---
schema_version: "secwatch.filing_event.v1"
accession: "0001213900-23-080748"
form_type: "8-K"
ticker: "HWNI"
cik: "0001413891"
company_name: "HIGH WIRE NETWORKS, INC."
filed_at: "2023-09-29T23:59:59+00:00"
generated_at: "2026-06-10T06:50:53.298439+00:00"
event_type: "debt"
sentiment: "neutral"
materiality_score: 0.6
calibrated_materiality_score: 0.6
confidence: "high"
source: SEC EDGAR
---

# High Wire Networks enters $5M convertible note financing; issues $1.15M initially

## Summary
- Up to $5M 18% senior secured convertible notes; initial $1.15M issued to two institutional investors.
- Notes convertible at $0.10/share after 18-month maturity; warrants exercisable at $0.15/share for 5 years.
- Proceeds to provide growth capital and retire higher-interest debt, per CFO Curtis Smith.
- R.F. Lafferty & Co acted as financial advisor; Pryor Cashman LLP as legal advisor.
- Notes secured by all assets of company and guarantors; prepayment penalty declines monthly from 1.18x.

## SEC filing metadata
- accession: 0001213900-23-080748
- form_type: 8-K
- ticker: HWNI
- cik: 0001413891
- company_name: HIGH WIRE NETWORKS, INC.
- filed_at: 2023-09-29T23:59:59+00:00
- event_type: debt
- sentiment: neutral
- materiality_score: 0.6
- calibrated_materiality_score: 0.6
- confidence: high
- sec_items: 1.01, 2.03, 3.02, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1413891/000121390023080748/0001213900-23-080748-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1413891/000121390023080748/ea185953-8k_highwire.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001213900-23-080748
- JSON: https://secwatch.observer/filing/0001213900-23-080748.json
- Plain text: https://secwatch.observer/filing/0001213900-23-080748.txt

## Key facts
- Debt Financings
  HIGH WIRE NETWORKS, INC. incurred convertible notes of up to $5,000,000 with accredited investors at 18% per annum maturing 18 months after issuance.
  - Instrument: convertible notes
  - Principal: up to $5,000,000
  - Counterparty: accredited investors
  - Rate: 18% per annum
  - Maturity: 18 months after issuance
  - Event: incurrence
  source text: 18% Senior Secured Convertible Promissory Notes having an aggregate principal amount of up to $5,000,000
  evidence_url: https://www.sec.gov/Archives/edgar/data/1413891/000121390023080748/0001213900-23-080748-index.htm
- Material Agreements
  HIGH WIRE NETWORKS, INC. entered into Securities Purchase Agreement with accredited investors valued at up to $5,000,000 (effective 2023-09-25).
  - Action: entry
  - Agreement: equity purchase
  - Counterparty: accredited investors
  - Value: up to $5,000,000
  - Effective: 2023-09-25
  source text: On September 25, 2023, High Wire Networks, Inc. (the “Company”) entered into a Securities Purchase Agreement (the “Purchase Agreement”) pursuant to which the Company may issue to accredited investors (the “Investors”) 18% Senior Secured Convertible Promissory Notes having an aggregate principal amount of up to $5,000,000 (the “Notes”) and Common Share Purchase Warrants (the “Warrant”) to purchase up to 1,000,000 shares of common stock (“Common Stock”) of the Company per $100,000 of principal amount of the Notes (the “Warrant Shares”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1413891/000121390023080748/0001213900-23-080748-index.htm
- Material Agreements
  HIGH WIRE NETWORKS, INC. entered into Security Agreement with the Investor, the Guarantors and the Agent (effective 2023-09-25).
  - Action: entry
  - Agreement: credit facility
  - Counterparty: the Investor, the Guarantors and the Agent
  - Effective: 2023-09-25
  source text: On September 25, 2023, the Company, the Investor, the Guarantors and the Agent also entered into a security agreement (the “Security Agreement”) pursuant to which the Notes are secured by a lien in, and security interest upon, and a right of set-off against all of its right, title and interest of whatsoever kind and nature in and to, all assets of the Company and the Guarantors, subject to customary and mutually agreed permitted liens.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1413891/000121390023080748/0001213900-23-080748-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.