UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 1.01 Entry into a Material Definitive Agreement
On September 27, 2024, Spectral Capital Corporation, a Nevada corporation (the “Company”, “we”, “our” or “us”) provided an extension of the Subscription Agreement (the “Subscription Agreement”) with Spark Market, LLC (“Subscriber”), a product of Mundial Financial, a FINRA registered broker dealer, that extended the previous Subscription Agreement entered into between the Parties and updated certain information. The Subscription Agreement provides that the Subscriber may purchase up to 5,000,000 common shares of the Company at a per share purchase price of $3.00. The Subscription Agreement originally was entered into on July 8, 2024 and expired on September 1, 2024. The Company has elected to extend the original term of the Subscription Agreement for 90 days through November 30, 2024 and to update some associated representations by the Company. The Subscription Agreement and the extension to the Subscription Agreement are attached as exhibits hereto.
On September 30, 2024, the Company provided an extension of the Subscription Agreement (the “Subscription Agreement”) with Ras al Khaimah Investment and Development Co LLC (“RAKINI”) that extended the previous Subscription Agreement entered into between the Parties and updated certain information. The Subscription Agreement provides that the Subscriber may purchase up to 6,000,000 common shares of the Company at a per share purchase price of $2.50. The Subscription Agreement originally was entered into on August 23, 2024 and expired on September 22, 2024. The Company has elected to extend the original term of the Subscription Agreement for another 30 days through October 22, 2024 and to update some associated representations by the Company. The Subscription Agreement and the extension to the Subscription Agreement are attached as exhibits hereto.
Item 9.01. Financial Statements and Exhibits.
Exhibit No. |
| Description |
10.1 |
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10.5 |
| Subscription Agreement with Ras al Khaimah Investment and Development Co LLC and Extension |
99.1 |
| Press Release issued by Spectral Capital Corporation on September 27, 2024 |
99.2 |
| Press Release issued by Spectral Capital Corporation on September 30, 2024 |
104 |
| Cover Page Interactive Data (embedded within the Inline XBRL document). |
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 | |
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Date: October 1, 2024 | By: | /s/ Jenifer Osterwalder |
| Name: | Jenifer Osterwalder |
| Title: | Chief Executive Officer |