WAVSW Western Acquisition Ventures Corporation (PK)

 

 

United States

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

FORM 8-K

 

CURRENT REPORT PURSUANT

TO SECTION 13 OR 15 (D) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

Date of report (Date of earliest event reported): February 18, 2025

 

CYCURION, INC.

(Exact Name of Registrant as Specified in Its Charter)

 

Delaware		001-41214		86-3720717
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

 

1640 Boro Place, Fourth Floor McLean, Virginia		22102
(Address of principal executive offices)		(Zip Code)

 

Registrant’s telephone number, including area code: (888) 341-6680

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

☒	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class		Trading Symbol		Name of each exchange on which registered
Common stock, par value $0.0001 per share		CYCU		The NASDAQ Stock Market LLC
Redeemable warrants, each exercisable for one share of common stock at an exercise price of $11.50 per share		CYCUW		The NASDAQ Stock Market LLC

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ☒

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

Section 8 – Other Events

 

Item 8.01 Other Events.

 

On February 18, 2025, Cycurion, Inc. (“we”) issued a press release announcing the closing of our transaction with Western Acquisition Ventures Corp. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

 

On February 19, 2025, we issued a press release announcing an agreement with iQSTEL, Inc. A copy of the press release is furnished as Exhibit 99.2 to this Current Report on Form 8-K.

 

The information in this Current Report on Form 8-K (including Exhibits 99.1 and 99.2) is being furnished pursuant to Item 8.01 and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act.

 

Section 9 – Financial Statements and Exhibits

 

Item 9.01 – Financial Statements and Exhibits

 

(d) Exhibits

 

Exhibit No.		Description
99.1		Press release dated February 18, 2025
99.2		Press release dated February 19, 2025
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

	CYCURION, INC.
Date: February 20, 2025	By:	/s/ L. Kevin Kelly
	Name:	L. Kevin Kelly
	Title:	Chief Executive Officer

 

 

 

Exhibit 99.1

 

MCLEAN, Va., Feb. 18, 2025 (GLOBE NEWSWIRE) — Cycurion (NASDAQ:CYCU), a leading cybersecurity firm, issues a shareholder update from Kevin Kelly Chairman and CEO, after IPO.

 

 

Date: February 17, 2025

 

RE: Cycurion (CYCU) announces Initial Public Offering

 

Dear Investors and Stockholders,

 

I am honored to address you as Chairman and CEO or Cycurion at this pivotal moment in our company’s journey. With over a decade of experience building and growing cybersecurity companies and successfully leading organizations through the Nasdaq public markets, I understand what it takes to scale a company in this evolving landscape. Cycurion is at the forefront of cyber-security innovation, and I am incredibly proud of the foundation we have built and the exciting path ahead.

 

Headquartered in McLean, Virginia, Cycurion is dedicated to addressing the growing risks of cyber threats and data breaches with a multi-layered SaaS solution that minimizes false positives while protecting critical digital assets. Since our founding in 2017, we have built a comprehensive cybersecurity ecosystem, serving the federal. state, and local government agencies, as well as commercial enterprises. Our key clients and partners include the United States

 

Department of Defense, the Defense Intelligence Agency. the Department of Homeland Security, the United States Navy, as well as a number of Fortune 100 and 500 companies. Additionally, our wholly owned subsidiaries—Axxum Technologies LLC, Cloudburst Security LLC, and Cycurion Innovation, Inc.—enhance our capabilities by delivering tailored cybersecurity services and advanced security products to both government and commercial.

 

At the heart of our success is our Al-infused proprietary technology being one of the first to Marry AI and Cybersecurity. Three years ago, we acquired a significant piece of technology called the ARx Security Platform, which we are now preparing to expand this offer into the broader market. This multilayer software platform, featuring a Web Application Firewall, Bot Mitigation, and Geo Gating, is built on proprietary algorithms that provide multiple layers of protection against cyber threats.

 

At Cycurion, we offer a comprehensive suite of services tailored to meet the full spectrum of cybersecurity needs:

 

● Cybersecurity: Anticipating, presenting, detecting, and responding to cyber threats to ensure the integrity of our clients’ networks.

 

 

● Consulting & Advisory: Providing strategic guidance to help organizations develop and maintain strong security programs.

 

● Governance, Risk & Compliance: Ensuring businesses meet regulatory requirements through proven methodologies.

 

● Engineering & Architecture: Leveraging advanced technologies such as DevOps, continuous delivery, and big data analytics to secure IT infrastructures.

 

What truly sets Cycurion apart is our deeply skilled team of 80 technology veterans, many of whom hold high-level security clearances and have served in critical roles within the Department of Defense, the Department of Justice, and leading technology companies. Their expertise spans national security, enterprise cybersecurity, and critical infrastructure protection, making them uniquely qualified to combat today’s most sophisticated cyber threats. We are grateful to have such an exceptional team, whose dedication and experience drive our success.

