UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, ~~2016~~2017

o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934

For transition period ~~_____________~~ ________ to ~~____________~~_______

Commission file number: 000-31023

WorldNet, Inc. of Nevada

(Exact name of registrant as specified in its charter)

Wyoming		88-0247824
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

#281, 369 East 900 South, Salt Lake City, Utah		84111
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (801) 323-2395

Securities registered under Section 12(b) of the Act: None

Securities registered under Section 12(g) of the Act: Common Stock

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes o No x

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Exchange Act. Yes o No x

Indicate by check mark whether the registrant (1) filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days. Yes x No o

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x No o The registrant does not have a Web site.

Indicate by check mark if disclosure of delinquent filers pursuant to item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. x

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.:

Large accelerated filer ¨ Accelerated filer ¨ Non-accelerated filer ¨ Smaller reporting company x Emerging growth company x

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. o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes x No o

The registrant did not have an active trading market for its common stock as of the last business day of its most recently completed second fiscal quarter; therefore, an aggregate market value of shares of voting and non-voting common equity held by non-affiliates cannot be determined.

The number of shares outstanding of the registrant’s common stock as of March 1716, ~~2017~~2018 was 18,500,000.

Documents incorporated by reference: None

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PART I
Item 1.	Business	4
Item 1A.	Risk Factors	9
Item 2.	Properties	109
Item 3.	Legal Proceedings	109
Item 4.	Mine Safety Disclosure	109
PART II
Item 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	1110
Item 6.	Selected Financial Data	1110
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	1210
Item 8.	Financial Statements and Supplementary Data	1513
Item 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	2524
Item 9A.	Controls and Procedures	2524
Item 9B.	Other Information	2524
PART III
Item 10.	Directors, Executive Officers and Corporate Governance	2625
Item 11.	Executive Compensation	2726
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	2726
Item 13.	Certain Relationships and Related Transactions, and Director Independence	2827
Item 14.	Principal Accounting Fees and Services	2928
PART IV
Item 15.	Exhibits, Financial Statement Schedules	3029
Signatures		3130

In this annual report references to “WorldNet,” “we,” “us,” “our” and “the Company” refer to WorldNet, Inc. of Nevada.

FORWARD LOOKING STATEMENTS

The U.S. Securities and Exchange Commission (“SEC”) encourages companies to disclose forward-looking information so that investors can better understand future prospects and make informed investment decisions. This report contains these types of statements. Words such as “may,” “expect,” “believe,” “anticipate,” “estimate,” “project,” or “continue” or comparable terminology used in connection with any discussion of future operating results or financial performance identify forward-looking statements. You are cautioned not to place undue reliance on the forward-looking statements, which speak only as of the date of this report. All forward-looking statements reflect our present expectation of future events and are subject to a number of important factors and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements.

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PART I

ITEM 1. BUSINESS

Historical Development

The corporation was incorporated in the state of Nevada on March 12, 1986, as the wholly-owned subsidiary of VIP Worldnet, Inc., and shortly after our incorporation we entered into an agreement to lease, sell and market the Hystar airship and the Burket Mill, a waste milling device. However, the venture was found to be cost prohibitive and we ceased those activities in 1986 and have not engaged in any further commercial operations. On November 7, 2016 the Company filed Articles of Domestication in the state of Wyoming effecting a change of domicile from Nevada to Wyoming.

Emerging Growth Company

We qualify as an emerging growth company as that term is used in the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”). An emerging growth company may take advantage of specified reduced reporting and other burdens that are otherwise applicable generally to public companies. These provisions include:

	·	A requirement to have only two years of audited financial statements and only two years of related Management’s Discussion and Analysis of Financial Condition and Results of Operations;

	·	Exemption from the auditor attestation requirement in the assessment of the emerging growth company’s internal control over financial reporting under Section 404 of the Sarbanes-Oxley Act of 2002;

	·	Reduced disclosure about the emerging growth company’s executive compensation arrangements; and

	·	No non-binding advisory votes on executive compensation or golden parachute arrangements.

We have already taken advantage of these reduced reporting burdens in this report, which are also available to us as a smaller reporting company as defined under Rule 12b-2 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

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In addition, Section 107 of the JOBS Act also provides that an emerging growth company can take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities Act of 1933, as amended (the “Securities Act”), for complying with new or revised accounting standards. We have elected to use the extended transition period and therefore our financial statements may not be comparable to companies that comply with public company accounting standard effective dates.

We could remain an emerging growth company for up to five years, or until the earliest of (i) the last day of the first fiscal year in which our annual gross revenues exceed $1 billion, (ii) the date that we become a “large accelerated filer” as defined in Rule 12b-2 under the Exchange Act, which would occur if the market value of our common stock that is held by non-affiliates exceeds $700 million as of the last business day of our most recently completed second fiscal quarter, or (iii) the date on which we have issued more than $1 billion in non-convertible debt during the preceding three year period.

For more details regarding this exemption, see “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations - Critical Accounting Policies,” below.

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Our Business Plan

Our business plan is to seek, investigate, and, if warranted, acquire an interest in a business opportunity. Our acquisition of a business opportunity may be made by merger, exchange of stock, or otherwise. We have very limited sources of capital, and we probably will only be able to take advantage of one business opportunity. As of the date of this filing we have not identified any business opportunity that we plan to pursue, nor have we reached any preliminary or definitive agreements or understandings with any person concerning an acquisition or merger.

Based upon current economic conditions, management believes that it is possible, if not probable, for a company like ours, without many assets or liabilities, to negotiate a merger or acquisition with a viable private company. The opportunity arises principally because of the expensive legal and accounting fees and the length of time associated with the registration process of “going public.” ~~But if the global economy fails to grow, then it is very possible that there would be little or no economic value for another company to enter into a transaction with WorldNet.~~

Our search for a business opportunity will not be limited to any particular geographical area or industry and includes both U.S. and international companies. Our management has unrestricted discretion in seeking and participating in a business opportunity, subject to the availability of such opportunities, economic conditions and other factors. Our management believes that companies who desire a public market to enhance liquidity for current stockholders, or plan to acquire additional assets through issuance of securities rather than for cash, will be potential merger or acquisition candidates.

The selection of a business opportunity in which to participate is complex and extremely risky and will be made by management in the exercise of their business judgment. Our activities are subject to several significant risks which arise primarily as a result of the fact that we have no operating business and may acquire or participate in a business opportunity based on the decision of management which will, in all probability, act without consent, vote, or approval of our stockholders. We cannot assure you that we will be able to identify and merge with or acquire any business opportunity which will ultimately prove to be beneficial to WorldNet and our stockholders. Should a merger or acquisition prove unsuccessful, it is possible management may decide not to pursue further acquisition activities and management may abandon our search and we may become dormant or be dissolved.

It is possible that the range of business opportunities that might be available for consideration by us could be limited by the fact that our common stock is cleared for a quotation on the OTC Bulletin Board; however, there is not any public trading on any market. We cannot assure you that a market will develop or that a stockholder will be able to liquidate his/her/its investments without considerable delay, if at all. If a market develops, our shares will likely be subject to the rules of the Penny Stock Suitability Reform Act of 1990. The liquidity of penny stock is affected by specific disclosure procedures required by those rules to be followed by all broker-dealers, including but not limited to, determining the suitability of the stock for a particular customer, and obtaining a written agreement from the customer to purchase the stock. This rule may affect the ability of broker-dealers to sell our securities and may affect the ability of purchasers to sell our securities in any market.

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Investigation and Selection of Business Opportunities

We anticipate that business opportunities will come to our attention from various sources, including our officers and directors, our stockholders, professional advisors, such as attorneys and accountants, securities broker-dealers, investment banking firms, venture capitalists, members of the financial community and others who may present unsolicited proposals. Management expects that prior personal and business relationships may lead to contacts with these various sources.

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We expect that our due diligence will encompass, among other things, meetings with the target business’s incumbent management and inspection of its facilities, as necessary, as well as a review of financial and other information which is made available to our management. This due diligence review may be conducted either by our management or by unaffiliated third parties we may engage. Our limited funds and the lack of full-time management will likely make it impracticable to conduct a complete and exhaustive investigation and analysis of a target business before we consummate a business combination. We anticipate that we will rely upon funds provided by advances and/or loans from management and significant stockholders to conduct investigation and analysis of any potential target companies or businesses. We may also rely upon the issuance of our common stock in lieu of cash payments for services or expenses related to any analysis. Management decisions, therefore, will likely be made without detailed feasibility studies, independent analysis, market surveys and the like which, if we had more funds available to us, would be desirable. We will be particularly dependent in making decisions upon information provided by the promoters, owners, sponsors or other persons associated with the target business seeking our participation.

Our management will analyze ~~the~~any business opportunities; however, ~~our~~Mr. ~~management~~Mayer ~~are~~is not a professional business ~~analysts.~~analyst (See Part III, Item 10, below.). ~~Our~~He ~~management~~ has ~~had~~no ~~limited~~ experience with mergers and acquisitions of business opportunities and has not been involved with an initial public offering. Due to ~~management’s~~his ~~limited~~lack of experience with mergers and acquisitions, he may rely on principal stockholders or associates, or promoters or their affiliates to assist in the investigation and selection of business opportunities.

