~~SECURITIES~~UNITED ~~AND EXCHANGE COMMISSION~~ STATES

~~Washington,~~SECURITIES ~~DC 20549~~AND EXCHANGE COMMISSION

~~FORM~~Washington, ~~8-K~~ D.C. 20549

~~Current~~FORM ~~Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934~~ 8-K

~~November 7,~~CURRENT ~~2001~~ REPORT

~~Healthcomp~~Pursuant ~~Evaluation~~to ~~Services~~Section ~~Corporation (Exact~~13 ~~Name~~or 15(d) of ~~Registrant~~the asSecurities Exchange ~~specified~~Act inof ~~its charter)~~ 1934

~~Nevada (State~~Date orof ~~other~~Report ~~jurisdiction~~(Date of ~~incorporation~~earliest orevent ~~organization~~reported): May 1, 2025

~~0-28379~~Now Corp ~~(Commission File Number) 88-0395372 (~~I~~.R.S. Employer Identification Number)~~

~~2001 Siesta Drive, Suite 302 Sarasota, Florida 34239~~ (~~Address~~Exact ~~and~~name ~~zip~~of ~~code~~registrant ofas ~~principal~~specified ~~executive~~in ~~offices~~its charter)

941-925-2625 (Registrant’s telephone number, including area code)

Wyoming	000-28379	88-0395372
(State or other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No.)

TABLE OF CONTENTS

109 East 17th Street, Suite 80
Cheyenne, WY	82001
(Address of Principal Executive Offices)	(Zip Code)

~~Item 4. Changes in~~ Registrant’s ~~Certifying~~telephone ~~Accountant.~~number, ~~Signatures~~including ~~Arthur~~area ~~Andersen~~code: ~~Letter~~(310) 714-2950

~~Table of Contents~~Not Applicable

~~Item 4.~~(Former ~~Changes~~name inor ~~Registrant’s~~former ~~Certifying~~address, ~~Accountant.~~ if changed since last report)

~~Effective~~Check ~~November~~the 6appropriate ~~, 2001, Healthcomp Evaluation Services Corporation~~box ~~(“Company”)~~below ~~dismissed~~if ~~Arthur~~the ~~Andersen~~Form ~~LLP~~8-K ~~(“AA”)~~filing asis ~~its~~intended ~~independent~~to ~~public accountant~~simultaneously ~~and~~satisfy ~~retained Deloitte & Touche LLP (“DT”) as its independent public accountant for~~ the ~~fiscal~~filing ~~year~~obligation ~~ending December 31, 2000. The Audit Committee~~ of ~~the~~ ~~Board of Directors and~~ the ~~Board~~registrant ofunder ~~Directors~~any of the ~~Company approved the~~following ~~decision to change independent public accountants.~~ provisions:

~~The~~☐ ~~report~~Written ofcommunications AApursuant ~~on the financial statements of the Company for the fiscal years ended December 31, 1999 and 1998 contained no adverse opinion or disclaimer of opinion and was not qualified or modified as~~ to ~~uncertainty, audit~~Rule ~~scope~~425 orunder ~~accounting principles. For~~ the fiscal years ended December 31, 1999 and 1998 and through the subsequent interim period preceding the date of this report, there were no disagreements with AA on any matter of accounting principles or practices, financial statement disclosure or audit scope or procedure which, if not resolved to the satisfaction of AA, would have caused it to make reference to the subject matter of such disagreement in its report on the financial statements for such fiscal years, nor were there any reportable events within the meaning of Item 304(a) (1) (v) of Regulation S-K. However, the Company’s unaudited interim financial statements for the quarters ended March 31, 2000, June 30, 2000 and September 30, 2000 filed on Form 10QSB with the Securities ~~and~~Act ~~Exchange Commission have not been reviewed by AA in accordance with SAS No. 71 as required by SEC Regulation S-X, Rule 10-01~~(~~d), nor~~17 ~~has~~CFR ~~AA reviewed the Company’s unaudited interim financial statements for any subsequent interim period preceding the date of this report~~230. 425)

~~The~~☐ ~~Company~~Soliciting ~~has~~material ~~not~~pursuant ~~consulted~~to ~~with~~Rule ~~D&T~~14a-12 ~~during~~under the ~~fiscal~~Exchange ~~years~~Act ~~ended~~(17 ~~December 31,~~CFR 1999 and 1998 and through the subsequent interim period preceding the date of this report on either the application of accounting principles or type of opinion D&T might issue on the Company’s financial statements240. 14a-12)

