Spectral Capital Reports Unregistered Equity Sales
Ticker: FCCN · Form: 8-K · Filed: Aug 16, 2024 · CIK: 1131903
| Field | Detail |
|---|---|
| Company | Spectral Capital Corp (FCCN) |
| Form Type | 8-K |
| Filed Date | Aug 16, 2024 |
| Risk Level | medium |
| Pages | 2 |
| Reading Time | 2 min |
| Key Dollar Amounts | $1,000,000, $1,010,000 |
| Sentiment | neutral |
Sentiment: neutral
Topics: unregistered-securities, equity-sale, capital-raising
TL;DR
Spectral Capital sold unregistered stock, potentially diluting existing holders.
AI Summary
On August 14, 2024, Spectral Capital Corp. filed an 8-K report detailing unregistered sales of equity securities. The filing indicates the company has issued shares without prior registration under securities laws. Specific details regarding the number of shares, price, and purchasers were not immediately available in the provided text.
Why It Matters
This filing suggests potential dilution for existing shareholders and may indicate the company is raising capital through non-traditional, unregistered means.
Risk Assessment
Risk Level: medium — Unregistered sales can signal financial distress or a need for quick capital, potentially leading to dilution and increased risk for investors.
Key Players & Entities
- SPECTRAL CAPITAL Corp (company) — Registrant
- August 14, 2024 (date) — Date of earliest event reported
- Nevada (jurisdiction) — State of incorporation
- Seattle, WA (location) — Principal business address
FAQ
What type of equity securities were sold?
The filing indicates unregistered sales of equity securities, but the specific type (e.g., common stock, preferred stock, warrants) is not detailed in the provided text.
How many shares were sold in this unregistered offering?
The provided text does not specify the number of shares sold in the unregistered equity offering.
At what price were the unregistered equity securities sold?
The filing does not disclose the price at which the unregistered equity securities were sold.
Who were the purchasers of these unregistered equity securities?
The identity of the purchasers of the unregistered equity securities is not mentioned in the provided text.
Why did Spectral Capital Corp. conduct an unregistered sale of equity securities?
The filing does not provide a reason for the unregistered sale of equity securities; it only reports that such a sale occurred.
Filing Stats: 621 words · 2 min read · ~2 pages · Grade level 13.1 · Accepted 2024-08-16 11:59:41
Key Financial Figures
- $1,000,000 — alue $.0001 (the " Common Stock "), for $1,000,000 (the " Offering ") on or by July 15, 20
- $1,010,000 — 2024, the Target Shareholder delivered $1,010,000 to the Company to complete the purchase
Filing Documents
- fccn-20240814.htm (8-K) — 22KB
- 0001096906-24-001743.txt ( ) — 147KB
- fccn-20240814_def.xml (EX-101.DEF) — 2KB
- fccn-20240814_lab.xml (EX-101.LAB) — 20KB
- fccn-20240814_pre.xml (EX-101.PRE) — 13KB
- fccn-20240814.xsd (EX-101.SCH) — 2KB
- fccn-20240814_htm.xml (XML) — 2KB
02 Unregistered Sales of Equity Securities
Item 3.02 Unregistered Sales of Equity Securities As reported in the Form 8-K filed with the Securities and Exchange Commission on June 7, 2024, on June 5, 2024, Spectral Capital Corporation, a Nevada corporation (the "Company", "we", "our" or "us" ) entered into a Subscription Agreement (the " Subscription Agreement ") with Sean Michael Brehm, also known as Sean Michael Obrien (the " Target Shareholder "), whereby the Company agreed to sell, and the Target Shareholder agreed to purchase, 5,000,000 shares of the Company's common stock, par value $.0001 (the " Common Stock "), for $1,000,000 (the " Offering ") on or by July 15, 2024. The Company and the Target Shareholder are collectively the " Parties " or individually a " Party ". As reported in the Form 8-K filed with the Securities and Exchange Commission on June 24, 2024, on July 23, 2024, the Parties extended the closing date of the Subscription Agreement from July 15, 2024 to August 31, 2024. As reported in the Form 8-K filed with the Securities and Exchange Commission on May 13, 2024, the Target Shareholder was appointed as our director on May 13, 2024, and as reported on an additional Form 8-K with the Securities and Exchange Commission on June 6, 2024, the Target Shareholder was appointed as Chairman of the Board of Directors on June 6, 2024. On August 14, 2024, the Target Shareholder delivered $1,010,000 to the Company to complete the purchase of the Common Stock. On August 15, 2024, the Company issued to the Target Shareholder 5,050,000 shares of the Common Stock representing a price of $.20 per share.
01. Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits. Exhibit No. Description 104 Cover Page Interactive Data (embedded within the Inline XBRL document).
SIGNATURES
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. SPECTRAL CAPITAL CORPORATION Date:August 16, 2024 By: /s/ Jenifer Osterwalder Name: Jenifer Osterwalder Title: Chief Executive Officer