Certain conflicts of interest exist or may develop between us and our officer and director. Mr. Mayer has other business interests to which he currently devotes attention, which include his primary employment. (See Part III, Item 10, below.). He may be expected to continue to devote his attention to these other business interests although management time should be devoted to our business. As a result, conflicts of interest may arise that can be resolved only through his exercise of judgment in a manner which is consistent with his fiduciary duties to us.

A decision to participate in a specific business opportunity may be made upon our management’s analysis of:

	·	the quality of the business opportunity’s management and personnel,

	·	the anticipated acceptability of its new products or marketing concept,

	·	the merit of its technological changes,

	·	the perceived benefit that it will derive from becoming a publicly held entity, and

	·	numerous other factors which are difficult, if not impossible, to analyze through the application of any objective criteria.

No one factor described above will be controlling in the selection of a business opportunity. Management will attempt to analyze all factors appropriate to each opportunity and make a determination based upon reasonable investigative measures and available data. Potential business opportunities may occur in many different industries and at various stages of development. Thus, the task of comparative investigation and analysis of such business opportunities will be extremely difficult and complex. Potential investors must recognize that because of our limited capital available for investigation and management’s limited experience in business analysis, we may not discover or adequately evaluate adverse facts about the business opportunity to be acquired.

In many instances, we anticipate that the historical operations of a specific business opportunity may not necessarily be indicative of the potential for future operations because of the possible need to substantially shift marketing approaches, significantly expand operations, change product emphasis, change or substantially augment management, or make other changes. We will be dependent upon the owners of a business opportunity to identify any such problems which may exist and to implement, or be primarily responsible for, the implementation of required changes.

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Form of Acquisition

We cannot predict the manner in which we may participate in a business opportunity. Specific business opportunities will be reviewed as well as our needs and desires and those of the promoters of the opportunity. The legal structure or method deemed by management to be suitable will be selected based upon our review and our relative negotiating strength. Such methods may include, but are not limited to, leases, purchase and sale agreements, licenses, joint ventures and other contractual arrangements. We may act directly or indirectly through an interest in a partnership, corporation or other forms of organization. We may be required to merge, consolidate or reorganize with other corporations or forms of business organizations. In addition, our present management and stockholders most likely will not have control of a majority of our voting shares following a merger or reorganization transaction. As part of such a transaction, our existing directors may resign and new directors may be appointed to fill those vacancies without any vote by our stockholders.

We likely will acquire our participation in a business opportunity through the issuance of common stock or other securities. Although the terms of any such transaction cannot be predicted, it should be noted that in certain circumstances the criteria for determining whether or not an acquisition is a so-called "“tax free"” reorganization under Section 368(a) (1) of the Internal Revenue Code of 1986, as amended (the "“Code"”) depends upon whether the owners of the acquired business own 80% or more of the voting stock of the surviving entity. If a transaction were structured to take advantage of these provisions rather than other "“tax free"” provisions provided under the Code, all prior stockholders would in that circumstance retain 20% or less of the total issued and outstanding shares of the surviving entity. Under other circumstances, depending upon the relative negotiating strength of the parties, prior stockholders may retain substantially less than 20% of the total issued and outstanding shares of the surviving entity. This could result in substantial additional dilution to the equity of those persons who were our stockholders prior to such reorganization.

In the case of an acquisition, the transaction may be accomplished upon the sole determination of management without any vote or approval by stockholders. In the case of a statutory merger or consolidation directly involving the Company, it will likely be necessary to call a stockholders'’ meeting and obtain the approval of the holders of a majority of the outstanding securities. The necessity to obtain such stockholder approval may result in delay and additional expense in the consummation of any proposed transaction and will also give rise to certain appraisal rights to dissenting stockholders. Most likely, management will seek to structure any such transaction so as not to require stockholder approval.

The time and costs required to select and evaluate a target business and to structure and complete a business combination cannot presently be ascertained with any degree of certainty. Any costs incurred with respect to the indemnification and evaluation of a prospective business combination that is not ultimately completed may result in a loss to the Company. Also, fees may be paid in connection with the completion of all types of acquisitions, reorganizations or mergers. These fees are usually used to pay legal costs, accounting costs, finder’s fees, consultant’s fees and other related expenses. In the event that any such fees are paid, they may become a factor in negotiations regarding any potential acquisition or merger by us. We have no present arrangements or understandings respecting any of these types of fees.

Significant stockholders may actively negotiate or otherwise consent to the purchase of all or any portion of their common stock as a condition to, or in connection with, a proposed reorganization, merger or acquisition. It is not anticipated that any such opportunity will be afforded to other stockholders or that such other stockholders will be afforded the opportunity to approve or consent to any particular stock buy-out transaction. We have not adopted any procedures or policies for the review, approval or ratification of any related party transactions.

It is anticipated that the investigation of specific business opportunities and the negotiation, drafting and execution of relevant agreements, disclosure documents and other instruments will require substantial management time and attention and substantial cost for accountants, attorneys and others. If a decision is made not to participate in a specific business opportunity, the costs incurred in the related investigation might not be recoverable. Furthermore, even if an agreement is reached for the participation in a specific business opportunity, the failure to consummate that transaction may result in the loss to the Company of the related costs incurred.

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In the event we merge or acquire a business opportunity, the successor company will be subject to our reporting obligations. This is commonly referred to as a “back door registration.” A back door registration occurs when a non-reporting company becomes the successor of a reporting company by merger, consolidation, exchange of securities, acquisition of assets or otherwise. This type of event requires the successor company to file a current report with the SEC which provides the same kind of information about the company to be acquired that would appear in a registration statement, including audited and pro forma financial statements. This regulation may eliminate many of the perceived advantages of these types of transactions. Accordingly, we may incur additional expense to conduct due diligence and present the required information for the business opportunity in any report. Also, the SEC may elect to conduct a full review of the successor company and may issue substantive comments on the sufficiency of disclosure related to the company to be acquired.

Also, the SEC may elect to conduct a full review of the successor company and may issue substantive comments on the sufficiency of disclosure related to the company to be acquired.

In addition, regulations also deny the use of Form S-8 for the registration of securities of a shell company, and limit the use of Form S-8 to a reorganized shell company until the expiration of 60 days from when any such entity is no longer considered to be a shell company. This prohibition could further restrict opportunities for the Company to acquire companies that may already have stock option plans in place that cover numerous employees. In such an instance, there may be no exemption from registration for the issuance of securities in any business combination to these employees, thereby necessitating the filing of a registration statement with the SEC to complete any such reorganization, and incurring the time and expense costs that are normally avoided by “back door” registrations.

Competition

We expect to encounter substantial competition in our effort to locate attractive business opportunities. Business development companies, venture capital partnerships and corporations, venture capital affiliates of large industrial and financial companies, small investment companies, and wealthy individuals will be our primary competition. Many of these entities will have significantly greater experience, resources and managerial capabilities than we do and will be in a better position than we are to obtain access to attractive business opportunities. We also will experience competition from other public reporting companies, many of which may have more funds available for such transactions.

Effect of Existing or Probable Governmental Regulations on Business

We are subject to the Sarbanes-Oxley Act of 2002. This Act creates a strong and independent accounting oversight board to oversee the conduct of auditors, of public companies and to strengthen auditor independence. It also requires steps to enhance the direct responsibility of senior members of management for financial reporting and for the quality of financial disclosures made by public companies; establishes clear statutory rules to limit, and to expose to public view, possible conflicts of interest affecting securities analysts; creates guidelines for audit committee members’ appointment, and compensation and oversight of the work of public companies’ auditors; prohibits certain insider trading during pension fund blackout periods; and establishes a federal crime of securities fraud, among other provisions.

We are subject to the Exchange Act of 1934 and are required to file annual reports on Form 10-K and quarterly reports on Form 10-Q with the SEC on a regular basis, and will be required to timely disclose certain material events (e.g., changes in corporate control; acquisitions or dispositions of a significant amount of assets other than in the ordinary course of business; and bankruptcy) in a Current Report on Form 8-K. We are also subject to Section 14(a) of the Exchange Act which requires the Company to comply with the rules and regulations of the SEC regarding proxy solicitations, as outlined in Regulation 14A. Matters submitted to our stockholders at a special or annual meeting of stockholders or pursuant to a written consent will require us to provide our stockholders with the information outlined in Schedules 14A or 14C of Regulation 14A; preliminary copies of this information must be submitted to the SEC at least 10 days prior to the date that definitive copies of this information are forwarded to our stockholders.

If we acquire a “non-reporting issuer” under the Exchange Act, we will be subject to the “back-door registration” requirements of the SEC that will require us to file a Current Report on Form 8-K that will include all information about such “non-reporting issuer” as would have been required to be filed by that entity had it filed a Form 10 Registration Statement with the SEC.