 

Since 2017, we have been singularly focused on providing cybersecurity solutions to federal, state. and local governments, civilian, defense, and judicial agencies, as well as commercial clients across various industries. We established our reputation by delivering mission-critical cyber-security support to multiple federal agencies, positioning us well for expansion into the commercial market. cutting-edge solution further strengthens our position as a leader in the cybersecurity industry and enhances the trust that organizations worldwide place in us.

 

Cycurion also provides a unique integrated dashboard, allowing C-Suite executives and Boards to monitor cyber threats in real time and make informed security decisions. As a result, many CEOs and Boards turn to Cycurion to navigate today’s complex security landscape.

 

offer into the broader market. This multilayer software platform, featuring a Web Application Firewall, Bot Mitigation, and Geo Gating, is built on proprietary algorithms that provide multiple layers of protection against cyber threats.

 

We are privileged to serve federal, state, and local governments, police departments, and leading consulting firms such as the big four. Our ability to secure and protect critical infrastructure has made us a trusted partner in both the public and private sectors.

 

By combining our industry expertise with government-level experience, Cycurion is well positioned to capture market share in the $200 billion cybersecurity industry. With our advanced technology, strategic partnerships, and exceptional team, we are confident in our ability to drive sustained growth and deliver long-term value.

 

Today, I am thrilled to announce a monumental milestone—our Initial Public Offering (IPO).

 

After our IPO, our ticker symbol will be (CYCU). This marks the beginning of an exciting new phase for Cycurion, reflecting our unwavering commitment to innovation, excellence, and expansion.

 

As we look ahead, we are focused on growth. We are committed to organic growth; however, we will be pursuing a primarily inorganic strategy, with plans for at least one strategic acquisition this year to enhance our technology and expand our market reach. At the same time, we remain committed to organic growth, leveraging our strong foundation and innovative approach to meet the evolving demands of the cybersecurity landscape. This strategic expansion will allow us to broaden our impact and strengthen our position in securing vital systems and data.

 

Thank you for being an essential part of Cycurion’s journey. Together, we look forward to shaping the future of cybersecurity and achieving new heights of success.

 

Sincerely,

Kevin Kelly

 

Chairman & CEO Cycurion, Inc.

 

Email- Info@cycurion.com

Phone: 888-341-6680

 

 

 

 

Exhibit 99.2

 

Cycurion (NASDAQ: CYCU) and iQSTEL Form Exclusive Cybersecurity Partnership to Expand into High-Tech, High-Margin Markets

 

MCLEAN, VA, Feb. 19, 2025 (GLOBE NEWSWIRE) – Cycurion, Inc. (NASDAQ: CYCU), a publicly traded leader in next-generation cybersecurity solutions, is excited to announce an exclusive partnership with iQSTEL Inc. (OTCQX: IQST), a multinational innovator in telecommunications, fintech, electric vehicles (EV), and AI-driven solutions. This strategic collaboration grants Cycurion exclusive rights to deliver its top-tier cybersecurity products to the U.S. telecommunications industry through iQSTEL’s vast network while also expanding its reach into other high-growth sectors internationally.

 

With iQSTEL’s extensive global presence—spanning 17 time zones and seven offices worldwide—this partnership will drive the adoption of advanced cybersecurity solutions across Europe, Latin America, the Middle East, and the United States. By integrating Cycurion’s cutting-edge security expertise with iQSTEL’s established client base, both companies are poised to unlock new high-margin opportunities in the rapidly evolving cybersecurity landscape.

 

A Transformational Milestone for Cycurion

 

This partnership marks a significant expansion for Cycurion as it extends its world-class cybersecurity offerings into the global telecommunications industry and beyond. Having built a reputation for excellence among U.S. government agencies, including FEMA, TSA, and the U.S. Courts, Cycurion (NASDAQ: CYCU) is now leveraging iQSTEL’s strong business platform to introduce its advanced security solutions to a wider audience.

 

Kevin Kelly, Chairman and CEO of Cycurion, stated:

 

“Our partnership with iQSTEL represents a pivotal moment in Cycurion’s growth. By combining our unparalleled cybersecurity expertise with iQSTEL’s trusted relationships and operational strength, we are delivering next-generation security solutions to telecom providers and other industries worldwide. This is more than just a business move—it’s a strategic initiative to protect critical infrastructure, enhance customer confidence, and drive substantial growth for both companies.”

 

By addressing the most pressing cybersecurity challenges—including increasing regulatory compliance demands, a global shortage of security professionals, and the rising frequency of cyberattacks—Cycurion and iQSTEL are positioned to transform these industry pain points into major business opportunities.

 

A Next-Generation Cybersecurity Strategy

 

Cycurion’s comprehensive portfolio of cybersecurity services includes:

 

● 24/7 security monitoring and real-time threat detection

 

 

● Rapid incident response and crisis management

 

● Advanced vulnerability assessments and risk mitigation

 

● Regulatory compliance solutions to meet evolving industry standards

 

Trusted by government agencies and now expanding into private-sector telecommunications and technology markets, Cycurion’s expertise will enable iQSTEL’s clients to fortify their security postures while maintaining seamless operations.

