SUBSEQUENT EVENTS |
6 Months Ended |
|---|---|
Jun. 30, 2026 | |
| Subsequent Events [Abstract] | |
| SUBSEQUENT EVENTS | SUBSEQUENT EVENTS The Company evaluates subsequent events that have occurred after the balance sheet date but before the financial statements are issued which is up to and through August 14, 2026. There are two types of subsequent events: (i) recognized, or those that provide additional evidence with respect to conditions that existed at the date of the balance sheet, including the estimates inherent in the process of preparing consolidated financial statements, and (ii) nonrecognized, or those that provide evidence with respect to conditions that did not exist at the date of the balance sheet but arose subsequent to that date. Share Issuances Subsequent to June 30, 2026 Between July 1, 2026 and August 10, 2026, the Company issued approximately 13,950,568 shares of common stock in connection with (i) sales of common stock under the Equity Purchase Agreement with Yield Point, (ii) exchanges of related-party and other indebtedness in connection with liability management transactions, and (iii) settlements of existing liabilities in connection with the warrant inducement transaction. As a result of these transactions, the number of shares of common stock outstanding increased from 11,889,767 shares as of June 30, 2026 to 25,840,335 shares as of August 10, 2026, as reported on the cover page of this Quarterly Report on Form 10-Q. Equity Line of Credit During the period July 1, 2026 through August 14, 2026, the Company raised approximately $274,904 through sales of its common stock under the Equity Purchase Agreement with Yield Point, net of fees, pursuant to which the Company issued an aggregate 1,050,000 shares of common stock. Liability Management On July 30, 2026, the one holder of the three remaining related party notes payable exchanged the principal balance of $123,650 and accrued interest of $38,564 for 432,571 shares of common stock. On July 30, 2026, one promissory note payable with a principal balance of $100,000 and accrued interest of $116,267 was exchanged for a convertible note and simultaneously converted to 576,713 shares of common stock. During the period July 1, 2026 through August 14, 2026, holders of existing convertible notes as of June 30, 2026, exercised the conversion rights under the contract and converted a total principal value of $2,225,190 into 5,933,836 shares of common stock, per the terms of the notes. During the period July 1, 2026 through August 14, 2026, the company issued approximately 2,616,009 shares of common stock in exchange for the settlement of existing liabilities. Warrant Inducement Transaction On July 31, 2026, the Company announced a warrant inducement transaction for $4.5 million in gross proceeds priced at-the-market under Nasdaq rules. The warrant inducement agreement was executed with an existing institutional investor of the Company for the immediate exercise of warrants to purchase up to 3,341,439 of the Company's common stock (the "Existing Warrants") at an exercise price of $1.35 per share for gross cash proceeds of approximately $4.5 million, before deducting fees and other transaction expenses. The Company intends to use the net proceeds from the warrant inducement transaction for working capital and other general corporate purposes. In consideration for the immediate exercise in full of the Existing Warrants, the investor will receive in a private placement new unregistered warrants to purchase up to 5,012,159 of the Company's common stock (the "New Warrants"), representing 150% of the number of shares of common stock underlying the Existing Warrants exercised in the transaction. The New Warrants will have an exercise price of $1.65 per share, will be initially exercisable upon shareholder approval, and will expire 5 years from the date shareholder approval is obtained. The warrant inducement transaction closed on August 3, 2026. Press Release Activity On July 30, 2026, the Company announced that it had secured its largest contract to date, with an aggregate contract value of approximately $54.6 million over 10 years, with expected annual revenue exceeding $5.0 million. Kustom Entertainment On August 4, 2026, the Company announced the closing of the acquisition of Kustom Entertainment's video solutions business. The acquired business includes the development, sale, licensing, support and servicing of video hardware, camera products, platforms, software and software solutions. The aggregate consideration payable by the Company under the Purchase Agreement consists of: (i) $1,250,000 in cash, (ii) a secured promissory note in the original principal amount of $4,250,000, (iii) contingent earnout consideration of up to $1,000,000, and (iv) shares of the Company's Series H Preferred Stock having an aggregate stated value of $600,000. The Series H Preferred Stock replaced the 2,000,000 warrants originally contemplated by the Purchase Agreement pursuant to the Amendment Agreement. The Series H Preferred Stock accrues dividends at a rate of 12.0% per annum on its stated value, payable quarterly. The Series H Preferred Stock is convertible into shares of the Company’s common stock at a conversion rate equal to the stated value thereof, together with accrued and unpaid dividends, divided by $1.45 per share, subject to the terms of the applicable Certificate of Designation. Nasdaq Notification On July 16, 2026, the Company announced that it received written notice, dated July 10, 2026, that the closing bid price of the Company's common stock was below the $1.00 per share minimum required for continued listing for the 31 consecutive business days from May 26, 2026 through July 9, 2026. Nasdaq determined that the Company does not comply with Nasdaq Listing Rule 5550(a)(1), which requires listed securities to maintain a minimum bid price of $1.00 per share. Because the Company effected a 1-for-30 reverse stock split on October 27, 2025, Nasdaq further determined that the Company is not eligible for the customary 180-calendar day compliance period under Nasdaq Listing Rule 5810(c)(3)(A)(iv), which applies when an issuer has effected a reverse stock split within the prior one-year period, and absent a timely hearing request, trading in the Company's securities is expected to be suspended at the opening of business on July 21, 2026. On July 22, 2026, the Company announced it requested a hearing before the Panel to appeal the delisting determination the Company received on July 10, 2026, relating to the minimum bid price requirement under Nasdaq Listing Rule 5550(a)(1). The hearing has been scheduled for August 20, 2026. The Company's hearing request has stayed any suspension or delisting action pending the hearing and the expiration of any extension period that may be granted by the Panel following the hearing. Accordingly, the Company's common stock is expected to continue to trade on The Nasdaq Global Market under the symbol "CYCU" at least through that period. At the hearing, the Company intends to present its plan to regain and maintain compliance with the applicable Nasdaq listing standards.
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