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Research and Development and Environmental Compliance

During the year ended December 31, ~~2016~~2017, we have not spent any funds on research and development. Nor have we recognized any costs related to compliance with environmental laws.

Employees

We currently have no employees. Our management expects to confer with consultants, attorneys and accountants as necessary. We do not anticipate a need to engage any full-time employees so long as we are seeking and evaluating business opportunities. We will determine the need for employees based upon a specific business opportunity, if any.

ITEM 1A. RISK FACTORS

~~Our~~We ~~auditors~~are ~~have~~a ~~issued~~smaller areporting ~~going~~company ~~concern~~as ~~opinion~~defined by Rule 12b-2 of the Securities Exchange Act of 1934 and, as such, we are not required to provide the information under this Item.

At December 31, 2016, the Company had limited assets, had a negative working capital of $273,574 and had incurred losses of $339,574 since inception. Based upon these factors our auditors have issued a going concern opinion. We do not anticipate that we will have revenues until we acquire or merge with a business opportunity. Accordingly, there is substantial doubt that we can continue as an on-going business for the next twelve months unless we obtain additional capital. Accordingly, we must raise cash from sources other than operations. Our only other source for cash at this time is advances or investments by others in our company. We must obtain a business opportunity to support our operations.

There can be no assurance that we will successfully consummate a business combination.

We can give no assurances that we will successfully identify and evaluate suitable business opportunities or that we will conclude a business combination. Management has not identified any particular industry or specific business within an industry for evaluation. We cannot guarantee that we will be able to negotiate a business combination on favorable terms. At the date of this filing, we have no arrangement, agreement or understanding with respect to engaging in a merger with, joint venture with, or acquisition of, a private or public entity. No assurances can be given that we will successfully identify and evaluate suitable business opportunities or that we will conclude a business combination.

There is currently no trading market for our common stock, and liquidity of shares of our common stock is limited.

Our shares of common stock are not registered under the securities laws of any state or other jurisdiction. Our common stock is cleared for quotation on the OTC Bulletin Board, but is not trading as of the date of this report. Accordingly, there is no public trading market for our common stock. Further, no public trading market is expected to develop in the foreseeable future unless and until we complete a business combination with an operating business or the Company files and obtains effectiveness of a registration statement under the Securities Act of 1933, as amended (the “Securities Act”). Therefore, outstanding shares of common stock cannot be offered, sold, pledged or otherwise transferred unless subsequently registered pursuant to, or exempt from registration under, the Securities Act and any other applicable federal or state securities laws or regulations.

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Since we are a shell company as defined in subparagraph (i) of Rule 144, our shares of common stock cannot be publicly resold under Rule 144. Any “restricted securities” issued by the Company while we are a shell company cannot be publicly sold for at least one year from the date when we file Form 10 information regarding the business opportunity involved in any acquisition, reorganization or merger that results in the Company no longer being considered a shell company. In addition we must have filed all reports and other materials required to be filed by section 13 or 15(d) of the Exchange Act, as applicable, during the preceding 12 months.

Compliance with the criteria for securing exemptions under federal securities laws and the securities laws of the various states is extremely complex, especially in respect of those exemptions affording flexibility and the elimination of trading restrictions in respect of securities received in exempt transactions and subsequently disposed of without registration under the Securities Act or state securities laws.

ITEM 2. PROPERTIES

We do not currently own or lease any property. Until we pursue a viable business opportunity and recognize income we will not seek office space.

ITEM 3. LEGAL PROCEEDINGS

We are not a party to any legal proceedings as of the date of this filing.

ITEM 4. MINE SAFETY DISCLOSURE

Not applicable to our operations.

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PART II

Market Information

In 2012 we received notification from the Financial Industry Regulatory Authority (“FINRA”) that our common stock was cleared for quotation on the OTC Bulletin Board under the symbol “WDNT.” As of the date of this filing there has not been any trading activity in our common stock.

Our shares of common stock are subject to Section 15(g) and Rule 15g-9 of the Securities and Exchange Act, commonly referred to as the “penny stock” rule. The rule defines penny stock to be any equity security that has a market price less than $5.00 per share, subject to certain exceptions. These rules may restrict the ability of broker-dealers to trade or maintain a market in our common stock and may affect the ability of stockholders to sell their shares. Broker-dealers who sell penny stocks to persons other than established customers and accredited investors must make a special suitability determination for the purchase of the security. Accredited investors, in general, include individuals with assets in excess of $1,000,000 (excluding their primary residence) or annual income exceeding $200,000 or $300,000 together with their spouse, and certain institutional investors. The rules require the broker-dealer to receive the purchaser’s written consent to the transaction prior to the purchase and require the broker-dealer to deliver a risk disclosure document relating to the penny stock prior to the first transaction. A broker-dealer also must disclose the commissions payable to both the broker-dealer and the registered representative, and current quotations for the security. Finally, monthly statements must be sent to customers disclosing recent price information for the penny stocks.

Holders and Dividends

We had 85 stockholders of record as of March 1716, ~~2017~~2018. We have not declared dividends on our common stock and do not anticipate paying dividends on our common stock in the foreseeable future.

Recent Sales of Unregistered Securities

None.

Issuer Purchase of Securities

None.

ITEM 6. SELECTED FINANCIAL DATA

Not applicable to smaller reporting companies.

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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Executive Overview

We are an emerging growth company that has not recorded revenues for the past two fiscal years. We are dependent upon financing to continue basic operations. Management intends to rely upon advances or loans from management, stockholders and/or third parties to meet our cash requirements, but we have not entered into written agreements guaranteeing funds and, therefore, no one is obligated to provide funds to us in the future. These factors raise doubt as to our ability to continue as a going concern. Our plan is to combine with an operating company to generate revenue.

Any target business that is selected may be a financially unstable company or an entity in its early stages of development or growth, including entities without established records of sales or earnings. In that event, we will be subject to numerous risks inherent in the business and operations of financially unstable and early stage or potential emerging growth companies. In addition, we may effect a business combination with an entity in an industry characterized by a high level of risk, and, although our management will endeavor to evaluate the risks inherent in a particular target business, there can be no assurance that we will properly ascertain or assess all significant risks.

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We anticipate that the selection of a business opportunity will be complex and extremely risky. Because of general economic conditions, rapid technological advances being made in some industries and shortages of available capital, our management believes that there are numerous firms seeking the perceived benefits of becoming a publicly traded corporation. Such perceived benefits of becoming a publicly traded corporation include, among other things, facilitating or improving the terms on which additional equity financing may be obtained, providing liquidity for the principals of and investors in a business, creating a means for providing incentive stock options or similar benefits to key employees, and offering greater flexibility in structuring acquisitions, joint ventures and the like through the issuance of securities. Potentially available business combinations may occur in many different industries and at various stages of development, all of which will make the task of comparative investigation and analysis of such business opportunities extremely difficult and complex.

Management anticipates that the struggling global economy will restrict the number of business opportunities available to us and will restrict the cash available for such transactions. There can be no assurance in the current economy that we will be able to acquire an interest in an operating company.

If we obtain a business opportunity, then it may be necessary to raise additional capital. We likely will sell our common stock to raise this additional capital. We anticipate that we would issue such stock pursuant to exemptions to the registration requirements provided by federal and state securities laws. The purchasers and manner of issuance will be determined according to our financial needs and the available exemptions to the registration requirements of the Securities Act of 1933. We do not currently intend to make a public offering of our stock. We also note that if we issue more shares of our common stock, then our stockholders may experience dilution in the value per share of their common stock.

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Liquidity and Capital Resources

We have not recorded revenues from operations since inception. We have not established an ongoing source of revenue sufficient to cover our operating costs and we have relied primarily upon related and third parties to provide loans to fund operations and provide or pay for professional expenses. Our cash ~~increased~~decreased to $~~1,096~~396 at December 31, ~~2016~~2017 compared to $~~481~~1,096 at December 31, ~~2015~~2016. Our total liabilities increased to $~~274~~305,~~670~~323 at December 31, ~~2016~~2017 compared to $~~243~~274,~~419~~670 at December 31, ~~2015~~2016. The ~~2016~~2017 increase of total liabilities represents advances of $86,~~200~~700, ~~and~~ accrued interest of $1617,~~151~~353 and $6,~~900~~600 in accounts payable for consulting services and administrative and professional services and out-of-pocket costs provided to or paid on behalf of the Company by a shareholder (See Item 13, below).

We intend to obtain capital from management, significant stockholders or third parties to cover minimal operations; however, there is no assurance that additional funding will be available. Our ability to continue as a going concern during the long term is dependent upon our ability to find a suitable business opportunity and acquire or enter into a merger with such company. The type of business opportunity with which we acquire or merge will affect our profitability for the long term.

During the next 12 months we anticipate incurring additional costs related to the filing of Exchange Act reports. We believe we will be able to meet these costs through funds provided by management, significant stockholders or third parties. We may also rely on the issuance of our common stock in lieu of cash to convert debt or pay for expenses.

