HIGH WIRE NETWORKS, INC. (HWNI): M&A transaction — High Wire Networks completes asset sales to Tego Cyber, enters LOI to acquire Thoth Aerospace unit

HIGH WIRE NETWORKS, INC.

Sold Managed Security Services assets to Tego Cyber's OW Cyber LLC for 750,000 Series B Preferred shares (stated value $3.0M).
Sold Secure Voice Corp. assets to Tego Cyber's Secure Voice LLC for 250,000 Series B Preferred shares (stated value $1.0M).
Senior lender Helena Global consented to sales, receiving $300K in Tego Cyber Series A Preferred as partial debt satisfaction; $150K balance remains.
Signed non-binding LOI to acquire 100% of Elevation Aerospace Inc. from Thoth Aerospace via equity exchange; 30-day exclusivity, 1% break-up fee.
Board members Stephen LaMarche and Peter Kruse resigned; CFO Curtis Smith resigned in July 2025.

Key facts

Extracted from this filing and checked against the source text.

M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.95

HIGH WIRE NETWORKS, INC. completed a disposition involving Tego Cyber Inc. for 250,000 shares of Tego Cyber’s Series B Preferred Stock (stated value $1.0 million) and assumption of certain liabilities (closed 2025-08-13).

Action: disposition
Counterparty: Tego Cyber Inc.
Consideration: 250,000 shares of Tego Cyber’s Series B Preferred Stock (stated value $1.0 million) and assumption of certain liabilities
Closing: 2025-08-13

Exact text from the filing

Secure Voice LLC, a subsidiary of Tego Cyber, acquired substantially all assets of Secure Voice Corp., High Wire’s wholesale voice network subsidiary, for total consideration of 250,000 shares of Tego Cyber’s Series B Preferred Stock (stated value $1.0 million) and assumption of certain liabilities.

View on SEC.gov

M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.95

HIGH WIRE NETWORKS, INC. completed a disposition involving Tego Cyber Inc. for 750,000 shares of Tego Cyber’s Series B Preferred Stock (stated value $3.0 million) and assumption of certain liabilities (closed 2025-08-13).

Action: disposition
Counterparty: Tego Cyber Inc.
Consideration: 750,000 shares of Tego Cyber’s Series B Preferred Stock (stated value $3.0 million) and assumption of certain liabilities
Closing: 2025-08-13

Exact text from the filing

● OW Cyber LLC, a subsidiary of Tego Cyber, acquired substantially all assets of High Wire Networks, Inc. related to the managed cybersecurity business for total consideration of 750,000 shares of Tego Cyber’s Series B Preferred Stock (stated value $3.0 million) and assumption of certain liabilities. ● Secure Voice LLC, a subsidiary of Tego Cyber, acquired

View on SEC.gov

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HIGH WIRE NETWORKS, INC. filing history →

Source: SEC EDGAR

accession 0001213900-25-098778

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