8-K - INTZ - Equibles

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant toSection 13 or 15(d) of theSecurities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 14 , 2020

INTRUSION INC.
(Exact Name of Registrant as Specified in Its Charter)
Delaware	000-20191	75-1911917
(State or Other Jurisdiction<br> of Incorporation)	(Commission<br> File Number)	(IRS Employer<br> Identification No.)
1101 East Arapaho Road, Sutie 200, Richardson, Texas		75081
(Address of Principal Executive Offices)		(Zip Code)
(972) 234-6400
(Registrant’s Telephone Number, Including Area Code)
NOT APPLICABLE
(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
---	---
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $0.01 par value per share	INTZ	OTCQB Venture Market

ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION

The following information is furnished pursuant to Item 2.02, Disclosure of Results of Operations and Financial Condition.

On May 14, 2020, Intrusion Inc. issued a press release announcing its financial results for the first quarter ended March 31, 2020. A copy of the press release is attached as Exhibit 99.1 hereto and incorporated herein by reference.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS

(d) **** Exhibits

99.1 — Press release issued by Intrusion Inc. on May 14, 2020.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	INTRUSION INC.
Dated: May 1 4, 2020	By:	/s/ MICHAEL L. PAXTON
		Michael L. Paxton
		Interim President, Interim Chief Executive Officer<br><br> <br>and Chief Financial Officer

EXHIBIT INDEX

Exhibit No.	Description of Exhibit
99.1	Press release issued by Intrusion Inc. on May 14, 2020.

ex_186641.htm

Exhibit 99.1

NEWS RELEASE
	1101 East Arapaho Road<br><br> <br>Suite 200<br><br> <br>Richardson TX 75081 USA<br><br> <br>(972) 234-6400 main

Contact

Michael L. Paxton

972.301.3658, mpaxton@intrusion.com

INTRUSION INC. REPORTS FIRST QUARTER 2020 FINANCIAL RESULTS

Richardson, Texas – May 14, 2020 – Intrusion Inc. (OTCQB: INTZ), (“Intrusion”) today announced financial results for the quarter ended March 31, 2020.

Intrusion had a net loss of $465 thousand in the first quarter 2020, compared to a net income of $947 thousand for the first quarter 2019 and net income of $296 thousand for the fourth quarter 2019.

Revenue for the first quarter 2020 was $1.8 million, compared to $3.2 million for the first quarter 2019 and $2.6 million for the fourth quarter 2019.

Gross profit margin was 58% of revenue in the first quarter 2020, compared to 60% for the first quarter 2019 and 61% for the fourth quarter 2019.

Intrusion’s first quarter 2020 operating expenses were $1.5 million, compared to $0.9 million for the first quarter 2019 and $1.3 million for the fourth quarter 2019.

As of March 31, 2020, Intrusion reported cash and cash equivalents of $3.2 million and working capital of $2.7 million.

“Order delays in the fourth quarter 2019 have continued in the first quarter 2020. The global pause in business due to Covid-19 has contributed to the delays. We continue to have positive customer response and look forward to future opportunities. The state of Texas is allowing companies to reopen during the month of May, and we look forward to our government customers doing the same,” stated Michael L. Paxton, Interim President of Intrusion.

Intrusion’s management will host its regularly scheduled quarterly conference call to discuss the Company’s financial and operational progress at 4:00 P.M., CDT today. Interested investors can access the call at 1-833-360-0880 (if outside the United States, 1-973-500-2152). For those unable to participate in the live conference call, a replay will be accessible beginning today at 7:00 P.M., CDT until May 21, 2020 by calling 1-855-859-2056 (if outside the United States, 1-404-537-3406). At the replay prompt, enter conference identification number 7278964. Additionally, a live and archived audio webcast of the conference call will be available at www.intrusion.com.

Intrusion

First Quarter 2020 Results

Page 2 of 4

About Intrusion Inc.

Intrusion Inc. is a global provider of entity identification, high speed data mining, cybercrime and advanced persistent threat detection products. Intrusion’s product families include TraceCop™ for identity discovery and disclosure, and Savant™ for network data mining and advanced persistent threat detection. Intrusion’s products help protect critical information assets by quickly detecting, protecting, analyzing and reporting attacks or misuse of classified, private and regulated information for government and enterprise networks. For more information, please visit www.intrusion.com.