Results of Operations

We did not record revenues in either ~~2015~~2016 or ~~2016~~2017. General and administrative expense decreased to $14,~~485~~000 for ~~2016~~2017 compared to $1614,~~540~~485 for ~~2015~~2016. The decrease in general and administrative expense in ~~2016~~2017 primarily reflects decreases in consulting services and fees relied upon for our operations. We recorded interest expense ofon ~~$16,151~~notes payable for ~~2016~~related ~~compared~~parties toof $1410,~~697~~398 ~~for~~and ~~2015.~~$6,955 ~~Interest~~for ~~expense~~third ~~reflects accrued interest on notes payable~~parties. Our net loss ~~decreased~~increased to $3031,~~636~~353 for ~~2016~~2017 compared to $3130,~~237~~636 for ~~2015~~2016. Management expects net losses to continue until we acquire or merge with a business opportunity.

Commitments and Obligations

At December 31, ~~2016~~2017, we recorded notes payable to third parties of $~~213~~88,~~700~~500 with accrued interest of $5429,~~070~~405 and notes payable to related parties of $138,800 with accrued interest of $42,018. All of the ~~loans~~notes payable are non-collateralized, carry interest at 8% and are due on demand. ~~During 2016 we borrowed $8,200 from a third party and during 2015 we borrowed $8,300 from a third party.~~

~~During~~11 ~~2016~~Table ~~we recorded accounts payable~~ of $6,900 and during 2015 we recorded accounts payable of $8,500 representing administrative and professional services and out-of-pocket costs provided to or paid on behalf of the Company by a more than 5% shareholder, First Equity Holdings Corp. (“First Equity”). At the 2016 year end we converted the $8,500 amount to notes payable (See Item 13, below). Contents

13At ~~Table~~December 31, 2017 we recorded accounts payable of ~~Contents~~$6,600 for 2017 and accounts payable of $6,900 for 2016. These accounts payable relate to consulting services and professional services provided by a more than 5% shareholder. At December 31, 2017 we converted accounts payable of $6,900 from 2016 to notes payable. (See Item 13, below.)

During 2017 cash flows from financing activities included third party cash advances of $4,000 and proceeds from notes payable to a related party of $2,700. During 2016 third parties provided cash advances of $8,200.

Off-Balance Sheet Arrangements

We have not entered into any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources and would be considered material to investors.

Critical Accounting Policies

Emerging Growth Company - WeA ~~qualify~~company qualifies as an “emerging growth company” ~~under~~if ~~the~~it ~~JOBS~~has ~~Act~~total annual gross revenues of less than $1.07 Asbillion aduring ~~result,~~its wemost ~~are~~recently ~~permitted~~completed ~~to,~~fiscal year and, ~~intend~~as toof December 8, ~~rely~~2011, onhad ~~exemptions~~not ~~from~~sold ~~certain~~common ~~disclosure~~equity ~~requirements.~~securities ~~For~~under soa ~~long~~registration asstatement. weA ~~are~~company continues to be an emerging growth company, ~~among~~for ~~other~~the ~~things~~first five fiscal years after it completes an initial public offering, weunless ~~will~~one ~~not~~of bethe ~~required~~following tooccurs:

	·	its total annual gross revenues are $1.07 billion or more;

	·	it has issued more than $1 billion in non-convertible debt in the past three years; or

	·	it becomes a “large accelerated filer,” as defined in Exchange Act Rule 12b-2.

Since we qualify as an “emerging growth company” under the JOBS Act we are permitted to, and intend to, rely on exemptions from certain disclosure requirements. For so long as we are an emerging growth company, among other things, we will not be required to:

	·	Have an auditor report on our internal controls over financial reporting pursuant to Section 404(b) of the Sarbanes-Oxley Act;

	·	Submit certain executive compensation matters to shareholder advisory votes, such as “say-on-pay” and “say-on-frequency”

	·	Obtain shareholder approval of any golden parachute payments not previously approved; and

	·	Disclose certain executive compensation related items such as the correlation between executive compensation and performance and comparisons of the Chief Executives compensation to median employee compensation.

In addition, Section 107 of the JOBS Act also provides that an emerging growth company can take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities Act for complying with new or revised accounting standards. In other words, an emerging growth company can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies. We have elected to take advantage of the benefits of this extended transition period. Our financial statements may therefore not be comparable to those of companies that comply with such new or revised accounting standards.

WeTax ~~will~~Cuts ~~remain~~and anJobs ~~“emerging~~Act ~~growth~~- ~~company”~~The ~~for~~Company uphas toevaluated ~~five~~Staff ~~years,~~Accounting orBulletin ~~until~~No. ~~the~~118 ~~earliest~~regarding ~~of (i)~~ the ~~last~~impact ~~day~~ of the ~~first~~decreased ~~fiscal~~tax ~~year~~rates inof ~~which~~the ~~our~~Tax ~~total~~Cuts ~~annual~~& ~~gross~~Jobs ~~revenues~~Act. ~~exceed~~See $1“Note ~~billion;~~2 ~~(ii)~~– ~~the~~Income ~~date that we become a “large accelerated filer~~Taxes” ~~as defined~~ in ~~Rule 12b-2 under~~ the ~~Securities~~notes ~~Exchange~~to ~~Act~~our offinancial ~~1934,~~statements ~~which~~for ~~would~~schedules ~~occur if the market value of our ordinary shares~~ that isdescribe ~~held by non-affiliates exceeds $700 million as of~~ the ~~last~~new ~~business~~rates ~~day~~adjusted ~~of our most recently completed second fiscal quarter or (iii) the date on which we have issued more than $1 billion~~ in ~~non-convertible debt during~~ the ~~preceding three-year~~ period. enacted.

1412 Table of Contents

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

WORLDNET, INC. OF NEVADA

Financial Statements

December 31, ~~2016~~2017 and ~~2015~~2016

INDEX

Report of Independent Registered Public Accounting Firm		16
Report of Pinnacle Accountancy Group of Utah, PLLC	14
Balance Sheets		17
Report of Pritchett, Siler & Hardy, P.C.	15
Statements of Operations		18
Balance Sheets	16
Statements of Stockholders’ Deficit		19
Statements of Operations	17
Statements of Cash Flows		20
Statements of Stockholders’ Deficit	18
Notes to the Financial Statements		21
Statements of Cash Flows	19
Notes to the Financial Statements	20 - 23

1513 Table of Contents

~~PRITCHETT~~Douglas W. Child, ~~SILER~~CPA &Cameron ~~HARDY~~J. Pribble, PCPA Ryan L.C Steuart, CPA Natalie J. Murphy, CPA Kristofer Heaton, CPA Cory J. Hunter, CPA Jared N. Stevens, MTax Conrad M. Smith, MBA

CERTIFIED PUBLIC ACCOUNTANTS

A PROFESSIONAL CORPORATION

1438 N. HIGHWAY 89 STE. 130

FARMINGTON, UTAH 84025

_______________

(801) 447-9572 FAX (801) 447-9578

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Stockholders

WorldNet, Inc. of Nevada

Salt Lake City, Utah

WeOpinion ~~have~~on ~~audited~~ the ~~accompanying~~Financial balance sheet of WorldNet, Inc. of Nevada as of December 31, 2016 and 2015 and the related statements of operations, stockholders’ deficit and cash flows for the years then ended. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audits.Statements

We ~~conducted~~have ~~our~~audited ~~audits~~the inaccompanying ~~accordance~~balance ~~with~~sheet ~~the standards~~ of ~~the~~WorldNet, ~~Public~~Inc. ~~Company~~of ~~Accounting~~Nevada ~~Oversight Board~~ (~~United~~the ~~States~~Company). ~~Those~~as ~~standards~~of ~~require~~December ~~that~~31 we2017, ~~plan~~ and ~~perform~~ the ~~audits~~related ~~to obtain reasonable assurance about whether the financial~~ statements ~~are~~of ~~free~~operations, ofstockholders’ ~~material~~deficit, ~~misstatement.~~and ~~The~~cash ~~Company~~flows isfor ~~not~~the ~~required~~year tothen ~~have~~ended, ~~nor~~and ~~were~~the werelated ~~engaged~~notes to(collectively ~~perform,~~referred anto ~~audit~~as ofthe ~~its internal control over~~ financial ~~reporting~~statements). ~~Our~~In ~~audit~~our ~~included~~opinion, ~~consideration~~the ~~of internal control over~~ financial ~~reporting~~statements aspresent afairly, ~~basis for designing audit procedures that are appropriate~~ in ~~the~~all ~~circumstances~~material respects, ~~but not for~~ the ~~purpose~~financial ofposition ~~expressing an opinion on the effectiveness~~ of the Company’s ~~internal~~as ~~control~~of ~~over~~December ~~financial~~31, ~~reporting. Accordingly~~2017, weand ~~express~~the noresults ~~such~~of ~~opinion.~~its Anoperations ~~audit~~and ~~also~~its ~~includes~~cash ~~examining,~~flows onfor ~~a test basis, evidence supporting~~ the ~~amounts~~year ~~and~~then ~~disclosures~~ended, in ~~the~~conformity ~~financial~~with ~~statements, assessing the~~ accounting principles ~~used~~generally ~~and~~accepted ~~significant~~in ~~estimates made by management, as well as evaluating~~ the ~~overall~~United ~~financial~~States ~~statement~~of ~~presentation~~America. ~~We believe that our audits provide a reasonable basis for our opinion.~~

