Welcome to our dedicated page for Spectral Capital SEC filings (Ticker: FCCN), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Spectral Capital Corporation (OTCQB: FCCN) files current and periodic reports with the U.S. Securities and Exchange Commission that document its digital infrastructure, telecommunications, and AI-forward strategy. On this page, you can review FCCN’s SEC filings and use AI-powered summaries to understand the key terms, structures, and implications of each document.
Spectral’s Form 8-K filings provide detailed information on material definitive agreements, acquisitions, and asset purchases. These include the completed stock-for-stock acquisition of Telvantis Voice Services, Inc., the acquisition of 42 Telecom Ltd., the Asset Purchase Agreement for AI operating system-related patents from Eliznikcomp OÜ, and binding term sheets for proposed acquisitions such as Intermatica S.p.A., MultiCortex, LLC, and Snack Prompt Corp. The filings describe share issuance, earn-out provisions tied to revenue and operating profit, lock-up periods, ownership caps, and intended tax-free reorganization treatment under Section 368(a)(1)(B).
Filings also cover governance and leadership changes, such as the appointment of independent directors and the appointment of a Chief Financial Officer who also serves as Principal Financial Officer and Principal Accounting Officer. These documents outline the backgrounds of new board members and executives, and disclose related-person transactions where required.
Through Spectral’s SEC reports, readers can access information on private placements conducted under Section 4(a)(2) and Regulation D, intellectual property acquisitions, and preliminary financial guidance furnished via press releases. AI-generated insights on this page help explain complex sections of 8-Ks, highlight the structure of stock-based consideration, and point to where future 10-Q and 10-K disclosures may elaborate on consolidated financial results and pro forma information.
For those tracking FCCN insider and transactional activity, this filings archive offers a structured view of Spectral’s corporate actions, capital formation, and acquisition pipeline as officially reported to the SEC, with real-time updates as new documents are posted to EDGAR.
Spectral Capital Corporation reported its first meaningful operating revenue following the acquisition of 42 Telecom. For the quarter ended September 30, 2025, revenue was $3,139,246, generating gross profit of $710,367. The company recorded a quarterly net loss of $964,603 and a year‑to‑date net loss of $2,111,244.
The 42 Telecom deal closed on August 1, 2025, with 8,000,000 shares issued (valued at $18.4 million) and a preliminary contingent consideration of $2.3 million tied to performance‑based “Escrow Shares.” Intangible assets recognized were $14.75 million and goodwill $4.43 million. Cash and cash equivalents were $426,295 at quarter‑end, with negative working capital of about $2.4 million, and management disclosed that these conditions “raise substantial doubt” about the company’s ability to continue as a going concern. Shares outstanding were 76,094,216 as of September 30, 2025, and 77,104,216 as of November 14, 2025.
Spectral Capital (FCCN) reported updates on two telecom assets. The company furnished a press release with preliminary, unaudited 2025 results from pending acquisition target Telvantis Voice Services and revenue guidance from recently acquired 42 Telecom Ltd.
Spectral expects to close the Telvantis acquisition on or about December 19, 2025, after which Telvantis will be a wholly owned subsidiary and consolidated from that date. 42 Telecom, acquired effective August 1, 2025, provided management guidance for approximately $30 million in 2025 revenue. Consistent with purchase accounting, only revenue generated after August 1, 2025 is included in Spectral’s 2025 consolidated results.
Spectral Capital Corporation (FCCN) completed an asset acquisition and a financing. On October 15, 2025, the company acquired rights to twenty‑one patentable innovations related to native AI operating systems, FPGA optimization, and security/remote synchronization from Eliznikcomp OÜ. As consideration, Spectral issued 9,000,000 shares of common stock to Eliznikcomp’s shareholders at closing.
Concurrently, Spectral initiated a private placement under Section 4(a)(2) and Regulation D, offering up to 1,000,000 shares at $1.30 per share for potential gross proceeds of up to $1,300,000. The offering was made to accredited investors without general solicitation, with proceeds earmarked for general corporate and working capital purposes.
Spectral Capital Corporation filed an 8‑K/A (Amendment No. 1) to provide the required financial statements and pro forma information related to its completed acquisition of 42 Telecom, Ltd.
The acquisition, previously disclosed, involved issuing 8,000,000 Spectral common shares and placing an additional 8,000,000 shares into escrow, subject to earnout and performance milestones, making 42 Telecom a wholly owned subsidiary.
The amendment includes: audited consolidated financial statements of 42 Telecom as of December 31, 2024 and 2023, unaudited interim consolidated financial statements for the period ended June 30, 2025, and unaudited pro forma combined financial information as of June 30, 2025. Other disclosures from the original report remain unchanged.
Spectral Capital (FCCN) proposes a conditional investment into the Snack Prompt business unit that combines an up-front funding package, performance-based earn-out shares, and management and governance terms. Spectral will commit up to $5,000,000 including $700,000 at closing for AI newsletter development and $1,500,000 at closing toward a growth budget. Additional funding is structured as $500,000 tranches released for each $300,000 increase in annual recurring revenue (ARR).
The earn-out allows up to 8,500,000 shares tied to milestones, with performance milestones anchored at $4,000,000 ARR and pro rata release in $300,000 ARR increments. Management terms give Eder Teixeira a $175,000 base salary with bonus up to 50%, the right to appoint one Spectral board member, and a CMO hire at $10,000 per month.
Closing is conditional on audited financial statements for 2023–2024 with review through September 30, 2025 by a PCAOB-registered firm, a Snack Prompt-funded valuation from a Top 10 accounting firm showing valuation ≥ $20,000,000, a technology audit, completion of due diligence and approvals, definitive agreements, and Spectral paying $525,000 to a seed investor in exchange for a full release.
Spectral Capital Corporation entered into a binding term sheet to acquire 100% of the capital stock of Telvantis Voice Services, Inc., a Florida corporation. The all-stock consideration totals 10,000,000 shares of Spectral common stock, including 1,500,000 initial shares issued at closing and up to 8,500,000 additional earn-out shares tied to performance milestones.
Telvantis shareholders may receive the earn-out shares if Telvantis reaches specified 2026 operating profit or revenue milestones, including $10,000,000 in annualized operating profit or $665,000,000 in annualized revenue at comparable margins. The shares will be subject to a 12-month lock-up period, which may be extended or canceled depending on whether these milestones are met.
Closing is subject to customary conditions, including due diligence, delivery of audited U.S. GAAP financial statements audited by a PCAOB-registered firm, and board approvals for both companies. The parties intend to negotiate a definitive stock purchase agreement, and Spectral’s common stock trades on the OTC under the symbol FCCN.