Intrusion (NASDAQ: INTZ) Agrees to Exchange Shares with Streeterville Capital, LLC

Intrusion Inc. recently reported in an 8-K filing to the Securities and Exchange Commission that it has entered into multiple privately-negotiated agreements with Streeterville Capital, LLC, a Utah limited liability company, to exchange a total of 9,925 shares of Series A Preferred Stock for various amounts of the company’s common stock. The exchanges were executed in accordance with specific Exchange Agreements. The fair value of these exchanges ranges from $1,353,000 to $2,255,000 and is representative of the fair value to Intrusion Inc. for the Exchange Shares issued.

These transactions fall under the exemption from registration requirements provided by Section 3(a)(9) of the Securities Act of 1933, as amended. The company disclosed that the cumulative effect of these exchanges has led to a new total of 16,885,394 common shares outstanding as of January 3, 2025.

Additionally, the company noted its participation in an At-The-Market (ATM) program through B. Riley Securities, Inc., acting as the sales agent. Intrusion Inc. has the potential to sell up to $50.0 million of the company’s common stock under this program, utilizing a shelf registration statement on Form S-3 filed on August 5, 2021. Following adjustments made due to offering limits in General Instruction I.B.6 of Form S-3, the company was able to sell approximately $9.8 million of common stock in the twelve months ended December 31, 2024. Since the inception of the program, the company has received proceeds totaling approximately $22.0 million net of fees from the sale of 7.5 million shares of common stock.

The 8-K filing further included a series of Exchange Agreements dated between December 30, 2024, and January 3, 2025. These agreements outlined the precise terms and conditions of the exchange between Intrusion Inc. and Streeterville Capital, LLC, solidifying the transfer of Preferred Shares for Exchange Shares.

As per the filed documents, the Exchange Agreements comply with the requirements of Section 3(a)(9) of the Securities Act of 1933, as amended. Detailed representations, warranties, and agreements from both parties regarding the exchanges were included, affirming the legality and validity of the transactions. Controlled by these agreements, the exchanges have effectively altered the shareholding structure within Intrusion Inc.

This news pertains to multiple strategic transactions undertaken by Intrusion Inc., emphasizing significant shifts in its shareholding composition and financial strategy, aimed at fostering growth and expanding its market presence.

The full details of the exchange and the company’s financial statements and exhibits are available in the filed documents.

This news follows a series of calculated decisions by Intrusion Inc. to optimize its share structure and progress along its strategic objectives.END

This article was generated by an automated content engine and was reviewed by a human editor prior to publication. For additional information, read Intrusion’s 8K filing here.

About Intrusion

Intrusion Inc, a cybersecurity company in the United States. The company offers its customers access to threat intelligence database, which contains the historical data, known associations, and reputational behavior of Internet Protocol addresses. It offers INTRUSION Shield, a zero trust reputation-based Software as a Service solution that inspects and kills dangerous network connections.