InBasis our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of WorldNet, Inc. of Nevada as of December 31, 2016 and 2015 and the results of its operations and cash flows for ~~the years then ended in conformity with accounting principles generally accepted in the United States of America.~~Opinion

~~The~~These ~~accompanying~~ financial statements ~~have~~are ~~been~~the ~~prepared~~responsibility ~~assuming~~of ~~that~~ the Company’s ~~will~~management. ~~continue~~Our asresponsibility ais ~~going~~to ~~concern.~~express ~~The~~an opinion on the Company’s ~~has~~financial ~~suffered~~statements ~~recurring~~based ~~losses~~on ~~and~~our ~~has~~audit. noWe ~~operations~~are ~~which~~a ~~raise~~public ~~substantial~~accounting ~~doubt~~firm ~~about~~registered ~~its~~with ~~ability~~the toPublic ~~continue~~Company asAccounting aOversight ~~going~~Board ~~concern.~~(United ~~Management’s~~States) ~~plans~~(PCAOB) inand ~~regard~~are required to ~~these~~be ~~matters~~independent ~~are~~with ~~described~~respect to the Company in ~~Note~~accordance 2.with ~~The~~the ~~financial~~U.S. ~~statements~~federal dosecurities ~~not~~laws ~~include~~and ~~any~~the ~~adjustments~~applicable ~~that~~rules ~~might~~and ~~result~~regulations ~~from~~of the ~~outcome~~Securities ofand ~~this~~Exchange ~~uncertainty~~Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audit, we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.

Our audit included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audit provide a reasonable basis for our opinion.

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. The Company has suffered recurring losses and has no operations which raise substantial doubt about its ability to continue as a going concern. Management’s plans in regard to these matters are described in Note 3. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

/s/ Pinnacle Accountancy Group of Utah

We have served as the Company’s auditor since 2017.

Pinnacle Accountancy Group of Utah

Farmington, Utah

March 9, 2018

Farmington Office:

1438 North Highway 89, Ste. 120

Farmington, UT 84025

(801) 447-9572

Members of the AICPA and UACPA

www.pinncpas.com

Ogden Office:

3590 Harrison Blvd. Ste. GL-2

Ogden, UT 84403

(801) 399-1183

Table of Contents

PRITCHETT, SILER & HARDY, P.C.

CERTIFIED PUBLIC ACCOUNTANTS

A PROFESSIONAL CORPORATION

1438 N. HIGHWAY 89 STE. 130

FARMINGTON, UTAH 84025

_______________

(801) 447-9572 FAX (801) 447-9578

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Stockholders

WorldNet, Inc. of Nevada

Salt Lake City, Utah

We have audited the accompanying balance sheet of WorldNet, Inc. of Nevada as of December 31, 2016 and the related statements of operations, stockholders’ deficit and cash flows for the years then ended. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of WorldNet, Inc. of Nevada as of December 31, 2016 and the results of its operations and cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America.

/s/ Pritchett, Siler & Hardy, P.C.

Pritchett, Siler & Hardy, P.C.

Farmington, Utah

March 17, 2017

1615 Table of Contents

WorldNet, Inc. of Nevada

Balance Sheets

	DEC 31, 2016			DEC 31, 2015
	DEC 31, 2017			DEC 31, 2016
ASSETS
CURRENT ASSETS
Cash	$	~~1,096~~396		$	~~481~~1,096
Total current assets		~~1,096~~396			~~481~~1,096
TOTAL ASSETS	$	~~1,096~~396		$	~~481~~1,096
LIABILITIES AND STOCKHOLDERS' DEFICIT
LIABILITIES AND STOCKHOLDERS’ DEFICIT
CURRENT LIABILITIES
Accounts payable – related party	$	6,~~900~~600		$	86,~~500~~900
Notes payable – related party		~~129~~138,~~200~~800			~~120~~129,~~700~~200
Notes payable		8488,500			7684,~~300~~500
Accrued interest – related party		3142,~~620~~018			2131,~~964~~620
Accrued interest		2229,~~450~~405			1522,~~955~~450
Total current liabilities		~~274~~305,~~670~~323			~~243~~274,~~419~~670
Total liabilities		~~274~~305,~~670~~323			~~243~~274,~~419~~670
STOCKHOLDERS' DEFICIT
STOCKHOLDERS’ DEFICIT
Common stock, $.001 par value; 25,000,000 shares authorized;18,500,000 shares issued and outstanding		18,500			18,500
Common stock, $.001 par value; 25,000,000 shares authorized; 18,500,000 shares issued and outstanding		18,500			18,500
Additional paid-in capital		47,500			47,500
Accumulated deficit		(~~339~~370,~~574~~927	)		(~~308~~339,~~938~~574	)
Total stockholders' deficit		(273,574	)		(242,938	)
Total stockholders’ deficit		(304,927	)		(273,574	)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	$	1,096		$	481
TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT	$	396		$	1,096

The accompanying notes are an integral part of these financial statements.

1716 Table of Contents

WorldNet, Inc. of Nevada

Statements of Operations

	FOR THE YEAR ENDED DEC 31, 2016			FOR THE YEAR ENDED DEC 31, 2015
	FOR THE YEAR ENDED DEC 31, 2017			FOR THE YEAR ENDED DEC 31, 2016
Revenues	$	--		$	--
Expenses
General and administrative		14,~~485~~000			1614,~~540~~485
Total expenses		14,~~485~~000			1614,~~540~~485
Net Operating Loss		(14,~~485~~000	)		(1614,~~540~~485	)
Other income (expense)
Interest expense – related party		(910,~~656~~398	)		(89,~~808~~656	)
Interest expense		(6,~~495~~955	)		(56,~~889~~495	)
Total other income (expense)		(1617,~~151~~353	)		(1416,~~697~~151	)
Loss before income taxes		(3031,~~636~~353	)		(3130,~~237~~636	)
Taxes		--			--
Net loss	$	(3031,~~636~~353	)	$	(3130,~~237~~636	)
Net loss per share	$	(0.00	)	$	(0.00	)
Weighted average shares outstanding		18,500,000			18,500,000

The accompanying notes are an integral part of these financial statements.

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WorldNet, Inc. of Nevada
Statements of Stockholders’ Deficit
For Years Ended December 31, 2016 and 2017

					Additional					Total
	Common Stock				Paid-in		Accumulated			Stockholders’
	Shares		Amount		Capital		Deficit			Deficit

Balance – December 31, 2015		18,500,000	$	18,500	$	47,500	$	(308,938	)	$	(242,938	)
Net income (loss) for the year ended December 31, 2016		-		-		-		(30,636	)		(30,636	)
Balance – December 31, 2016		18,500,000		18,500		47,500		(339,574	)		(273,574	)
Net income (loss) for the year ended December 31, 2017		-		-		-		(31,353	)		(31,353	)
Balance – December 31, 2017		18,500,000	$	18,500	$	47,500	$	(370,927	)	$	(304,927	)

The accompanying notes are an integral part of these financial statements.

Table of Contents

WorldNet, Inc. of Nevada

Statements of Stockholders' Deficit

For Years Ended December 31, 2015 and 2016

					Additional					Total
	Common Stock				Paid-in		Accumulated			Stockholders’
	Shares		Amount		Capital		Deficit			Deficit
Balance – December 31, 2014		18,500,000	$	18,500	$	47,500	$	(277,701	)	$	(211,701	)
Net income (loss) for the year ended December 31, 2015		-		-		-		(31,237	)		(31,237	)
Balance – December 31, 2015		18,500,000		18,500		47,500		(308,938	)		(242,938	)
Net income (loss) for the year ended December 31, 2016		-		-		-		(30,636	)		(30,636	)
Balance – December 31, 2016		18,500,000	$	18,500	$	47,500	$	(339,574	)	$	(273,574	)

The accompanying notes are an integral part of these financial statements.

