SPECTRAL CAPITAL Corp (FCCN): M&A transaction — Spectral Capital acquires Node Nexus, issues convertible preferred; change of control

SPECTRAL CAPITAL Corp

Completed acquisition of 100% of Node Nexus Network Co LLC; issued 1M Series Quantum Preferred shares (convertible to 40 common each after 12 months).
Target shareholder Sean Brehm bought 5,050,000 common shares at $0.20/share ($1,010,000); cash on hand $491,657 as of Aug 25, 2024.
Post-closing: 67,699,516 common shares outstanding; 1,000,000 Series Quantum Preferred shares outstanding.
Revenue $0 for H1 2024; operating loss $143,093; Node Nexus had $0 revenue and $0 operating loss.
Business plans focus on quantum computing cloud services (Vogon Cloud, QuantumVM); no current revenue; dependent on future financing.

item 1.01 item 2.01 item 3.02 item 5.01 item 5.02 item 9.01

Key facts

Extracted from this filing and checked against the source text.

M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

SPECTRAL CAPITAL Corp completed an acquisition involving Node Nexus for 40,000,000 newly issued shares (closed 2024-08-29).

Action: acquisition
Counterparty: Node Nexus
Consideration: 40,000,000 newly issued shares
Closing: 2024-08-29

Exact text from the filing

agreed to acquire from the Target, and Target agreed to sell to the Company, 150 shares of capital stock, representing 100% of the Target’s outstanding shares, in exchange for 40,000,000 newly issued shares (the “ Exchange Shares ”) of our common stock, $.0001 par value (the “ Common Stock ”) and (ii) the Target Shareholder agreed to purchase 5,000,000 shares of

View on SEC.gov

9 m&a transactions filed in the last 30 days. Browse all m&a transactions →

SPECTRAL CAPITAL Corp filing history →

Source: SEC EDGAR

accession 0001096906-24-001821

view filing index on sec.gov

view primary document

Machine-readable: JSON · Markdown · Plain text

This headline and bullets were generated automatically by deepseek-v4-flash:cloud@v2 from the public filing. Read the source on SEC.gov before relying on any specific claim. Not investment advice. See methodology for how this pipeline works.