~~The~~☐ ~~Company~~Pre-commencement ~~has~~communications ~~provided~~pursuant ~~AA a copy of this Report and has requested AA~~ to ~~furnish~~ itRule ~~with~~14d-2(b) aunder ~~letter addressed to~~ the ~~Securities and~~ Exchange ~~Commission stating~~Act ~~whether~~(17 itCFR ~~agrees with the statements made herein~~240. ~~A copy of such letter, dated November 6, 2001 is filed as an Exhibit to this Form 8~~14d-K. 2(b))

~~This~~☐ ~~Current~~Pre-commencement ~~Report~~communications onpursuant ~~Form 8-K~~to ~~consists~~Rule of13e-4(c) under the ~~following~~Exchange ~~exhibit:~~ Act (17 CFR 240.13e-4(c))

~~Exhibit~~Securities ~~16.1~~registered ~~Arthur~~pursuant ~~Andersen~~to ~~LLP~~Section ~~Letter~~12(b) ~~dated~~of ~~November~~the ~~6, 2001 Re~~Act: ~~Change in Independent Public Accountant~~

~~Signatures~~ Trading Title of each class Symbol(s) Name of each exchange on which registered Common Stock NWPN OTCPK

~~Pursuant~~Indicate toby check mark whether the ~~requirements~~registrant is an emerging growth company as defined in Rule 405 of the Securities ~~Exchange~~ Act of ~~1934,~~1933 ~~Registrant has~~(§230.405 ~~duly~~of ~~authorized~~ this ~~report~~chapter) toor beRule 12b-2 ~~signed~~of onthe ~~its~~Securities ~~behalf~~Exchange byAct ~~the~~of ~~undersigned duly~~1934 ~~authorized~~(§240. 12b-2 of this chapter).

~~Healthcomp~~Emerging ~~Evaluation~~growth ~~Services~~company ~~Corporation /s/ Jeffrey S. Kerns By: Jeffrey S. Kerns Chief Financial Officer Date: November 7, 2001~~☒

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. ☐

ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

On May 1, 2025, Arowana Media Holdings Inc. (the “Company”), through its then-Chief Executive Officer Mark Newbauer, entered into a Purchase and Sale Agreement (the “Agreement”) with The Now Corporation, a Wyoming corporation (the “Seller”), pursuant to which the Company acquired 100% of the outstanding shares of M Love Vintage Holdings Inc., a Wyoming company (“M Love”).

As consideration, the Company agreed to issue 1,000,000 Convertible Series N Preferred Shares carrying 1,000,000 votes per share and convertible into 1,000,000 shares of common stock. These shares are not subject to dilution, reverse split effects, and impose a 4.9% beneficial ownership cap on non-director conversions.

Preferred Share allocations include:

- The Now Corporation: 65.7%
- McCants Investments Group LLC: 4.9%
- Posner Land LLC: 4.9%
- Mark Newbauer: 4.9%
- Paul Khan: 4.9%
- Legion Financial Consulting Group Ltd.: 4.9%
- Branalex Financial Group Inc.: 4.9%
- Maddy’s Legacy: 4.9%

ITEM 2.01 COMPLETION OF ACQUISITION OR DISPOSITION OF ASSETS

On May 1, 2025, the Company completed its acquisition of M Love Vintage Holdings Inc., resulting in full ownership of the company.

ITEM 3.02 UNREGISTERED SALES OF EQUITY SECURITIES

The issuance of the Convertible Series N Preferred Shares was made pursuant to exemptions under Section 4(a)(2) and/or Rule 506(b) of Regulation D. All securities were issued to accredited or qualified investors without public solicitation.

ITEM 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; APPOINTMENT OF CERTAIN OFFICERS

Effective May 1, 2025:

- Mark Newbauer resigned from all roles, including Chief Executive Officer and Director. His resignation was not due to any disagreement.
- Alfredo Papadakis was appointed Chairman of the Board and CEO.
- Chris Villareale was appointed President.

Mr. Newbauer received 4.9% of the Preferred Shares, all existing subsidiaries of the Company (free of liabilities), and $100,000 payable within 30 days following SEC qualification of the Company’s Form S-1.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(d)

Exhibits

Exhibit Number		Description

10.1		Purchase and Sale Agreement

99.1		Board Resolution

99.2		Resignation Letter of Mark Newbauer

104		Cover Page Interactive Data File - the cover page iXBRL tags are embedded within the Inline XBRL document

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	AROWANA MEDIA HOLDINGS, INC.

Date: May 2, 2025	By:	/s/ Alfredo Papadakis
	Name:	Alfredo Papadakis
	Title:	Chief Executive Officer (as of date of execution)

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