19 Table of Contents

WorldNet, Inc. of Nevada

Statements of Cash Flows

	FOR THE YEAR ENDED DEC 31, 2016			FOR THE YEAR ENDED DEC 31, 2015
	FOR THE YEAR ENDED DEC 31, 2017			FOR THE YEAR ENDED DEC 31, 2016
Cash Flows from Operating Activities
Net loss	$	(3031,~~636~~353	)	$	(3130,~~237~~636	)
Adjustments to reconcile net loss to cash provided (used) by operating activities:
Expenses paid by related party		6,~~900~~600			86,~~500~~900
Changes in operating assets and liabilities:
Increase in accrued interest – related party		910,~~656~~398			89,~~808~~656
Increase in accrued interest		6,~~495~~955			56,~~889~~495
Net cash provided (used) by operating activities		(7,~~585~~400	)		(87,~~040~~585	)
Cash Flows from Investing Activities
Net cash provided (used) by investing activities		--			--
Cash Flows from Financing Activities
Cash advances (Notes payable)		8,200			8,300
Proceeds from notes payable – related party		2,700			--
Net cash provided (used) by financing activities		8,200			8,300
Proceeds from notes payable		4,000			8,200
Increase (decrease) in cash		615			260
Net cash provided (used) by financing activities		6,700			8,200
Cash and cash equivalents at beginning of year		481			221
Increase (decrease) in cash		(700	)		615
Cash and cash equivalents at end of year	$	1,096		$	481
Cash and cash equivalents at beginning of year		1,096			481
Cash and cash equivalents at end of year	$	396		$	1,096
Supplemental Cash Flow Information:
Cash paid for interest	$	--		$	--
Cash paid for income taxes	$	--		$	--
Non-Cash Investing and Financing Activities
Converted related party accounts payable into loans	$	8,500		$	10,600
Converted related party accounts payable into notes payable – related party	$	6,900		$	8,500

The accompanying notes are an integral part of these financial statements

2019 Table of Contents

WorldNet, Inc. of Nevada

Notes to the Financial Statements

December 31, ~~2016~~2017 and ~~2015~~2016

NOTE 1 - ~~Summary~~SUMMARY ofOF ~~Significant~~SIGNIFICANT ~~Accounting~~ACCOUNTING ~~Policies~~POLICIES

a. Organization & Summary of Significant Accounting Policies

WorldNet, Inc. of Nevada (the Company), a Wyoming corporation, was incorporated in Nevada on March 12, 1986 to lease, sell, and market airships and the Burkett Mill, a waste milling device, which rights were acquired from VIP ~~Worldnet~~WorldNet, Inc. initially the only shareholder. The technology to further develop the airship and the mill by the parent company proved to be prohibitive, and shortly after the acquisition of the marketing rights further activity with regard to these products was minimized. WorldNet, Inc. of Nevada has been looking for a new operating company since that time along with raising capital and keeping its SEC filings current and other limited operations. On November 7, 2016 the Company changed its domicile from Nevada to Wyoming.

b. ~~Recognition~~Loss ofPer ~~Revenue~~Share

The Company has adopted FASB ASC 605 which provides guidance on the recognition, presentation and disclosure of revenue in financial statements filed with the SEC. FASB ASC 605 outlines the basic criteria that must be met to recognize revenue and provides guidance for disclosure related to revenue recognition policies. In general, the Company recognizes revenue related to monthly services provided when (i) persuasive evidence of an arrangement exists, (ii) delivery has occurred or services have been rendered, (iii) the fee is fixed or determinable and (iv) collectability is reasonably assured.

c. Loss Per Share

The computation of earnings per share of common stock is based on the weighted average number of shares outstanding at the date of the financial statements.

	For the Years Ended December 31,
	2016			2015
	2017			2016
Net Loss	$	(3031,~~636~~353	)	$	(3130,~~237~~636	)
Weighted Average Number of Shares Outstanding		18,500,000			18,500,000
Basic Loss per Common Share	$	(0.00	)	$	(0.00	)

For the years ended December 31, ~~2016~~2017 and ~~2015~~2016, the Company had no potentially dilutive common stock equivalents issued

dc. Cash and Cash Equivalents

The Company considers all highly liquid investments with maturities of three months or less to be cash equivalents.

21d. ~~Table~~Use of ~~Contents~~estimates

WorldNet, Inc. of Nevada

Notes to the Financial Statements

December 31, 2016 and 2015

NOTE 1 - Summary of Significant Accounting Policies (continued)

e. Use of estimates

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

fe. Reclassification

Certain amounts in prior-year financial statements have been reclassified for comparative purposes to conform to the presentation in the current year financial statements.

~~NOTE~~20 2Table -of ~~Income Taxes~~Contents

~~The~~NOTE ~~Financial~~2 ~~Accounting Standards Board (FASB) has issued FASB ASC 740~~-10 ~~(Prior~~INCOME authoritative literature: Financial Interpretation No. 48, "Accounting for Uncertainty in Income Taxes - An Interpretation of FASB Statement No. 109 (FIN 48). FASB ASC 740-10 clarifies the accounting for uncertainty in income taxes recognized in an enterprise's financial statements in accordance with prior literature FASB Statement No. 109, Accounting for Income Taxes. This standard requires a company to determine whether it is more likely than not that a tax position will be sustained upon examination based upon the technical merits of the position. If the more-likely-than-not threshold is met, a company must measure the tax position to determine the amount to recognize in the financial statements. As a result of the implementation of this standard, the Company performed a review of its material tax positions in accordance with recognition and measurement standards established by FASB ASC 740-10. TAXES

The Financial Accounting Standards Board (FASB) has issued FASB ASC 740-10 (Prior authoritative literature: Financial Interpretation No. 48, “Accounting for Uncertainty in Income Taxes - An Interpretation of FASB Statement No. 109 (FIN 48). FASB ASC 740-10 clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements in accordance with prior literature FASB Statement No. 109, Accounting for Income Taxes. This standard requires a company to determine whether it is more likely than not that a tax position will be sustained upon examination based upon the technical merits of the position. If the more-likely-than-not threshold is met, a company must measure the tax position to determine the amount to recognize in the financial statements. As a result of the implementation of this standard, the Company performed a review of its material tax positions in accordance with recognition and measurement standards established by FASB ASC 740-10.

Deferred taxes are provided on a liability method whereby deferred tax assets are recognized for deductible temporary differences and operating loss and tax credit carry-forwards and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax basis. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment.

The Company currently has no issues creating timing differences that would mandate deferred tax expense. Net operating losses would create possible tax assets in future years. Due to the uncertainty of the utilization of net operating loss carry forwards, ana ~~evaluation~~valuation allowance has been made to the extent of any tax benefit that net operating losses may generate. A provision for income taxes has not been made due to net operating loss carry-forwards of $ ~~339~~370,~~574~~927 and $ ~~308~~339,~~938~~574 as of December 31, ~~2016~~2017 and December 31, ~~2015~~2016, respectively, which may be offset against future taxable income through ~~2034~~2037. No tax benefit has been reported in the financial statements.

22The ~~Table~~Company has evaluated Staff Accounting Bulletin No. 118 regarding the impact of ~~Contents~~the decreased tax rates of the Tax Cuts & Jobs Act. The schedules below reflect the Federal tax provision, deferred tax asset and valuation allowance using the new rates adjusted in the period of enactment.

WorldNet, Inc. of Nevada

Notes to the Financial Statements

December 31, 2016 and 2015

NOTE 2 – Income Taxes (continued)

Deferred tax assets and the valuation account are as follows:

	For the Years Ended December 31,
	2016			2015
	2017			2016
Deferred tax asset:
Net operating loss carryforward (at 21% and 34%)	$	77,895		$	115,455
Net operating loss carryforward	$	115,455		$	105,038
Valuation allowance		(77,895	)		(115,455	)
Valuation allowance		(115,455	)		(105,038	)
Deferred tax asset	$	0		$	0
	$	0		$	0

A reconciliation of amounts obtained by applying the Federal tax rate ~~of 34%~~ to pre-tax income to income tax benefit is as follows:

	For the Years Ended December 31,
	2016			2015
	2017			2016
Federal tax provision (at 34%)	$	10,417		$	10,620
Federal tax benefit (at 21% and 34%)	$	6,584		$	10,416
Change in valuation allowance		~~(10~~37,~~417~~560	)		(10,~~620~~416	)
Effect of rate change on Deferred Tax Asset		(44,144	)		0
	$	0		$	0

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The Company did not have any tax positions for which it is reasonably possible that the total amount of unrecognized tax benefits will significantly increase or decrease within the next 12 months.

The Company includes interest and penalties arising from the underpayment of income taxes in the statements of operations in the provision for income taxes. As of December 31, ~~2016~~2017 and ~~2015~~2016, the Company had no accrued interest or penalties related to uncertain tax positions.

The tax years that remain subject to examination by major taxing jurisdictions are those for the years ended December 31, 2016, 2015, ~~2014~~ and ~~2013~~2014.

NOTE 3 - ~~Going~~GOING ~~Concern~~CONCERN

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. The Company has limited assets, has a negative working capital of $~~273~~304,~~574~~927 and has incurred losses of $~~339~~370,~~574~~927 since inception. Its activities have been limited for the past several years and it is dependent upon financing to continue operations. These factors raise substantial doubt about the ability of the Company to continue as a going concern. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. It is management’s plan to acquire or merge with other operating companies.

23NOTE ~~Table~~4 of- ~~Contents~~CAPITALIZATION

~~WorldNet,~~There ~~Inc.~~was ofno ~~Nevada~~stock issued during 2016 and 2017.

