{"schema_version":"secwatch.filing_event.v1","accession":"0001493152-22-035715","form_type":"8-K","ticker":"FWFW","cik":"0001492617","company_name":"FLYWHEEL ADVANCED TECHNOLOGY, INC.","filed_at":"2022-12-16T23:59:59+00:00","discovered_at":"2026-05-14T18:03:50.832091+00:00","generated_at":"2026-06-21T03:17:38.143021+00:00","sec_items":["1.01","9.01"],"event_type":"m_and_a","sentiment":"neutral","materiality_score":0.85,"calibrated_materiality_score":0.85,"confidence":"high","headline":"Flywheel Advanced Technology to acquire QBS System in all-stock exchange for 8.94M shares","bullets":["Share exchange: QBS Flywheel Ltd transfers all QBS System shares to Flywheel for 8,939,600 newly issued common shares.","QBS System provides IoT solutions (consulting, development, analytics) since 2011 with clients in logistics, F&B, smart buildings.","Closing requires QBS System to deliver audited FY2021/22 and unaudited interim financials; no change in Flywheel officers or directors.","Transaction structured as tax-free reorganization; lock-up, employment, and non-compete agreements are conditions.","QBS System will become a wholly owned subsidiary upon closing; Flywheel remains the public reporting company."],"urls":{"canonical":"https://secwatch.observer/filing/0001493152-22-035715","json":"https://secwatch.observer/filing/0001493152-22-035715.json","markdown":"https://secwatch.observer/filing/0001493152-22-035715.md","text":"https://secwatch.observer/filing/0001493152-22-035715.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1492617/000149315222035715/0001493152-22-035715-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1492617/000149315222035715/form8-k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-21T03:17:38.143021+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"3da9fe3f343f654e02b94852ed4f7320b5672fb2","claim":"FLYWHEEL ADVANCED TECHNOLOGY, INC. entered into Share Exchange Agreement with QBS System Limited valued at Share exchange for 8,939,600 shares of common stock (effective 2022-12-15).","evidence_excerpt":"On December 15, 2022, Flywheel Advanced Technology, Inc., a Nevada corporation (the “Company”), entered into a share exchange agreement (the “Share Exchange Agreement”) with QBS System Limited, a limited company incorporated under the laws of Hong Kong (“QBS System”), and QBS Flywheel Limited, a company incorporated under the laws of Australia (the “Shareholder”).","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1492617/000149315222035715/0001493152-22-035715-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"merger"},{"label":"Counterparty","value":"QBS System Limited"},{"label":"Value","value":"Share exchange for 8,939,600 shares of common stock"},{"label":"Effective","value":"2022-12-15"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}