 

Leandro Iglesias, CEO of iQSTEL, commented:

 

“At iQSTEL, we’ve spent years building a trusted platform for our clients, and this partnership with Cycurion adds another powerful dimension to our high-tech, high-margin offerings. Cybersecurity is no longer optional—it’s a fundamental necessity for our clients. By bringing Cycurion’s state-of-the-art solutions into our ecosystem, we are not only enhancing security but also creating new revenue streams and strengthening our leadership in high-growth markets.”

 

Key Benefits for Clients and Investors

 

This partnership delivers a host of advantages for both customers and investors, including:

 

✅  24/7/365 Advanced Threat Protection – Continuous monitoring and rapid response to cyber threats.

 

✅  Enhanced Customer Confidence & Revenue Growth – Robust security measures to prevent data breaches that could undermine trust and financial stability.

 

✅  Regulatory Compliance & Data Privacy – Ensuring businesses meet stringent security requirements while protecting sensitive data.

 

✅ Financial & Competitive Advantage – iQSTEL’s scale allows for cost-effective implementation of high-quality cybersecurity solutions.

 

✅  Expansion into High-Growth Markets – The collaboration reinforces both companies’ positions in fintech, EV, AI, and telecommunications security.

 

A Shared Vision for the Future

 

This strategic alliance exemplifies how Cycurion and iQSTEL are shaping the future of cybersecurity and telecommunications. With iQSTEL’s established client network and Cycurion’s best-in-class security solutions, both companies are well-positioned to capitalize on the increasing global demand for advanced cybersecurity.

 

 

Investors are encouraged to take note: with iQSTEL forecasting $290 million in revenue for FY-2024 and Cycurion (NASDAQ: CYCU) emerging as a publicly traded leader in cybersecurity, this partnership marks a key milestone in the growth trajectories of both companies.

 

About Cycurion, INC. (NASDAQ: CYCU)

 

Headquartered in McLean, Virginia, Cycurion (NASDAQ: CYCU) is a premier publicly traded cybersecurity provider specializing in multi-layered defense systems, continuous monitoring, and incident response. The company is trusted by U.S. government agencies, including FEMA, TSA, and the U.S. Courts, and is now expanding into private-sector telecommunications and technology markets through its partnership with iQSTEL.

 

About iQSTEL (OTCQX: IQST)

 

iQSTEL Inc. (OTCQX: IQST) (www.iQSTEL.com) is a multinational telecommunications, fintech, electric vehicle, and AI company in the final stages of uplisting to NASDAQ. With a projected $290 million in revenue for FY-2024 and a long-term goal of reaching $1 billion by 2027, iQSTEL is expanding rapidly through high-tech, high-margin product offerings. Its divisions include:

 

● Telecommunications Services (VoIP, SMS, Fiber-Optic, IoT, Blockchain)

 

● Fintech (Remittance, Debit Cards, Mobile Banking)

 

● Electric Vehicles (EV) (Motorcycles and Mid-Speed Cars)

 

● AI Services (AI-driven Metaverse platform)

 

● Cybersecurity (Now powered by Cycurion)

 

iQSTEL has completed 11 acquisitions since 2018 and continues to grow through strategic M&A and organic expansion.

 

Safe Harbor Statement

 

This news release contains forward-looking statements based on current expectations and assumptions. Actual results may vary due to risks and uncertainties. This press release does not constitute an offer of securities for sale.

 

This partnership marks a defining moment for both Cycurion (NASDAQ: CYCU) and iQSTEL (OTCQX: IQST)—ushering in a new era of high-tech, high-margin growth in cybersecurity and beyond.

 

 

v3.25.0.1

Cover	Feb. 18, 2025
Document Type	8-K
Amendment Flag	false
Document Period End Date	Feb. 18, 2025
Entity File Number	001-41214
Entity Registrant Name	CYCURION, INC.
Entity Central Index Key	0001868419
Entity Tax Identification Number	86-3720717
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	1640 Boro Place
Entity Address, Address Line Two	Fourth Floor
Entity Address, City or Town	McLean
Entity Address, State or Province	VA
Entity Address, Postal Zip Code	22102
City Area Code	(888)
Local Phone Number	341-6680
Written Communications	true
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	true
Elected Not To Use the Extended Transition Period	false
Common stock, par value $0.0001 per share
Title of 12(b) Security	Common stock, par value $0.0001 per share
Trading Symbol	CYCU
Security Exchange Name	NASDAQ
Redeemable warrants, each exercisable for one share of common stock at an exercise price of $11.50 per share
Title of 12(b) Security	Redeemable warrants, each exercisable for one share of common stock at an exercise price of $11.50 per share
Trading Symbol	CYCUW
Security Exchange Name	NASDAQ

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