Intrusion to Buy OW Cyber: $1.95M First Close, $1.3M Second, $6.9M Earn-Out

Intrusion entered into a Membership Interest Purchase Agreement to acquire OW Cyber in two stages from VigilAigent. On June 29, 2026, it closed on 60% for $1.95 million via a $200,000 deposit credit, $160,000 cash, and $1.59 million in stock at $0.67 per share, subject to a working capital adjustment; 149,254 shares were placed in escrow. The remaining 40% is expected to close for $1.3 million in cash by Aug. 30, 2026, pending stockholder, Nasdaq, and other approvals. Following the second close, the seller may earn up to $6.9 million in stock based on ARR and cash flow milestones.

Agreement details:

• Agreement type: Membership Interest Purchase Agreement to acquire 100% of OW Cyber
• Counterparty: VigilAigent (seller) and OW Cyber (target)
• Signed / Effective: Jun 29 2026 / Jun 29 2026
• Duration / Termination: N/A
• Reason: Expand cybersecurity portfolio and revenue growth

Original SEC Filing:

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