was one of the original investors in pre-paid legal "PPD" (now Legal Shield). In 2001 he was engaged by National Health "LEXXUS", and the company grew from under $1.00 to over $40 and traded on the American stock exchange. Mr. Arnold feels that the direct sales marketing industry is an underserved market that deserves investors' attention. Mr. Arnold believes that Stemtech has exceptional growth potential and sees this company's bright future with innovative stem cell nutrition products and the business opportunity for our Independent Business Partners.

Over the years, Mr. Arnold has carefully developed worldwide relationships with retail brokerage firms, investment bankers, traders, fund managers, and independent investors. A broad scope of his functions includes public awareness and financial relations campaigns arranged to bring undervalued, little known public companies with significant upside potential to the center of equity markets throughout the world. For over 35 years, Mr. Arnold traveled extensively serving as a guest speaker and advisor for many private and public events, including international investment conferences.

Chief Operating Officer - John W. Meyer

With over 40 years' business experience in logistics and management of projects, supply chain and staff, Mr. Meyer oversees operations for Stemtech's global company. In fifteen years with Stemtech, he has supported openings of 51 national markets, serving as VP of Global Operations prior to his current position as COO since 2016. Mr. Meyer is responsible for global management of the Company, including operations, inventory management, purchasing, transportation, as well as for global Human Resources, Partner Services, Training, Information Technology, global facilities and for global manufacturing of nutraceuticals, cosmetics, oral healthcare, ECO products and any new product development and quality assurance. He also is the executive sponsor and leader of the Life Sciences Advisory Board, the Field Advisory Board and the Business Advisory Board.

Mr. Meyer graduated from the University of San Francisco with B.A. and M.A. degrees. He previously worked at Shaklee, Arbonne, and third-party logistics provider Menlo Worldwide - now a part of XPO Logistics.

Chief Financial Officer - James S. Cardwell

Mr. Cardwell has more than 35 years of experience in, among other things, U.S. Securities and Exchange Commission ("SEC") reporting and compliance, financial reporting and tax research and compliance. Since July 2015, Mr. Cardwell has served as Chief Operating Officer and Senior Associate of The CFO Squad LLC, a company which provides chief financial officer support services including, but not limited to, pre-audit services, SEC and tax compliance and financial reporting services to both international and domestic private and public companies. Associated with the CFO Squad, Mr. Cardwell has served as the interim Chief Financial Officer for Esports Entertainment Group, Inc., NanoVibronix, Inc., Newgioco Group, Inc. and VerifyMe, Inc. and currently services as the interim Chief Financial Officers for Artemis Acquisition Corp. and Ehave, Inc.




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Mr. Cardwell graduated from Illinois State University with a Bachelor of Science degree in accounting. Upon graduation, Mr. Cardwell began his career at Arthur Andersen & Co. and served as Senior Tax Consultant. For over 30 years, Mr. Cardwell served in various capacities for public and private companies in the entertainment industry including serving as the Chief Financial Officer of S2BN Entertainment, Inc. including Executive Co-Promoter of Barbra Streisand's World Tour (Back to Brooklyn); the Deputy Director of the National Jazz Museum in Harlem, New York; the Chief Financial Officer of Sibling Entertainment, Inc.; the Chief Executive Officer and director of Good Galaxy Entertainment, Inc.; the Associate Producer of Nunsense Theatrical Company LP and the founder and President of Cardwell Productions. Mr. Cardwell is a certified public accountant in the State of New York.

Item 5.03 Amendment To Articles Of Incorporation Or Bylaws; Change In Fiscal Year

Due to the Merger Agreement with Globe Net Wireless Corp., the name of the Corporation shall be changed to Stemtech Corporation.

Item 5.06 Change in Shell Company Status

As a result of the consummation of the Merger and Acquisition Agreement, the registrant is no longer a shell corporation as that term is defined in Rule 405 of the Securities Act and Rule 12b-2 of the Exchange Act.

Item 9.01 Financial Statements and Exhibits





(a)    Financial Statements of Businesses Acquired.


In accordance with Item 9.01(a), the following are filed as exhibits to the Current Report on Form 8-K:





(a)     Financial Statements of Business Acquired.


The audited financial statements of Stemtech Corporation for the years ended December 31, 2020 and December 31, 2019 are filed as Exhibits 99.2 herewith

The unaudited financial statements of Stemtech Corporation for the 6 months periods ended June 30, 2021 and December 31, 2019 are filed as Exhibit 99.3 herewith





(b)    Pro Forma Financial Information.


Unaudited pro forma condensed combined financial information as of December 31, 2020 and for the six months ended June 30, 2021 are filed as Exhibit 99.4 hereto.





(c)    Shell Company Transactions.


Reference is made to Items 9.01(a) and 9.01(b) and the exhibits referred to therein which are incorporated herein by reference.





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(d) Exhibits.





Exhibit
Number      Description                                                  Filed
3.1           Articles of Incorporation, filed as an exhibit to Globe    Filed.
            Net's registration statement on Form S-1 on February 11,
            2011, and incorporated herein by reference
3.2           Articles of Amendment to Articles of Incorporation         Filed
                                                                         herewith.
3.3           Bylaws filed as an exhibit to Globe Net's registration     Filed.
            statement on Form S-1 on February 11, 2011, and
            incorporated herein by reference
10.1          Merger Agreement by and between the Company and Stemtech   Filed
            Corporation                                                  herewith.

23.2          Consent of Turner, Stone & Company LLP                     Filed
                                                                         herewith.
99.1          Audited consolidated financial statements of Globe Net     Filed.
            Wireless Corp. for the fiscal years ended August 31, 2020
            and 2019 including the report of K. R. Margetson Ltd. on
            such audited financial statements, filed with the
            Securities and Exchange Commission on December 14, 2020,
            and incorporated herein by referance
99.2          Audited consolidated financial statements of Stemtech      Filed
            Corporation for the years ended December 31, 2020 and 2019   herewith.
            including the report of Turner, Stone & Company LLP on
            such audited financial statements.
99.3          Unaudited consolidated financial statements of Stemtech    Filed
            Corporation for the years ended June 30, 2021 and 2020.      herewith.
99.4          Unaudited pro forma condensed combined financial           Filed
            information as of December 31, 2020 and for the six months   herewith.
            ended June 30, 2021
1             Shareholders Resolution of new CFO                         Filed
                                                                         herewith
2             Shareholders Resolution of new Directors                   Filed
                                                                         herewith
31.1          Certification by the Principal Executive Officer of        Filed
            Registrant pursuant to Section 302 of the Sarbanes-Oxley     herewith
            Act of 2002 (Rule 13a-14(a) or Rule 15d-14(a)).
31.2          Certification by the Principal Financial Officer of        Filed
            Registrant pursuant to Section 302 of the Sarbanes-Oxley     herewith
            Act of 2002 (Rule 13a-14(a) or Rule 15d-14(a)).
32.1          Certification by the Principal Executive Officer           Filed
            pursuant to 18 U.S.C. 1350 as adopted pursuant to Section    herewith
            906 of the Sarbanes-Oxley Act of 2002 .
32.2          Certification by the Principal Financial Officer           Filed
            pursuant to 18 U.S.C. 1350 as adopted pursuant to Section    herewith
            906 of the Sarbanes-Oxley Act of 2002.
3             Resignation of Kirk Reed as Director                       Filed
                                                                         herewith




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