Advancing Path Toward Profitable Scale and Anticipated $450 Million in 2026 Revenue

Spectral Capital Corporation (“Spectral” or the “Company“), a digital infrastructure and AI-forward platform company, today announced that it has signed a Definitive Stock Purchase Agreement to acquire Telvantis Voice Services, Inc., a Florida-based telecommunications and voice services provider, from Telvantis, Inc. (formerly Raadr, Inc.).

The transaction provides for Spectral to acquire 100% of the issued and outstanding shares of Telvantis Voice Services in a stock-for-stock exchange intended to qualify as a tax-free reorganization under Section 368(a)(1)(B) of the Internal Revenue Code. Consideration includes shares issued at closing and performance-based earn-out shares tied directly to 2026 revenue and profitability milestones, aligning long-term incentives with operating performance.

Performance-Based Structure and Milestones

Under the agreement, earn-out and lock-up release mechanics are structured around measurable operating results including $665,000,000 2026 revenue targets achieved profitably, including:

• 2026 Revenue Milestone:
  Achievement of at least $240 million in annual gross revenue on a consolidated basis.
• 2026 Profitability Milestone:
  Achievement of at least $1 million in annualized GAAP net operating profit.
• Earn-Out Shares:
  Additional earn-out shares may be issued if Telvantis achieves $10 million or more in annualized operating profit in 2026, accruing proportionally for each incremental $1 million in operating profit above defined thresholds, or alternatively upon achieving $665 million in annualized revenue with comparable or superior operating margins.

These milestones are designed to support disciplined growth, operating leverage, and shareholder alignment consistent with public-market best practices.

Strategic Rationale

Telvantis Voice Services operates a scalable telecommunications platform serving enterprise and carrier customers, with infrastructure capable of supporting high-volume voice and communications traffic. Spectral expects the acquisition to immediately expand its consolidated operating base while strengthening recurring revenue visibility.

“The Telvantis acquisition is a foundational transaction in Spectral’s strategy to build a profitable, scaled digital infrastructure platform suitable for the public markets. The revenue and profit-based earn-out structure directly aligns performance with shareholder outcomes, and we believe Telvantis will be a meaningful contributor toward Spectral’s anticipated profitable 2026 revenue of approximately $450 million. This transaction reflects our focus on acquiring operating businesses with real scale, measurable cash-flow potential, and disciplined execution,” stated Spectral CEO, Jenifer Osterwalder.

Osterwalder added:

“As we prepare for a potential NASDAQ uplisting, Spectral is focused on assembling businesses that meet institutional expectations for transparency, performance metrics, and operating discipline. Telvantis strengthens our portfolio in each of those respects.”

Closing and Integration

The transaction is expected to close on or about December 31, 2025, subject to customary closing conditions. Following closing, Spectral intends to integrate Telvantis into its broader digital infrastructure platform while maintaining operational continuity and performance accountability.

The post Spectral Capital Signs Agreement to Acquire Telvantis Voice Services, Inc. first appeared on AI-Tech Park.

Origianl Creator: PR Newswire
Original Link: https://ai-techpark.com/spectral-capital-signs-agreement-to-acquire-telvantis-voice-services-inc/
Originally Posted: Fri, 02 Jan 2026 07:30:00 +0000