~~Notes~~NOTE to5 ~~the~~- ~~Financial~~NOTES ~~Statements~~PAYABLE

Notes payable - unrelated parties as of December 31, ~~2016~~2017 are $88,500. This includes additional advances during 2017 of $4,000. The Notes bear interest at 8% and ~~2015~~are due on demand.

~~NOTE~~Accrued 4interest -– ~~Capitalization~~unrelated parties was $29,405 and $22,450 at December 31, 2017 and 2016, respectively.

~~There~~NOTE ~~was~~6 no- ~~stock~~RELATED ~~issued~~PARTY ~~during 2015 and 2016.~~TRANSACTIONS

~~NOTE~~For 5the –fiscal year ended December 31, 2017, a shareholder invoiced the Company for consulting, administrative, and professional services and out-of-pocket costs provided to or paid on behalf of the Company totaling $6,600 in 2017 and $6,900 in 2016. In 2017 the 2016 accounts payable were converted into Notes Payable – related party. Notes payable – related party at December 31, 2017 and 2016 were $138,800 and $129,200, respectively. Accrued interest at December 31, 2017 and 2016 was $42,018 and $31,620, respectively. The notes bear interest at 8% and are due on demand.

~~Notes~~22 ~~payable~~Table ~~- unrelated parties as~~ of ~~December 31, 2016 are $84,500. This includes additional advances during 2016 of $8,200. The Notes bear interest at 8% and are due on demand.~~Contents

~~Accrued~~NOTE ~~interest~~7 –- ~~unrelated~~RECENT ~~parties was $22,450 and $15,955 at December 31, 2016 and 2015 respectively.~~PRONOUNCEMENTS

NOTE 6 - Related Party Transactions

During the years ended December 31, 2005, the Company incurred $47,100 of professional fees payable to professionals affiliated with a shareholder.

Through November 30, 2008 an officer of the Company was an employee of a shareholder. The relationship with the shareholder ceased on that date.

For the fiscal year ended December 31, 2016, a shareholder invoiced the Company for consulting, administrative, and professional services and out-of-pocket costs provided to or paid on behalf of the Company totaling $6,900 in 2016 and $8,500 in 2015. In 2016 the 2015 accounts payable were converted into Notes Payable – related party. Notes payable – related party at December 31, 2016 and 2015 were $129,200 and $120,700 respectively. Accrued interest at December 31, 2016 and 2015 was $31,620 and $21,964 respectively. The notes bear interest at 8% and are due on demand.

NOTE 7 - Recent Pronouncement

The Company has evaluated Recent Accounting Pronouncements and has determined that all such pronouncements either do not apply or their impact is insignificant to the financial statements.

NOTE 8 –- ~~Fair~~FAIR ~~Value~~VALUE ~~Measurements~~MEASUREMENTS

If required by authoritative literature, the Company would account for certain assets and liabilities at fair value. The hierarchy below lists three levels of fair value based on the extent to which inputs used in measuring fair value are observable in the market. When applicable, we categorize each of our fair value measurements in one of these three levels based on the lowest level input hat significant to the fair value measurement in its entirety.

The cash, accounts payable, notes payable and accrued interest have fair values that approximate their carrying values due to the short term nature of these instruments.

NOTE 9 - ~~Subsequent~~SUBSEQUENT ~~Events~~EVENTS

The Company has evaluated subsequent events from the balance sheet date through the date the financial statements were issued and has determined that there are no such events that would have a material impact on the financial statements.

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ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

WeOn ~~have~~January ~~not~~23, ~~had~~2018, aPritchett ~~change~~Siler in& Hardy, P.C., Certified Public Accountants, resigned as our independent registered public accounting firm. orPritchett ~~disagreement~~Siler ~~with~~& ~~such~~Hardy, ~~accountants~~P.C. onhad ~~accounting~~audited our financial ~~disclosure~~statements ~~during~~for the ~~past two~~ fiscal years ended December 31, 2016 and 2015.

On January 23, 2018, the Company engaged Heaton & Co., PLLC, dba Pinnacle Accountancy Group of Utah, as our independent registered public accounting firm and they audited our financial statements for the fiscal year ended December 31, 2017.

There were no disagreements between the Company and our independent principal accounting firms related to accounting principles or practices, financial statement disclosure, internal controls or auditing scope or procedures during the last two fiscal years.

ITEM 9A. CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our filings under the Exchange Act is recorded, processed, summarized and reported within the periods specified in the rules and forms of the SEC. This information is accumulated to allow timely decisions regarding required disclosure. Our President, who serves as our principal executive officer and principal financial officer, evaluated the effectiveness of our disclosure controls and procedures as of the end of the period covered by this report and he determined that our disclosure controls and procedures were ineffective because we had a control deficiency. Specifically, during the period we did not have additional personnel to allow segregation of duties to ensure the completeness or accuracy of our information. Due to the size and operations of our Company we are unable to remediate this deficiency until we acquire or merge with another company with more personnel.

Management’s Annual Report on Internal Control over Financial Reporting

Management is responsible to establish and maintain adequate internal control over financial reporting. Our principal executive officer is responsible to design or supervise a process that provides reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. The policies and procedures include:

	-	maintenance of records in reasonable detail to accurately and fairly reflect the transactions and dispositions of assets,

	-	provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures are being made only in accordance with authorizations of management and directors, and

	-	provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of assets that could have a material effect on our financial statements.

For the year ended December 31, ~~2016~~2017, management has relied on the Committee of Sponsoring Organizations of the Treadway Commission (COSO), “Internal Control - Integrated Framework,” to evaluate the effectiveness of our internal control over financial reporting. Based upon that framework, management determined that in the preparation of the financial statements we did not have additional personnel to allow segregation of duties to ensure the completeness or accuracy of our information. Accordingly, our President has concluded that our internal control over financial reporting is ineffective because lack of an adequate control environment constitutes a deficiency. Due to the size and operations of the Company we are unable to remediate this deficiency until we acquire or merge with another company with more personnel.

Our management determined that there were no changes made in our internal controls over financial reporting during the fourth quarter of ~~2016~~2017 that have materially affected, or are reasonably likely to materially affect our internal control over financial reporting.

ITEM 9B. OTHER INFORMATION

~~On November 7, 2016 the Company filed Articles of Domestication in the state of Wyoming effecting a change of domicile from Nevada to Wyoming~~None. ~~Accordingly, our board of directors adopted new bylaws which are filed as an exhibit to this Form 10-K.~~

On24 ~~May~~Table ~~31, 2016, April Adelt resigned as Director and Secretary/Treasurer~~ of ~~the Company. The Board has decided not to fill the director vacancy until a future date.~~Contents

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PART III

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

Directors and Executive Officers

Our director and executive officer’s age, positions and biographical information ~~are~~is set forth below. Our bylaws require two directors who serve for terms of one year or until they are replaced by a qualified director. As of the date of this report we have one vacancy on our board of directors. Our executive officers are chosen by our board of directors and serve at its discretion.

Name	Age	Position Held	Director Term
Donald R. Mayer	77	Director President, Secretary/Treasurer	February 2000 until our next annual meeting.
Brett D. Mayer	46	Director President, Secretary/Treasurer	October 2017 until our next annual meeting.

~~Donald~~Brett RD. Mayer -- ~~Mr.~~Since ~~Mayer~~January is1995 to the ~~President and Chairman of Universal Business Insurance~~present, ~~an insurance company that he co-founded~~Mr. HeMayer has ~~worked~~been inemployed ~~the~~as ~~insurance~~an ~~industry~~account executive for ~~over~~Universal ~~thirty~~Business ~~years~~Insurance, ~~specializing~~which inprimarily ~~the~~markets ~~business~~ and ~~motel/hotel~~sells ~~industry~~insurance. He ~~graduated~~has ~~from~~had ~~the~~prior ~~University~~experience ofas ~~Utah,~~a ~~located~~director inand ~~Salt~~officer ~~Lake~~of ~~City,~~a ~~Utah,~~reporting ~~with~~shell company. He received a bachelor’s degree in ~~accounting.~~economics ~~The~~from ~~Board believes his experience as an owner of small private company providing services to~~ the ~~public~~University ~~may provide valuable insights during the investigation~~ of ~~business opportunities~~Utah.

During the past ten years our current executive officer has not been involved in any legal proceedings that are material to an evaluation of his ability or integrity; namely: (1) filed a petition under federal bankruptcy laws or any state insolvency laws, nor had a receiver, fiscal agent or similar officer appointed by a court for the business or property of such person, or any partnership in which he was a general partner at or within two years before the time of such filing, or any corporation or business association of which he was an executive officer at or within two years before the time of such filing; (2) been convicted in a criminal proceeding or named subject to a pending criminal proceeding (excluding traffic violations and other minor offenses); (3) been the subject of any order, judgment or decree, not subsequently reversed, suspended or vacated, of any court of competent jurisdiction, permanently or temporarily enjoining him from or otherwise limiting his involvement in any type of business, securities or banking activities; or (4) been found by a court of competent jurisdiction in a civil action, by the SEC or the Commodity Futures Trading Commission to have violated any federal or state securities law, and the judgment in such civil action or finding by the SEC has not been subsequently reversed, suspended, or vacated.

