Cycurion amends stock exchange agreement with iQSTEL and increases authorized shares

Published 29/09/2025, 22:12
Cycurion amends stock exchange agreement with iQSTEL and increases authorized shares

Cycurion, Inc. (NASDAQ:CYCU), a micro-cap company currently valued at $17.42 million and trading at $0.47 per share, announced Monday that it entered into an amendment to its stock-for-stock exchange agreement with iQSTEL, Inc., modifying the terms of a previously announced mutual exchange of $1 million in common stock between the two companies. According to InvestingPro data, the company faces significant financial challenges, with a weak financial health score of 1.49 out of 5. The amendment, dated September 26, 2025, introduces new options for dividend payments and extends key deadlines.

Under the revised agreement, each company may now choose to satisfy a $500,000 dividend obligation to shareholders by distributing either up to 50% of the shares received from the other party or an equivalent value of its own authorized common stock, based on the valuation methodology in the original agreement. This move comes as InvestingPro analysis reveals the company is rapidly burning through cash and may face challenges meeting its short-term obligations, with a concerning current ratio of 0.28. If a company opts to distribute its own shares, it retains all shares received from the other party. Both parties are required to ensure compliance with federal and state securities laws and Nasdaq listing rules when distributing any shares as dividends.

The amendment also extends the timeline for completing the share exchange from 30 to 60 business days following the original agreement’s effective date of September 2, 2025. It sets a firm deadline of December 15, 2025, for completing all required regulatory filings to facilitate the dividend distribution, which must occur by December 31, 2025. The specific share counts for the exchange are confirmed as 151,058 shares of iQSTEL common stock to Cycurion and 3,866,976 shares of Cycurion common stock to iQSTEL, each valued at $1 million.

Separately, Cycurion reported that after approval by a majority of its stockholders, it filed an amendment to its certificate of incorporation with the Delaware Secretary of State on Monday. The amendment increases the number of authorized shares of common stock from 100 million to 300 million and allows for reverse stock splits. This development follows a challenging year for the company’s stock, which has declined by nearly 97% year-to-date, though InvestingPro subscribers can access 13 additional key insights about the company’s financial position and future prospects.

On August 28, 2025, a majority of Cycurion’s voting stockholders also approved the election of six directors, ratification of the company’s auditor for fiscal year 2025, advisory votes on executive compensation, and an increase in shares available under the 2025 Equity Incentive Plan from 10 million to 25 million.

These disclosures are based on a press release statement in the company’s Form 8-K filing with the U.S. Securities and Exchange Commission.

In other recent news, IQSTEL Inc. reported that 12 institutional investors now hold approximately 4% of its shares following its recent uplisting to Nasdaq. The company has also achieved $35 million in revenue in July, positioning it ahead of its $400 million annual run rate target. Looking forward, IQSTEL remains focused on reaching $1 billion in revenue by 2027 and projects a $15 million EBITDA run rate by 2026. Meanwhile, Cycurion Inc. has secured $4.6 million in new AI cybersecurity contracts, increasing its total contract value to $73.6 million. These contracts will provide services across sectors like government, healthcare, and public safety. Additionally, IQSTEL and Cycurion have completed a $1 million stock exchange agreement, establishing cross-ownership between their investor bases. Cycurion has also amended its bylaws to align with Delaware law and its charter provisions, effective immediately. Furthermore, Cycurion’s board has waived the lock-up restrictions on its Series A Convertible Preferred Stock, although the conditions for an earlier release were not met.

This article was generated with the support of AI and reviewed by an editor. For more information see our T&C.

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