XML 26 R17.htm IDEA: XBRL DOCUMENT v3.23.3
Subsequent Events
9 Months Ended
Sep. 30, 2023
Subsequent Events [Abstract]  
Subsequent Events

11. Subsequent Events

 

Partial Conversion of Streeterville Note #1

 

On October 11, 2023, and October 17, 2023, the Company agreed to exchange $0.4 million in aggregate principal on Streeterville Note #1 for 1.0 million shares of the Company’s common stock. The issuance of the shares was made pursuant to the exemption from the registration requirements afforded by Section 3(a)(9) of the Securities Act of 1933 as amended.

 

Nasdaq Notification Regarding $35.0 Million Market Value of Listed Securities Continued Listing Requirements

 

On October 26, 2023, Intrusion Inc. received a letter from the Listing Qualifications Staff of Nasdaq (the “Staff Determination”) notifying the Company that, based upon the Company’s non-compliance with the $35.0 million market value of listed securities requirement for continued listing on the Nasdaq Capital Market, as set forth in Nasdaq Marketplace Rule 5550(b)(2), the Company’s securities are subject to delisting from Nasdaq unless the company requests a hearing before a Nasdaq Hearings Panel.

 

The Company requested a hearing before a Hearings Panel, which will stay any action with respect to the Staff Determination until the Nasdaq Hearings Panel renders a final decision subsequent to the hearing. At the hearing, the Company expects to present its plan for regaining and sustaining compliance with all applicable requirements for continued listing on The Nasdaq Capital Market. There can be no assurance that such Nasdaq Panel will grant the Company’s request for continued listing.

 

The notice has no immediate effect on the listing or trading of the Company’s common stock, which will continue to be listed and traded on the Nasdaq Capital Market.

 

Private Offering

 

On November 8, 2023, Intrusion Inc. entered into a Securities Purchase Agreement pursuant to which, among other things, the Company sold to certain purchasers, in a private offering, an aggregate of 4.4 million shares of its common stock, each of which is coupled with a warrant to purchase two shares of common stock, at an aggregate offering price of $0.60 per share and warrant. Wellington Shields & Co. LLC acted as placement agent in the offering. Each warrant will have an exercise price of $0.60 per share of common stock. The exercise prices for the warrants are subject to adjustment for stock splits, reverse stock splits, stock dividends and similar transactions. The warrants are exercisable from the date of issuance through the five-year anniversary of such date. The private offering is expected to result in net proceeds to the Company of approximately $2.4 million, after deducting placement agent fees. The Company intends to use the net proceeds from the private offering for working capital, general corporate purposes, and the potential partial repayment of outstanding indebtedness to Streeterville Capital, LLC.