Compliance with Section 16(a) of the Exchange Act

Section 16(a) of the Securities Exchange Act of 1934 requires our directors, executive officers and persons who own more than ten percent of a registered class of our equity securities, to file with the SEC initial reports of ownership and reports of changes in ownership of common stock and our other equity securities. Officers, directors and greater than ten- percent beneficial owners are required by SEC regulations to furnish us with copies of all Section 16(a) reports they file. We believe no reports were required to be filed for the year ended December 31, ~~2016~~2017.

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Code of Ethics

Since we have only one person serving as director and executive officer, and because we have minimal operations, we have not adopted a code of ethics for our principal executive and financial officers. Our board of directors will revisit this issue in the future to determine if, and when, adoption of a code of ethics is appropriate. In the meantime, our management intends to promote honest and ethical conduct, full and fair disclosure in our reports to the SEC, and comply with applicable governmental laws and regulations.

Corporate Governance

We are a smaller reporting company with minimal operations and only one person serving as director and executive officer. As a result, we do not have a standing nominating committee for directors, nor do we have an audit committee with an audit committee financial expert serving on that committee. Our entire board of directors acts as our nominating and audit committee.

ITEM 11. EXECUTIVE COMPENSATION

Executive Officer Compensation

Our principal executive officer, Mr. Mayer, did not receive compensation from the Company during the year ended December 31, ~~2016~~2017. None of our named or former executive officers received any cash or non-cash compensation from us during the past two fiscal years and none had outstanding equity awards at year end. We have not entered into employment contracts with our executive officers and their compensation, if any, will be determined at the discretion of our board of directors.

We do not offer retirement benefit plans to our executive officers, nor have we entered into any contract, agreement, plan or arrangement, whether written or unwritten, that provides for payments to a named executive officer at, or in connection with, the resignation, retirement or other termination of a named executive officer, or a change in control of the company, or a change in the named executive officer’s responsibilities following a change in control.

Compensation of Directors

We do not have any standard arrangement for compensation of our directors for any services provided as director, including services for committee participation or for special assignments.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

Securities Under Equity Compensation Plans

None.

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Beneficial Ownership

The following tables set forth the beneficial ownership of our outstanding common stock by our management and each person or group known by us to own beneficially more than 5% of our voting stock. Beneficial ownership is determined in accordance with the rules of the SEC and generally includes voting or investment power with respect to securities. Except as indicated by footnote, the persons named in the table below have sole voting power and investment power with respect to all shares of common stock shown as beneficially owned by them. The percentage of beneficial ownership is based on 18,500,000 shares of common stock outstanding as of March 1716, ~~2017~~2018.

CERTAIN BENEFICIAL OWNERS

CERTAIN BENEFICIAL OWNERS

Name and address of beneficial owner	Amount and nature of beneficial ownership			Percent of class

VIP WorldNet, Inc. 800 E. Charleston Blvd. Las Vegas, NV 89104		15,009,450	(1)		81.1
First Equity Holdings Corp. 2157 S. Lincoln Street Salt Lake City, UT 84106		1,000,000			5.4
_______
(1) VIP WorldNet holds 15,000,000 shares and its affiliates own 9,450 shares of our common stock.

Name and address of beneficial owner	Amount and nature of beneficial ownership			Percent of class
VIP WorldNet, Inc. 800 E. Charleston Blvd. Las Vegas, NV 89104		15,009,450	(1)		81.1
First Equity Holdings Corp. 2157 S. Lincoln Street Salt Lake City, UT 84106		1,000,000			5.4

_________________

(1) VIP WorldNet holds 15,000,000 shares and its affiliates own 9,450 shares of our common stock.

MANAGEMENT

Name of beneficial owner	Amount and nature of beneficial ownership		Percent of class
Donald R. Mayer		324,000		1.8
Directors and officers as a group		324,400		1.8

Transactions with Related Parties

During ~~2016~~2017, First Equity Holdings Corp., a more than 5% shareholder, billed the Company $6,~~900~~600 for consulting services and administrative and professional services and out-of-pocket costs provided to or paid on behalf of the Company. During the ~~2015~~2016 fiscal year, First Equity billed the Company $86,~~500~~900 for ~~consulting~~such services. ~~and~~At ~~administrative~~December ~~and~~31, ~~professional~~2017 ~~services and out-of-pocket costs provided to or paid on behalf of~~ the ~~Company. During 2016 the~~ $86,~~500~~900 account payable was converted into a note payable.

As of December 31, ~~2016~~2017 we owe First Equity aggregate notes payable of $~~129~~138,~~200~~800 with accrued interest of $3142,~~620~~018. The notes payable bear interest at 8% and are due on demand. We have not made any payments on these amounts due this shareholder.

Parent Company

VIP WorldNet, Inc. is our parent company and beneficially owns 15,009,450 shares of our common stock. Such shares represent 81.1% of our issued and outstanding shares.

Director Independence

Our director is not an independent director as defined by NASDAQ Stock Market Rule 5605(a)(2). This rule defines persons as “independent” who are neither officers nor employees of the company and have no relationships that, in the opinion of the board, would interfere with the exercise of independent judgment in carrying out their responsibilities as directors.

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ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES

Auditor Fees

The following table presents the aggregate fees billed by our ~~principal~~former independent public registered accounting firm, Pritchett, Siler & Hardy, P.C., in connection with the audit of our financial statements and other professional services for each of the last two fiscal years.

	2016		2015
	2017		2016
Audit fees	$	5,400	$	5,400
Audit-related fees		0		0
Tax fees		0		0
All other fees	$	0	$	0

Audit fees represent fees for professional services rendered by our principal accountant for the audit of our annual financial statements and review of the financial statements included in our Forms 10-Q or services that are normally provided by our principal accountant in connection with statutory and regulatory filings or engagements.

Audit-related fees represent professional services rendered for assurance and related services by the accounting firm that are reasonably related to the performance of the audit or review of our financial statements that are not reported under audit fees.

Tax fees represent professional services rendered by the accounting firm for tax compliance, tax advice, and tax planning.

All other fees represent fees billed for products and services provided by the accounting firm, other than the services reported for the other three categories.

Pre-approval Policies

We do not have an audit committee currently serving and as a result our board of directors performs the duties of an audit committee. Our board of directors will evaluate and approve in advance the scope and cost of the engagement of an auditor. All services rendered by our principal accountant are performed pursuant to a written engagement letter between us and the principal accountant. We do not rely on pre-approval policies and procedures.

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PART IV

ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES

(a)(1) Financial Statements

The audited financial statements of WorldNet, Inc of Nevada are included in this report under Item 8 on pages 1513 through 2423.

(a)(2) Financial Statement Schedules

All financial statement schedules are included in the footnotes to the financial statements or are inapplicable or not required.

(a)(3) Exhibits

The following exhibits have been filed as part of this report.

Exhibit No.		Description
3(i).1		Articles of Incorporation, dated March 12, 1986 (incorporated by reference to exhibit 3.1 to ~~Form10~~Form 10-SB, filed July 14, 2000)
3(i).2		Wyoming Articles of Domestication, filed November 7, 2016 (Incorporated by reference to exhibit 3(i).2 of Form 10-K, filed March 20, 2017)
3(ii)		Bylaws of WorldNet, dated November 21, 2016 (Incorporated by reference to exhibit 3(ii) of Form 10-K, filed March 20, 2017)
31.1		Principal Executive Officer Certification
31.2		Principal Financial Officer Certification
32.1		Section 1350 Certification
101.INS*		XBRL Instance Document
101.SCH*		XBRL Taxonomy Extension Schema Document
101.CAL*		XBRL Taxonomy Calculation Linkbase Document
101.DEF*		XBRL Taxonomy Extension Definition Linkbase Document
101.LAB*		XBRL Taxonomy Label Linkbase Document
101.PRE*		XBRL Taxonomy Presentation Linkbase Document

~~________________________~~___________

* XBRL (Extensible Business Reporting Language) information is furnished and not filed or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections.

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SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, there unto duly authorized.

	WORLDNET, INC. OF NEVADA
Date: March 17, 2017	By:	/s/ Donald R. Mayer
Date: March 23, 2018	By:	/s/ Brett D. Mayer
		Donald R. Mayer
		Brett D. Mayer, President
		President

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

Date: March 17, 2017	By:	/s/ Donald R. Mayer
Date: March 23, 2018	By:	/s/ Brett D. Mayer
		Donald R. Mayer
		Brett D. Mayer
		Principal Executive Officer Principal Financial and Accounting Officer Director President and Secretary/Treasurer
		Principal Executive Officer
		Principal Financial and Accounting Officer
		Director, President and Secretary/Treasurer

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