8-K: Villa Magna acquires control of Metrospaces via 1,643,255 Series B and 4.5 Series E preferred shares

On October 6, 2026, Buyer Villa Magna, LLC acquired control through the purchase of 1,643,255 Series B Preferred shares from GBS Capital Partners and 4.5 Series E Preferred shares from Oscar Brito, with no cash purchase price payable. Schedule 1 states the original five Series E shares represented 80% of total voting power and the 4.5 transferred represent 72%, while the remaining 0.5 Series E share held by Shokworks represents 8%. The board authorized reconciliation of approximately $600,000 of claimed loans without discharging or admitting any disputed amount. Buyer must fund and submit a complete OTC Markets application within 90 days and a reverse stock split corporate-action package with FINRA within 120 days; no ratio or effective date is established.

On October 6, 2026, Buyer Villa Magna, LLC acquired control through the purchase of 1,643,255 Series B Preferred shares from GBS Capital Partners and 4.5 Series E Preferred shares from Oscar Brito, wi