{"schema_version":"secwatch.filing_event.v1","accession":"0001437749-24-016642","form_type":"8-K","ticker":"GNSS","cik":"0000924383","company_name":"Genasys Inc.","filed_at":"2024-05-14T23:59:59+00:00","discovered_at":"2026-05-14T18:03:22.510990+00:00","generated_at":"2026-06-02T01:41:21.918469+00:00","sec_items":["1.01","2.02","2.03","3.02","5.02","7.01","9.01"],"event_type":"other_material","sentiment":"negative","materiality_score":0.85,"calibrated_materiality_score":0.85,"confidence":"high","headline":"Genasys Q2 revenue $5.7M (-49% YoY), net loss $0.16/sh; Puerto Rico EWS expanded to $75M; $15M secured loan closed","bullets":["Revenue $5.7M vs $11.2M YoY; GAAP net loss $6.9M ($0.16 diluted loss per share).","Puerto Rico dam EWS project scope expanded to ~$75M; expects initial payment and bid bond return after final terms.","Adjusted EBITDA loss $5.7M vs $2.3M loss YoY; hardware revenues likely to miss fiscal 2024 forecast.","Entered $15M two-year term loan with Cantor Fitzgerald; issued ~3.1M warrants at $2.53/sh.","Appointed Bill Dodd (former CA Senator) and Craig Fugate (ex-FEMA Administrator) to board effective June 1, 2024."],"urls":{"canonical":"https://secwatch.observer/filing/0001437749-24-016642","json":"https://secwatch.observer/filing/0001437749-24-016642.json","markdown":"https://secwatch.observer/filing/0001437749-24-016642.md","text":"https://secwatch.observer/filing/0001437749-24-016642.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/924383/000143774924016642/0001437749-24-016642-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/924383/000143774924016642/gnss20240513_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-02T01:41:21.918469+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"477289fa34b6225a37f87c06ac547ee6fca797b1","claim":"Genasys Inc. incurred term loan of $15,000,000 with Cantor Fitzgerald Securities at three-month SOFR plus five percent maturing May 13, 2026.","evidence_excerpt":"On May 13, 2024, Genasys Inc. (the “Company”) entered into (a) a Term Loan and Security Agreement (the “Loan Agreement”) among the Company, Evertel Technologies, LLC (“Evertel”), Zonehaven LLC (“Zonehaven”), Genasys Puerto Rico, LLC (“Genasys PR”), the lenders from time to time party thereto (the “Lenders”) and Cantor Fitzgerald Securities, as administrative agent and collateral agent, pursuant to which the Company borrowed Fifteen Million Dollars ($15,000,000) (the “Loan Transaction”)","evidence_source":"SEC 8-K Item 2.03/2.04","evidence_url":"https://www.sec.gov/Archives/edgar/data/924383/000143774924016642/0001437749-24-016642-index.htm","confidence":0.9,"family_label":"Debt Financings","details":[{"label":"Instrument","value":"term loan"},{"label":"Principal","value":"$15,000,000"},{"label":"Counterparty","value":"Cantor Fitzgerald Securities"},{"label":"Rate","value":"three-month SOFR plus five percent"},{"label":"Maturity","value":"May 13, 2026"},{"label":"Event","value":"incurrence"}],"fact_type":"debt_financing"},{"claim_id":"4303f7200055a2cb116214aadab60e1e7d21db1b","claim":"Genasys Inc. reported the fiscal quarter ended March 31, 2024 results: revenue $5.7 million, net income ($6.9) million, EPS ($0.16).","evidence_excerpt":"of the software business rapidly growing. We are more confident in the long-term health of our business than we have ever been.” Fiscal 2Q 2024 Financial Summary ● Revenue of $5.7 million, versus $11.2 million in 2Q 2023 ● GAAP operating loss of ($6.9) million, versus ($3.4) million in 2Q 2023. ● GAAP net loss of ($6.9) million versus ($3.4) million in 2Q 2023.","evidence_source":"SEC 8-K Item 2.