Telvantis Inc. (OTC: RDAR) announced on December 30, 2025, that it has entered into a definitive agreement to sell its international voice services business, Telvantis Voice Services, Inc. (TVS), to Spectral Capital Corporation. The transaction, structured as a stock-for-stock exchange, is designed to qualify as a tax-free reorganization under Section 368(a)(1)(B) of the U.S. Internal Revenue Code. Consideration includes shares issued at closing and performance-based earn-out shares tied to revenue and profitability milestones for the 2026 financial year.
The earn-out structure is based on measurable operating targets, including consolidated revenue and profitability thresholds, intended to align long-term incentives with operating performance. These milestones reflect the scale and industrial relevance of the TVS platform, which serves enterprise and carrier customers through a scalable telecommunications infrastructure capable of supporting high-volume international voice traffic.
This transaction represents a key step in Telvantis’ strategic evolution toward strengthening its positioning as a U.S.-based technology and industrial holding company, with an increased focus on wireless and 5G infrastructure, as well as the incubation, acquisition, operation and growth of related technology assets. The divestment of its largest operating entity supports this strategic repositioning while providing a potential path to value realization for shareholders.
Pending closing, Telvantis Voice Services will continue to operate in the ordinary course of business, ensuring full continuity of operations, management and commercial activity. The transaction is expected to close by the end of December 2025, subject to customary closing conditions and approvals.
Daniel Contreras, Chief Executive Officer of Telvantis Inc., commented: “This transaction represents an important milestone in the execution of our strategic roadmap. It allows us to accelerate the monetization of our international voice services business while sharpening our focus on high-growth technology and infrastructure segments in the U.S. market.” Daniel Gilcher, Chief Financial Officer of Telvantis Inc., added: “The agreement reflects the industrial value built by Telvantis Voice Services over time. At the same time, it supports our objective of strengthening Telvantis’ financial profile and strategic positioning, creating a more focused and resilient company with significant growth opportunities ahead.”
Telvantis Inc. (OTC: RDAR) is a U.S.-based telecommunications company delivering advanced solutions to operators, enterprises and network providers worldwide. Through recent acquisitions and international operations in the U.S. and Ireland, Telvantis has expanded its portfolio to include international voice services, cloud-based communications platforms, and enterprise-grade solutions. The Company is pursuing a strategic transition toward next-generation wireless, 5G infrastructure and technology-driven industrial assets. For more information, visit www.telvantis.com.
