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IronNet, Inc. (the “ Company ”) is unable to file its Quarterly Report on Form 10-Q for the quarter ended October 31, 2023 (its “ Q3 2023 10-Q ”) within the prescribed time period without unreasonable effort and expense as explained below. As previously disclosed by the Company in the Current Report on Form 8-K filed by the Company on September 1, 2023 (the “ September 1, 2023 Form 8-K ”), the Company furloughed almost all of the Company’s employees and substantially curtailed the Company’s business operations until such time that the Company has sufficient operating liquidity to rehire a portion of the furloughed employees and to resume business operations (the “ Furlough ”). As disclosed in the September 1, 2023 Form 8-K, the Furlough and curtailment of business activities constituted an event of default under the Company’s outstanding indebtedness for borrowed money. Furthermore, as previously disclosed by the Company in the Current Report on Form 8-K filed by the Company on October 12, 2023, on October 12, 2023, the Company and IronNet Cybersecurity, Inc., the Company’s wholly-owned subsidiary (collectively, the “ Debtors ”), filed voluntary petitions for reorganization under Chapter 11 of the United States Bankruptcy Code (the “ Bankruptcy Code ”) in the United States Bankruptcy Court for the District of Delaware (the “ Bankruptcy Court ”) (such cases, the “ Chapter 11 Cases ”). The Debtors and their subsidiaries continue to operate their businesses as “debtors-in-possession” under the jurisdiction of the Bankruptcy Court and in accordance with the applicable provisions of the Bankruptcy Code and orders of the Bankruptcy Court. The Chapter 11 Cases are currently jointly administered under the caption In re IronNet, Inc. et al., Case No. 23-11710 (Bankr. D. Del. 2023)
NT 10-Q, filed 2023-12-18 · liquidity
IronNet, Inc. (the “ Company ”) is unable to file its Quarterly Report on Form 10-Q for the quarter ended October 31, 2023 (its “ Q3 2023 10-Q ”) within the prescribed time period without unreasonable effort and expense as explained below. As previously disclosed by the Company in the Current Report on Form 8-K filed by the Company on September 1, 2023 (the “ September 1, 2023 Form 8-K ”), the Company furloughed almost all of the Company’s employees and substantially curtailed the Company’s business operations until such time that the Company has sufficient operating liquidity to rehire a portion of the furloughed employees and to resume business operations (the “ Furlough ”). As disclosed in the September 1, 2023 Form 8-K, the Furlough and curtailment of business activities constituted an event of default under the Company’s outstanding indebtedness for borrowed money. Furthermore, as previously disclosed by the Company in the Current Report on Form 8-K filed by the Company on October 12, 2023, on October 12, 2023, the Company and IronNet Cybersecurity, Inc., the Company’s wholly-owned subsidiary (collectively, the “ Debtors ”), filed voluntary petitions for reorganization under Chapter 11 of the United States Bankruptcy Code (the “ Bankruptcy Code ”) in the United States Bankruptcy Court for the District of Delaware (the “ Bankruptcy Court ”) (such cases, the “ Chapter 11 Cases ”). The Debtors and their subsidiaries continue to operate their businesses as “debtors-in-possession” under the jurisdiction of the Bankruptcy Court and in accordance with the applicable provisions of the Bankruptcy Code and orders of the Bankruptcy Court. The Chapter 11 Cases are currently jointly administered under the caption In re IronNet, Inc. et al., Case No. 23-11710 (Bankr. D. Del. 2023)
IronNet, Inc. (the “ Company ”) is unable to file its Quarterly Report on Form 10-Q for the quarter ended July 31, 2023 (its “ Q2 2023 10-Q ”) within the prescribed time period without unreasonable effort and expense as explained below. As previously disclosed by the Company in the Current Report on Form 8-K filed by the Company on September 1, 2023 (the “ September 1, 2023 Form 8-K ”), the Company furloughed almost all of the Company’s employees and substantially curtailed the Company’s business operations until such time that the Company has sufficient operating liquidity to rehire a portion of the furloughed employees and to resume business operations (the “ Furlough ”). As disclosed in the September 1, 2023 Form 8-K, the Furlough and curtailment of business activities constituted an event of default under the Company’s outstanding indebtedness for borrowed money. Based on its current operations, in the absence of additional sources of liquidity, management anticipates that the Company’s existing cash and cash equivalents and anticipated cash flows from operations will not be sufficient to meet the Company’s operating and liquidity needs for any meaningful period of time after the date of this Form 12b-25. As a result, there is substantial doubt about the Company’s ability to continue as a going concern. In the event the Company determines that additional sources of liquidity will not be available to it or will not allow it to meet its obligations as they become due, the Company may need to file for bankruptcy protection in order to implement a plan of reorganization, court-supervised sale and/or liquidation of the Company. The Furlough, the curtailment of the Company’s business operations and management’s focus on raising additional capital have caused a delay in the Company’s ability to complete and file the Q2 2023 10-Q by the required deadline without unreasonable effort and expense
On December 16, 2022, IronNet, Inc. (the “ Company ”) filed a Notification of Late Filing on Form 12b-25 in which the Company disclosed that the Audit Committee of its Board of Directors had been notified that a former employee of the Company had threatened certain claims against the Company. The Audit Committee, assisted by independent legal counsel, conducted an investigation of the allegations. The investigation determined that the claims were unsubstantiated. On May 2, 2023, the Company filed its Quarterly Report on Form 10-Q for the fiscal quarter ended October 31, 2022. On May 16, 2023, the Company filed its Annual Report on Form 10-K for the fiscal year ended January 31, 2023. In addition, as previously reported, in late December 2022 the Company received from its stockholder C5 Capital Limited (“C5”) a non-binding expression of interest in respect of a potential offer to acquire all of the outstanding common stock not presently owned by C5. The Company and C5 are continuing to negotiate the terms of a potential transaction, and the Company continues to evaluate the proposed transaction with C5 as well as other strategic alternatives for the Company. Since December 2022, the Company has received $13.2 million in convertible debt financing from C5 and is actively pursuing additional financing from C5 and other sources. Based on its current operations, in the absence of additional sources of liquidity, management anticipates that the Company’s existing cash and cash equivalents and anticipated cash flows from operations will not be sufficient to meet the Company’s operating and liquidity needs for any meaningful period of time after the date of this Form 12b-25. As a result, there is substantial doubt about the Company’s ability to continue as a going concern
