Spectral Capital signs definitive deal to acquire 42 Telecom for 8M shares plus earnout shares

SPECTRAL CAPITAL Corp

Acquiring 100% of Maltese messaging-infrastructure provider 42 Telecom Ltd.
Issue 8,000,000 shares upfront; 8,000,000 shares in escrow for 2025/2026 earnouts.
Earnout tied to 2025 revenue guarantee of $15,000,000.
Spectral abandons proposed Perks Loyalty (White Label) investment; no definitive agreement.
Closing subject to board and shareholder approvals and PCAOB audit.

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