Note 4 - Capital Stock

3 Months Ended

Mar. 31, 2013

Notes

Note 4 - Capital Stock

NOTE 4 – CAPITAL STOCK

The Company has 5,000,000 shares of $.0001 par value preferred stock, and 500,000,000 shares of $.0001 par value common stock authorized.

On February 26, 2013, the Company issued 5,000,000 shares of common stock with a deemed value of

$3,000,000 for technology assets. The assets were contributed to its subsidiary Noot Holdings Inc.

On March 7, 2013, Spectral sold 1,650,000 common shares, par value $0.0001 at $0.65 per share and received a total of $1,000,000 USD in financing proceeds.  Spectral also issued warrants to purchase 1,650,000 common shares, par value $0.0001 to the purchasers at an exercise price of $0.80 pershare.  The warrants expire March 7, 2015.The shares and warrants had a deemed value of $ 717,000 and $283,000, respectively.

On March 14, 2013, the Company issued 5,000,000 shares of common stock and 5,000,000 warrants to purchase common shares at $.85 per share.  The warrants expire on March 13, 2015.  The shares and warrants had deemed values of $ 4,850,000 and $ 1,548,500 respectively.