On December 16, 2022, IronNet, Inc. (the “ Company ”) filed a Notification of Late Filing on Form 12b-25 in which the Company disclosed that the Audit Committee of its Board of Directors had been notified that a former employee of the Company had threatened certain claims against the Company. The Audit Committee, assisted by independent legal counsel, conducted an investigation of the allegations. The investigation determined that the claims were unsubstantiated. On May 2, 2023, the Company filed its Quarterly Report on Form 10-Q for the fiscal quarter ended October 31, 2022. In addition, as previously reported, in late December 2022 the Company received from its stockholder C5 Capital Limited (“ C5 ”) a non-binding expression of interest in respect of a potential offer to acquire all of the outstanding common stock not presently owned by C5. The Company and C5 are continuing to negotiate the terms of a potential transaction, and the Company continues to evaluate the proposed transaction with C5 as well as other strategic alternatives for the Company. Since December 2022, the Company has received $11.8 million in convertible debt financing from C5 and is actively pursuing additional financing from C5 and other sources. Based on its current operations, in the absence of additional sources of liquidity, management anticipates that the Company’s existing cash and cash equivalents and anticipated cash flows from operations will not be sufficient to meet the Company’s operating and liquidity needs for any meaningful period of time after the date of this Form 12b-25. As a result, there is substantial doubt about the Company’s ability to continue as a going concern
As previously disclosed, on April 22, 2022, a federal securities class action lawsuit was filed by a purported stockholder of IronNet, Inc. (the “ Company ”). The plaintiff’s complaint, as amended on August 29, 2022, names the Company, its current Chief Executive Officer, its former co-Chief Executive Officer and its former Chief Financial Officer as defendants and asserts, among other things, claims under Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, as amended, for alleged misrepresentations and/or omissions in September 2021 regarding the Company’s financial guidance for fiscal year 2022 (the “ Securities Action ”). On October 26, 2022, the defendants filed a motion to dismiss the amended complaint. On November 30, 2022, the lead plaintiff filed an opposition. The defendants have until December 21, 2022 to file a reply in support of the motion to dismiss. On December 12, 2022, the Audit Committee of the Board of Directors was notified that a former employee of the Company has threatened claims against the Company and has made allegations that are similar in nature to those in issue in the Securities Action. The Company does not believe that the former employee’s threatened claims have any merit. However, on December 14, 2022, the Audit Committee determined that it would be appropriate to investigate the validity of the threatened claims before taking further action. The Company cannot predict its scope, duration or outcome of the contemplated investigation. The allegations do not relate to the Company’s financial statements for the fiscal quarter ended October 31, 2022; however, the Company will not be able to finalize its financial statements and related disclosures, until the investigation is complete. As a result, the Company does not expect to be able to file its Quarterly Report on Form 10-Q for the fiscal quarter ended October 31, 2022 (the “ Form 10-Q ”) within five calendar days of the prescribed due date
2022-04-25accounts declared unreliable SEC →
2021-09-01auditor changed or resignednot counted — change of control SEC →
LGL Systems Acquisition Corp. (the “Company”) is unable, without unreasonable effort or expense, to file its Quarterly Report on Form 10-Q for the quarter ended March 31, 2021 (the “Report”) by the May 17, 2021 filing date applicable to smaller reporting companies due to a delay experienced by the Company in completing its financial statements following the change in accounting policy related to the accounting for its warrants which necessitated a restatement of the Company’s previously issued financial statements. The Company had initially accounted for the warrants as a component of equity, but upon further evaluation of the terms of the warrant in light of the “Staff Statement on Accounting and Reporting Considerations for Warrants Issued by Special Purpose Acquisition Companies (“SPACs”)” issued on April 12, 2021 by the staff of the Securities and Exchange Commission, concluded that the warrants should be accounted for as liabilities measured at fair value, with non-cash fair value adjustments recorded in earnings at each reporting period. The Company is currently working diligently with its independent valuation expert to finalize the valuations and accounting for its warrants. The Company expects to file the Report on or before the expiration of the 5-calendar day extension period provided in Rule 12b-25(b). 4
2021-05-11accounts declared unreliable SEC →
reportingrisk.com scores every active US filer on three things a company tells the SEC about itself: late-filing notices on Form NT, 8-K item 4.02 (past accounts declared unreliable) and 4.01 (auditor changes). 1,012 are flagged today.
Every score is frozen and checked twelve months later. Across 91,452 of them, a company scoring 4 or more ended that year delisted, bankrupt, restated or silent 17.2% of the time, against 4.0% for a clean record. Scores before 2026-09-27 were reconstructed from the filing history as it stood at each date, so the record is a backtest rather than years of live calls.
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Snapshot 2026-11-04 · data from SEC EDGAR (public domain) · not
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