This release may contain certain forward-looking statements, which reflect management's expectations regarding future events and operating performance and speak only as of the date hereof. These forward-looking statements involve a number of risks and uncertainties. Such statements include, without limitations, statements regarding future revenue growth and profitability, the difficulties in forecasting future sales caused by current economic and market conditions, the effects of sales and implementation cycles for our products on our quarterly results and difficulties in accurately estimating market growth, the effect of military actions on government and corporate spending on information security products, spending patterns of, and appropriations to, U.S. government departments, as well as other statements. These statements are made under the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995 and involve risks and uncertainties which could cause actual results to differ materially from those in the forward-looking statements. The factors that could cause actual results to differ materially from expectations are detailed in the Company's most recent reports on Form 10-K and Form 10-Q, particularly under the heading “Risk Factors.”

Intrusion

First Quarter 2020 Results

Page 3 of 4

INTRUSION INC.

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands except par value amounts)

			December 31,
			2019
ASSETS	****	****	****	****	****
Current Assets	****	****	****	****	****
Cash and cash equivalents	3,217		$	3,334
Accounts receivable	1,032			1,566
Prepaid expenses	169			152
Total current assets	4,418			5,052
Noncurrent Assets	****	****	****	****	****
Property and equipment, net	333			335
Finance leases right-of-use asset, net	52			62
Operating leases right-of-use asset, net	1,285			1,348
Other assets	38			38
Total noncurrent assets	1,708			1,783
TOTAL ASSETS	6,126		$	6,835
LIABILITIES AND EQUITY	****	****	****	****	****
Current Liabilities	****	****	****	****	****
Accounts payable and accrued expenses	1,051		$	1,080
Dividends payable	53			20
Finance leases liability, current portion	43			43
Operating leases liability, current portion	288			284
Deferred revenue	284			516
Total current liabilities	1,719			1,943
Noncurrent Liabilities	****	****	****	****	****
Finance leases liability, noncurrent portion	11			21
Operating leases liability, noncurrent portion	1,244			1,315
Total noncurrent liabilities	1,255			1,336
Shareholders' Equity:	****	****	****	****	****
Preferred stock, .01 par value:
Authorized shares – 5,000
Series 1 shares issued and outstanding – 200
Liquidation preference of 1,025 in 2020 and 1,013 in 2019	707			707
Series 2 shares issued and outstanding – 420 in 2020 and 460 in 2019 Liquidation preference of 1,068 in 2020 and 1,155 in 2019	661			724
Series 3 shares issued and outstanding – 266 in 2020 and 289 in 2019 Liquidation preference of 590 in 2020 and 634 in 2019	379			412
Common stock, .01 par value:
Authorized shares – 80,000
Issued shares – 13,788 in 2020 and 13,552 in 2019 Outstanding shares – 13,778 in 2020 and 13,542 in 2019	138			136
Common stock held in treasury, at cost – 10 shares	(362	)		(362	)
Additional paid-in capital	56,914			56,759
Accumulated deficit	(55,242	)		(54,777	)
Accumulated other comprehensive loss	(43	)		(43	)
Total shareholder' equity	3,152			3,556
TOTAL LIABILITIES AND EQUITY	6,126		$	6,835

All values are in US Dollars.

Intrusion

First Quarter 2020 Results

Page 4 of 4

INTRUSION INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands except per share amounts)

	Quarter ended			Quarter ended
	March 31,			March 31,
	2020			2019
Revenue	$	1,795		$	3,191
Cost of revenue		747			1,284
Gross profit		1,048			1,907
Operating expenses:
Sales and marketing		510			412
Research and development		753			182
General and administrative		256			331
Operating income (loss)		(471	)		982
Interest expense		(1	)		(35	)
Interest income		7			—
Net income (loss)		(465	)		947
Preferred stock dividends accrued		(33	)		(34	)
Net income (loss) attributable to common stockholders	$	(498	)	$	913
Net income (loss) per share attributable to common stockholders:
Basic	$	(0.04	)	$	0.07
Diluted	$	(0.04	)	$	0.06
Weighted average shares outstanding:
Basic		13,703			13,408
Diluted		13,703			15,323