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/924383/000143774924016642/0001437749-24-016642-index.htm","confidence":0.9,"family_label":"Earnings Releases","details":[{"label":"Period","value":"the fiscal quarter ended March 31, 2024"},{"label":"Revenue","value":"$5.7 million"},{"label":"Net income","value":"($6.9) million"},{"label":"EPS","value":"($0.16)"},{"label":"Result","value":"reported results"}],"fact_type":"earnings_release"},{"claim_id":"3c72961c0c","claim":"Bill Dodd was appointed as Director at Genasys Inc..","evidence_excerpt":"the Company announced the appointment of Bill Dodd and Craig Fugate to the Board of Directors (the “Board”) of the Company effective June 1, 2024","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/924383/000143774924016642/0001437749-24-016642-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"6a5e0250dd","claim":"Craig Fugate was appointed as Director at Genasys Inc..","evidence_excerpt":"the Company announced the appointment of Bill Dodd and Craig Fugate to the Board of Directors (the “Board”) of the Company effective June 1, 2024","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/924383/000143774924016642/0001437749-24-016642-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"0bfcec6dd625246d7664fdddb98afd720fb3ab30","claim":"Genasys Inc. entered into Right of First Refusal Agreement with Cantor Fitzgerald Securities valued at Right of first refusal on equity or debt financings during first year (effective 2024-05-13).","evidence_excerpt":"the Company also entered into a Right of First Refusal Agreement (the “ROFR Agreement”), pursuant to which the Company granted to the Lenders a right of first refusal with respect to equity or debt financings completed by the Company during the first year following the closing of the Loan Transaction","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/924383/000143774924016642/0001437749-24-016642-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Counterparty","value":"Cantor Fitzgerald Securities"},{"label":"Value","value":"Right of first refusal on equity or debt financings during first year"},{"label":"Effective","value":"2024-05-13"}],"fact_type":"material_agreement"},{"claim_id":"16a53a2e04f2caf5d484d19482da4fa371a99335","claim":"Genasys Inc. entered into Warrant Agreement with Cantor Fitzgerald Securities valued at Warrants to purchase up to 3,068,182 shares of common stock, exercise price $2.53 per share (effective 2024-05-13).","evidence_excerpt":"(b) a Warrant Agreement (the “Warrant Agreement”) pursuant to which the Company agreed to issue to the Lenders warrants (the “Warrants”) to purchase up to 3,068,182 shares of the Company’s common stock at an initial exercise price of $2.53 per share","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/924383/000143774924016642/0001437749-24-016642-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Counterparty","value":"Cantor Fitzgerald Securities"},{"label":"Value","value":"Warrants to purchase up to 3,068,182 shares of common stock, exercise price $2.53 per share"},{"label":"Effective","value":"2024-05-13"}],"fact_type":"material_agreement"},{"claim_id":"96e936c211a23464c538aa61475ead418a8341da","claim":"Genasys Inc. entered into Term Loan and Security Agreement with Cantor Fitzgerald Securities valued at $15,000,000 borrowed, warrants to purchase up to 3,068,182 shares at $2.53 per share, interest SOFR+ (effective 2024-05-13).","evidence_excerpt":"On May 13, 2024, Genasys Inc. (the “Company”) entered into (a) a Term Loan and Security Agreement (the “Loan Agreement”) among the Company, Evertel Technologies, LLC (“Evertel”), Zonehaven LLC (“Zonehaven”), Genasys Puerto Rico, LLC (“Genasys PR”), the lenders from time to time party thereto (the “Lenders”) and Cantor Fitzgerald Securities, as administrative agent and collateral agent, pursuant to which the Company borrowed Fifteen Million Dollars ($15,000,000) (the “Loan Transaction”)","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/924383/000143774924016642/0001437749-24-016642-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"credit facility"},{"label":"Counterparty","value":"Cantor Fitzgerald Securities"},{"label":"Value","value":"$15,000,000 borrowed, warrants to purchase up to 3,068,182 shares at $2.53 per share, interest SOFR+"},{"label":"Effective","value":"2024-05-13"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}