CISO Nukes $9M Debt: Preferred Shares, No Dilution, and What’s Next

CEO Interview Video and Free CheckLight Trial Hiding inside

 For months, the loudest bear argument on CISO Global was simple… “The balance sheet is ugly.” As of today, that argument is dead.

CISO just announced that more than $9 million in convertible debt has been exchanged into newly issued preferred shares… featuring a 10% coupon, senior in the capital structure, and no warrants or dilution to common shareholders. Even more telling, the holders are insiders (a board member and an advisory board member) who have supported the company for years and aren’t looking to sell.

In one move, the company removed its long‑term debt overhang and simplified its financial profile… exactly the kind of cleanup that institutional investors have been waiting for.

If you want to hear it all directly from the CEO, here is our interview. Lots of great nuggets in here!

What This Means for Shareholders

  • No Dilution: The preferred shares exist in their own class and don’t expand the common float

  • Balance Sheet Strengthened: Long-term debt is gone, capital structure is cleaner and easier to understand

  • Insider Alignment: The investors can’t sell their preferred shares without board approval and are holding for appreciation

  • Optics Matter: This eliminates the “but the balance sheet” talking point that’s dogged the stock for over a year

As CEO David Jemmett told me in our interview:

“This is a way for them to be in a senior position, no dilution, and essentially support the company at the same time… it creates an asset for them to put in their portfolios.”

Quick Explainer: Preferred vs. Common Shares

Preferred shares are separate from common. These won’t trade publicly, they pay a fixed 10% coupon, and they don’t dilute common shareholders. Common holders keep voting control, while preferred holders get priority in payouts. Converting debt into preferred cleans up the balance sheet without hurting existing shareholders. A clean balance sheet should give the company access to better financing options (read non-dilutive).

Guidance Just Doubled: $10M Bookings for 2025

This restructuring comes less than three weeks after CISO doubled its anticipated 2025 software bookings to $10 million. The jump follows the nationwide rollout of CHECKLIGHT® (under the CyberSimple™ brand) through Financial Independence Group’s 10,000‑strong advisor network, targeting a $2 billion addressable market.

CISO’s shift from services to high‑margin SaaS cybersecurity is accelerating… and now the balance sheet no longer drags the story.

Big Picture: Chess, Not Checkers

Over the past few months, I’ve heard a lot of complaints from fellow CISO shareholders about how long everything is taking. But if you zoom out, today’s news shows a company playing a very complicated game of chess…

Since March:

  • They launched CheckLight

  • They doubled guidance

  • Now they’ve eliminated long‑term debt

In my opinion (never financial advice), those are big moves that take heavy lifting. Below are additional ideas Jemmett mentioned in our interview… not announcements, but worth watching.

Three New Ideas Jemmett Floated

  1. Rights Offering to ShareholdersA potential rights offering (no warrants) limited to existing shareholders… designed to raise capital and pressure shorts

  2. Crypto in the TreasuryInspired by “digital gold” strategies, they’re exploring holding cryptocurrency in the treasury to strengthen the balance sheet

  3. Using CISO Tech to Secure Crypto PlatformsCrypto companies have approached CISO about deploying its AI‑powered cybersecurity to protect trading platforms… a new potential vertical

These aren’t finalized, but they hint at a company thinking several moves ahead, blending high‑margin SaaS cybersecurity with frontier finance.

Investor Relations Announcement Coming

Another overdue fix… Jemmett confirmed they’ve narrowed their IR search to two firms and will announce their new investor relations partner next week. This is critical… with the capital structure cleaned up and bookings accelerating, proper IR can finally tell the story to funds and institutions.

Morale, Shorts, and What’s Next

  • Culture Rebound: Jemmett described morale as “the best it’s been in a while” after tough years and a reverse split

  • Short Squeeze Mechanics: He urged shareholders to lock their shares to prevent borrowing, noting shares can be lent multiple times in open accounts

  • Catalysts Ahead: Q2 results are expected soon, but the real fireworks begin in Q3–Q4 as CyberSimple/FIG rollout revenue flows in

“Retail is keeping us over $1… people are sticking in there and supporting the stock.” — Jemmett

Free CyberSimple™ Trial (Powered by CheckLight®)

I reached out to CAGI (the company selling CheckLight white‑labeled as CyberSimple) and set up my own page. It’s not pretty yet, but it works. So if you would like to test out CheckLight on your own, feel free to use the link. I think a lot of you may enjoy the 2-minute explainer video….. www.cybersimple.ai/free-trial

I’ve got CheckLight running now and so far, I like it — setup took 1 minute and 54 seconds. It immediately found a backdoor threat and removed it. The dashboard is straightforward… you can glance at it or ignore it, and it will alert you only when threats are detected.

CheckLight, aka CyberSimple, is double-barreled cybersecurity, bleeding edge technology and one of a kind financial protection. I have been looking around and I cannot find a single company offering individuals warranty protection, especially not to the tune of $1.5 million. If you see any valid competitors, please let me know!

The Takeaway

Even though we are in the dog days of summer and the market is paying close attention, CISO is quietly undergoing a transformation:

  • Debt‑free, insider‑backed capital structure

  • High‑margin SaaS bookings doubling to $10M

  • New IR firm and potential capital strategies on deck

  • Access to a $2B insurance‑linked cybersecurity market

The next chapters… rights offering, crypto strategies, expanded distribution… could redefine how this company is perceived. For now, the balance sheet bear case is off the table.

I am truly looking forward to Q3 numbers where we will see the impact of this pivot!

XO,

PQ

Disclaimer

I am a shareholder in CISO Global. This article is for informational purposes only and reflects my personal opinions. It should not be taken as financial advice. Always do your own research before making any investment decisions. Protect your capital at all times.