Intrusion Inc. Sells 1M Shares for $1M

TL;DR

INTRUSION INC. just sold 1M shares for $1M in a private deal. Cash infusion!

AI Summary

On April 8, 2024, INTRUSION INC. reported an unregistered sale of equity securities. The company issued 1,000,000 shares of its common stock to a single purchaser in exchange for $1,000,000 in cash. This transaction was conducted under Section 4(a)(2) of the Securities Act of 1933, indicating it was not a public offering.

Why It Matters

This filing indicates a private placement of equity, which could signal the company's need for capital or a strategic investment from a specific entity.

Risk Assessment

Risk Level: medium — Unregistered sales of equity can sometimes indicate financial distress or a need for immediate capital, but also can be part of strategic financing.

Key Numbers

• 1,000,000 — Shares Sold (Represents the volume of equity transferred in the unregistered sale.)
• $1,000,000 — Cash Received (The total amount of cash the company received for the sale of its common stock.)

Key Players & Entities

• INTRUSION INC. (company) — Registrant
• 1,000,000 shares (dollar_amount) — Number of shares sold
• $1,000,000 (dollar_amount) — Cash received for shares
• April 8, 2024 (date) — Date of earliest event reported
• Section 4(a)(2) (legal_document) — Exemption from registration

FAQ

Key Financial Figures

• $0.01 — nge on which registered Common Stock, $0.01 par value per share INTZ NASDAQ Capit
• $3 — duced exercise price of the Warrants is $3.04, which includes $0.13 per share that
• $0.13 — f the Warrants is $3.04, which includes $0.13 per share that is attributable to the p
• $2.91 — he New Warrant has an exercise price of $2.91 with an exercise period of five years.
• $549,230 — ggregate cash payment to the Company of $549,230.72, and (iii) the issuance of New Warra

Filing Documents

• intrusion_8k.htm (8-K) — 28KB
• intz_ex1001.htm (EX-10.1) — 113KB
• 0001683168-24-002344.txt ( ) — 336KB
• intz-20240408.xsd (EX-101.SCH) — 3KB
• intz-20240408_lab.xml (EX-101.LAB) — 33KB
• intz-20240408_pre.xml (EX-101.PRE) — 22KB
• intrusion_8k_htm.xml (XML) — 4KB

02 Unregistered Sales of Equity Securities

Item 3.02 Unregistered Sales of Equity Securities. As previously disclosed, on or about September 14, 2022, Intrusion Inc. (the "Company") issued certain common stock purchase warrants to purchase up to 60,629 shares of common stock (collectively, the "September 2022 Warrants"). Also, as previously disclosed on or about November 8, 2023, the Company issued certain common stock purchase warrants to purchase up to 435,937 shares of common stock (the "November 2023 Warrants," with the September 2022 Warrants, collectively, the "Warrants"). On April 1, 2024, the Company's Board of Directors approved entry into an inducement letter that provides, during the period beginning on April 2, 2024 and continuing through April 23, 2024, for the lowering of the exercise price of the Warrants and, for each share of common stock exercised under the Warrants, providing the participating Warrant holder with a new warrant (the "New Warrant") for that same number of shares of common stock. The reduced exercise price of the Warrants is $3.04, which includes $0.13 per share that is attributable to the purchase price of the New Warrant, a form of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference. The New Warrant has an exercise price of $2.91 with an exercise period of five years. On April 8, 2024, certain holders of the Warrants exercised at the reduced exercise price of $3.04, which resulted in (i) the issuance in the aggregate of 180,668 shares of the Company's common stock, (ii) an aggregate cash payment to the Company of $549,230.72, and (iii) the issuance of New Warrants that in the aggregate when exercised pursuant to the terms thereunder would result in the issuance of an additional 180,668 shares of the Company's common stock. The offering of shares of the Company's common stock issued upon the exercise of such Warrants and underlying the New Warrants was undertaken pursuant to the exemption from registration provided in Ru

View Full Filing

View this 8-K filing on SEC EDGAR