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A Nevada shell company that earned less than $100,000 a year selling SEO services has become the American-listed parent of two of Uzbekistan’s best-known hotels and a major Tashkent exhibition centre, after businessman Jahongir Artykojayev merged two entities he controlled on both sides of the transaction.
The deal, formally closed on 13 October 2026, combined StageWise Strategies Corp. — a Nevada company Artykojayev had acquired in June 2026 for $750,000, building his stake to roughly 79% — with TEG SPV, the Uzbek holding group he controls through Tourism and Entertainment Group, in which he holds 99.93%. StageWise issued 183,098,434 new ordinary shares in exchange for 99.99999012% of TEG SPV’s ownership interests, then renamed itself TEG Overseas, Inc. Because only about five million shares had previously been in circulation, the former owners of the Uzbek group received approximately 97.3% of the enlarged American company. Artykojayev’s Tourism and Entertainment Group holds 68.3% of TEG Overseas, or 128,506,935 shares; his daughter Irodakhon Abduvakhitova holds a further 31.14%, or 58,591,499 shares. Combined, the two hold roughly 99.4% of the company, leaving barely 0.6% freely tradeable.
The transaction was structured as a share-for-share exchange: the sellers received no cash. A condition requiring TEG Overseas to raise at least $18 million in new financing simultaneously with closing — proceeds that would have gone to the company, not the sellers — was waived in writing by all parties on 13 October. The filing does not disclose what form that financing was intended to take or who the prospective investors were. Uzbekistan’s registry recorded the transfer of ownership interests on 14 October, the date from which board changes also took effect, according to an amendment filed with the US Securities and Exchange Commission on 16 October.
What the American Company Now Owns
TEG SPV was incorporated in October 2025 as a holding vehicle. Through three wholly owned subsidiaries it operates the 258-room Hilton Tashkent, a five-star property run under a Hilton franchise; the 212-room Wyndham Bukhara, a four-star hotel operating under a Wyndham licence; and Central Asian Expo, a roughly 23,000-square-metre exhibition centre in Tashkent that rents space to third-party organisers and runs its own events. The group employs approximately 790 people.
The Wyndham Bukhara’s ownership history is described in some detail in the filings. The building previously belonged to J-United LLC, another entity linked to Artykojayev. In December 2025 it was transferred to Cultural Landmark Hotel LLC, which became the hotel’s operator. The right to use the Wyndham brand remained with a separate company, Wide Tent System LLC, until August 2026, when that licence was passed to Cultural Landmark Hotel. A sub-licence registration application was submitted to Uzbekistan’s Ministry of Justice on 25 September 2026; as of the original filing it had not yet been completed.
The group’s financial scale dwarfs the shell it has absorbed. TEG SPV reported revenue of $42.9 million for fiscal 2025, up 22% year on year, with net profit rising from $4.6 million to $14.4 million. StageWise’s SEO business generated $95,409 in revenue over the same period. The main drivers of TEG SPV’s 2025 growth were food-and-beverage sales, which added $4.2 million, and Central Asian Expo, whose revenue nearly doubled from $2.9 million to $7 million. Room revenue edged lower.
A Weaker First Half of 2026 and Significant Financial Obligations
Performance deteriorated in the first half of 2026. Group revenue fell 6.2% to $17.4 million, operating profit dropped 35% to $4.1 million, and net profit declined 30% to $3.6 million. Gross margin compressed from 45.9% to 38.4%. Hilton Tashkent’s occupancy rate fell to roughly 58% from 63% a year earlier, and to 61% in the second quarter from 74% in the same period of 2025. Management attributes the decline to new competition from recently opened properties including Swissotel, JW Marriott and Mercure Tashkent North, as well as pricing pressure and the cancellation or postponement of corporate events. Wyndham Bukhara improved its performance on the back of higher average room rates. Central Asian Expo’s first-half revenue fell 7.3% as some events that had taken place in the first half of 2025 were rescheduled to the second half of 2026. The net profit decline was cushioned by a rise in interest income on loans to related parties, which grew from $700,000 to $2.4 million.
The group’s principal debt consists of loans from Halyk Bank of Kazakhstan at 7.5% per annum, due by 15 September 2028. The outstanding balance at 30 June 2026 was $25.5 million, of which $10.2 million falls due within a year. Cash on hand at that date was $883,000. The filings also disclose that AKFA Dream World, the Hilton Tashkent operator, provided a guarantee in March 2025 for a $100 million Halyk Bank loan extended to a separate Artykojayev-linked company that is not part of the acquired group. The guarantee was provided without compensation, and the agreement contains no right of recourse against the borrower if the guarantee is called. The maximum exposure is $100 million, excluding interest, fees and penalties — a figure that exceeds TEG SPV’s total equity of $85.2 million as of 30 June 2026. No provision for potential costs under the guarantee has been recorded in the financial statements. During the first half of 2026, $6.9 million was distributed to the group’s owner.
The filings also note that Empire Aviation Group, through which Artykojayev’s aircraft charter costs are paid, accounted for 22% of the hotel group’s total procurement in 2024 and 20% in 2025. Construction company Discovery Invest Global supplied 30% of procurement in 2024 and 38% in 2025. Two other Artykojayev-linked entities, Aurum Global Group and ADW-International Congress Hall, received loans from TEG SPV.
Governance, Listing Status and the Company’s Own Claim
The reconstituted board of TEG Overseas is chaired by Anita Mendirata, a tourism consultant who has worked with UN and World Bank structures. She is joined by Wesley Davis, Mark Kasher, Richard Sharko and Irodakhon Abduvakhitova. All directors except Abduvakhitova are classified as independent. Richard Sharko chairs the audit committee; Mark Kasher chairs the compensation, nominations and corporate governance committees. Elmurод Sopiyev, who previously ran Hilton Tashkent, serves as chief executive and president; Timur Zokirov, a former PwC professional, is chief financial officer and treasurer. Three previous directors — Timur Zokirov in his board capacity, Bakhtiyyor Kadirov and Elina Davidyan — stepped down when the deal closed, though Zokirov retained his executive role. The company also shifted its fiscal year-end from 30 September to 31 December to align with TEG SPV’s reporting calendar.
TEG Overseas trades on OTC Markets in the OTCID Basic segment. The company was removed from the higher OTCQB tier on 28 August 2026 and has applied to return. The last quoted price cited in the filings, as of 12 October, was $0.4724 per share; the number of registered holders stood at approximately 51. In a press release issued on 14 October, the company described the transaction as creating the first American-listed public business from Uzbekistan — a characterisation that is the company’s own and has not been independently verified.