{"schema_version":"secwatch.filing_event.v1","accession":"0001683168-25-003094","form_type":"8-K","ticker":"GREH","cik":"0001084937","company_name":"Green Rain Energy Holdings Inc.","filed_at":"2025-05-02T23:59:59+00:00","discovered_at":"2026-05-14T18:02:47.459773+00:00","generated_at":"2026-05-22T21:56:37.505998+00:00","sec_items":["1.01","2.01","3.02","5.02","9.01"],"event_type":"m_and_a","sentiment":"neutral","materiality_score":0.85,"calibrated_materiality_score":0.85,"confidence":"high","headline":"Arowana Media acquires M Love Vintage via preferred stock; CEO resigns, Papadakis appointed","bullets":["Acquired 100% of M Love Vintage Holdings by issuing 1M Convertible Series N Preferred Shares with 1,000,000 votes each.","The Now Corporation receives 65.7% of preferred shares, gaining effective control.","Mark Newbauer resigns as CEO and Director; Alfredo Papadakis becomes Chairman and CEO.","Chris Villareale appointed President; Newbauer to receive $100k and existing subsidiaries.","Preferred shares issued under Regulation D exemption to accredited investors."],"urls":{"canonical":"https://secwatch.observer/filing/0001683168-25-003094","json":"https://secwatch.observer/filing/0001683168-25-003094.json","markdown":"https://secwatch.observer/filing/0001683168-25-003094.md","text":"https://secwatch.observer/filing/0001683168-25-003094.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1084937/000168316825003094/0001683168-25-003094-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1084937/000168316825003094/nowcorp_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-22T21:56:37.505998+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":"53cb568c1d","claim":"Mark Newbauer resigned as Chief Executive Officer and Director at Green Rain Energy Holdings Inc..","evidence_excerpt":"Mark Newbauer resigned from all roles, including Chief Executive Officer and Director.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1084937/000168316825003094/0001683168-25-003094-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"resigned"},{"label":"Role","value":"Chief Executive Officer and Director"}],"fact_type":"executive_change"},{"claim_id":"d352014de9","claim":"Chris Villareale was appointed as President at Green Rain Energy Holdings Inc..","evidence_excerpt":"Chris Villareale was appointed President.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1084937/000168316825003094/0001683168-25-003094-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"President"}],"fact_type":"executive_change"},{"claim_id":"d49b383d2e","claim":"Alfredo Papadakis was appointed as Chairman of the Board and CEO at Green Rain Energy Holdings Inc..","evidence_excerpt":"Alfredo Papadakis was appointed Chairman of the Board and CEO.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1084937/000168316825003094/0001683168-25-003094-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Chairman of the Board and CEO"}],"fact_type":"executive_change"},{"claim_id":"75c33c84fb062346e481fac3c8e4e994d99202a3","claim":"Green Rain Energy Holdings Inc. completed an acquisition involving The Now Corporation for 1,000,000 Convertible Series N Preferred Shares (closed 2025-05-01).","evidence_excerpt":"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","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/1084937/000168316825003094/0001683168-25-003094-index.htm","confidence":0.9,"family_label":"M&A Transactions","details":[{"label":"Action","value":"acquisition"},{"label":"Counterparty","value":"The Now Corporation"},{"label":"Consideration","value":"1,000,000 Convertible Series N Preferred Shares"},{"label":"Closing","value":"2025-05-01"}],"fact_type":"ma_transaction"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}