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 filed its annual report describing a major shift from a research-focused tech incubator into an operating telecommunications and data-infrastructure platform. In 2025 it acquired 42 Telecom and Telvantis, adding international messaging and voice services that generate recurring revenue.
The company reported net income of $918,355 for 2025, driven largely by a non-cash gain of $3,387,266 on contingent consideration, and excluding this recorded a loss from operations of approximately $2,468,911. Total assets increased to $150.7 million, reflecting consolidation of acquisitions, while cash was $2.1 million.
Despite new scale, Spectral faces a working capital deficit of $42.6 million, or $7.7 million excluding contingent consideration expected to be settled in equity, and an accumulated deficit of $33.4 million. Two customers accounted for about 35.7% and 33.0% of 2025 revenue, and two suppliers, including a related party, represented 36.0% and 39.1% of cost of revenue, creating concentration risk.
Spectral Capital Corporation filed an amended Form 8-K to add full financial statements for its acquisition of Telvantis Voice Services, Inc. The amendment includes audited carved-out results for 2023–2024, unaudited nine-month 2025 figures, and detailed pro forma financials showing the combined business.
Telvantis generated total revenues of $215.4 million in 2023 and $22.5 million in 2024, with 2024 net income of $3.4 million$149.7 million in revenues and a $2.8 million net loss, reflecting heavy use of related-party financing and factoring facilities.
As of December 31, 2024, Telvantis had $42.2 million in assets, $38.1 million in liabilities, and equity of $4.1 million, with negative working capital of about $1.1 million. Management discloses a sharp revenue decline in 2024 tied to a halt in third-party working capital financing, followed by restructuring, new financing, and cost cuts that it believes support going-concern status.
The pro forma schedules illustrate how acquiring 100% of Telvantis, in exchange for 1.5 million Spectral shares at closing plus up to 8.5 million additional earn-out shares, could affect Spectral’s balance sheet and earnings if the deal had been in place earlier.
SPECTRAL CAPITAL Corp Chief Financial Officer Daniel Gilcher filed an initial ownership report showing he holds common stock both directly and through a controlled entity. He indirectly owns 400,000 shares through Adama GmbH, which he wholly owns and controls, and directly holds 175,000 shares. The footnote explains these shares were issued as acquisition consideration for the purchases of 42 Telecom Ltd. and Telvantis Voice Services, Inc., rather than as compensation for his services.
Spectral Capital Corp director Werner Gottfried has reported his initial beneficial ownership in the company. He holds a non-qualified stock option giving him the right to buy 100,000 shares of common stock at an exercise price of $3.99 per share. The option becomes exercisable starting on February 3, 2026 and vests monthly over 24 months until it is fully vested, with an expiration date of January 3, 2031. The filing shows this option is held directly by him.
Spectral Capital Corp director Michael Richard Turner filed an initial ownership report showing he beneficially owns a non-qualified stock option to purchase 100,000 shares of common stock. The option has an exercise price of $3.99 per share, becomes exercisable starting February 3, 2026, and expires on January 3, 2031. The filing states that the option vests monthly over 24 months beginning February 3, 2026, and is held directly by Turner.
Spectral Capital Corporation reported signing a Binding Term Sheet to acquire 100% of the equity of Italian company Intermatica S.p.A. The proposed consideration is 5,000,000 shares of Spectral common stock at closing, subject to escrow, buy-back, standstill and minimum value protection provisions.
The Term Sheet also allows for issuance of up to an additional 5,000,000 shares as performance-based earn-out over a multi-year period, for a maximum of 10,000,000 shares in total. It further states that no Intermatica shareholder may beneficially own more than 4.9% of Spectral’s outstanding common stock at any time.
The transaction is conditioned on due diligence, including a potential PCAOB-qualified audit of Intermatica, negotiation and signing of a definitive stock purchase agreement, customary closing conditions, and board approvals. The company cautions there is no assurance that a definitive agreement will be executed or that the transaction will close.
Spectral Capital Corporation disclosed that it entered into a Definitive Stock Purchase Agreement to acquire 100% of Telvantis Voice Services, Inc., a Florida corporation. The consideration consists of up to 10,000,000 shares of Spectral common stock, including 1,500,000 shares issued at closing and up to 8,500,000 additional shares tied to revenue and operating profit milestones during fiscal year 2026.
The acquisition closed on December 31, 2025, and Telvantis Voice Services will be consolidated into Spectral’s financial statements from that date. All shares issued under the agreement are subject to a twelve‑month lock‑up, a 4.9% beneficial ownership cap, and other transfer restrictions, with additional earn‑out, minimum share value, rescission, and indemnification provisions. The company intends the transaction to qualify as a tax‑free reorganization and issued the closing shares as restricted securities in a private offering under Section 4(a)(2) and/or Regulation D.
Spectral Capital Corporation reported that its Board appointed Daniel Gilcher, age 39, as Chief Financial Officer, Principal Financial Officer, and Principal Accounting Officer, effective January 3, 2026. He currently serves as Chief Financial Officer and a Director of Mexedia and previously held senior finance roles at Nuvo, bringing experience in going‑public transactions, mergers and acquisitions, and capital raising across equity, debt, and complex instruments.
The company highlighted his extensive academic background, including a Ph.D. in Empirical Finance, an MBA, and multiple advanced finance degrees, with research published in peer‑reviewed journals. In connection with the previously disclosed acquisition of 42 Telecom, Gilcher received 400,000 shares of Spectral Capital common stock as part of the transaction consideration on August 1, 2025, before his appointment as an executive officer. The shares were issued as deal consideration, not as compensation, the company received no cash proceeds, and the transaction was approved by the Board. The company plans to disclose his compensation arrangements in a later filing.
Spectral Capital Corporation reported a change in its board leadership structure. On December 27, 2025, the Board of Directors appointed Dr. Olga Nezerenko as an independent director. She brings more than 20 years of leadership experience in logistics, transport, and academic program development, along with a PhD in Economics and Business Administration from Tallinn University of Technology.
Dr. Nezerenko has led the Logistics Study Programme at the Estonian Entrepreneurship University of Applied Sciences since 2004, overseeing curriculum development, applied research supervision, and industry partnerships. She also participates in sector organizations, including the Estonian Logistics and Freight Forwarding Association and the Transport and Logistics Professional Chamber, which the company expects will add valuable strategic insight to the board.
Spectral Capital Corporation (FCCN) announced that its Board of Directors appointed Gottfried Werner as an independent director effective November 19, 2025. Werner’s background spans tax consulting, leadership at an international Swiss-based leasing company, and founding his own investment and consulting firm focused on impact investing, IT, telecommunications, media, entertainment, and human resources. He currently operates what is described as the largest independent telecommunications retail network in Germany, serves on multiple company boards, and owns a consulting firm that supports lobbying and business relations between German and English-speaking markets. This move expands the company’s board with additional international and sector-specific experience.