# Byrna Technologies Inc. (BYRN) — capital_raise/private_placement [pending]
Source: SEC API (secapi.ai) · situation sit_c9083d48d18b005c0535 · retrieved 2026-08-11T16:11:13.671Z

## Overview
Byrna Technologies develops, manufactures, and sells innovative less-lethal personal security solutions, including CO2-powered launcher devices.

On July 7, 2026, Byrna Technologies Inc. entered into an Asset Purchase Agreement to acquire substantially all assets of HERO Defense Systems, LLC, a Nevada limited liability company that designs, develops, manufactures, markets, and sells less-lethal defense products. The aggregate purchase price is $1,250,000, consisting of $625,000 in cash and $625,000 in restricted common stock (not to exceed 104,000 shares, determined by dividing $625,000 by the 60-day volume-weighted average price preceding closing), plus a 3.5% royalty on net sales of HERO products and derivative products with a guaranteed minimum of $250,000 payable in five equal annual installments of $50,000, terminating upon the earlier of aggregate royalty payments reaching $5,000,000 or the fifth anniversary of closing. At closing, $125,000 of cash consideration will be held in escrow for 18 months as security for indemnification obligations. The transaction is expected to close within approximately 30 days, subject to customary closing conditions and satisfaction of regulatory approvals, with a termination date of September 30, 2026.

## Terms
- Counterparty: HERO Defense Systems, LLC · Deal value: $1.3M · Consideration: mixed

## Key dates
- Announced 2026-07-08 · Expiry 2026-09-30

## Timeline
- 2026-07-08 · 8-K (0001437749-26-023029): Byrna acquires HERO Defense assets for $1.25M cash/stock + royalty — *Byrna Technologies develops, manufactures, and sells innovative less-lethal personal security solutions, including CO2-powered launcher devices.* On July 7, 2026, Byrna Technologies Inc. entered into an Asset Purchase Agreement to acquire substantially all assets of HERO Defense Systems, LLC, a Nevada limited liability company that designs, develops, manufactures, markets, and sells less-lethal defense products. The aggregate purchase price is $1,250,000, consisting of $625,000 in cash and $625,000 in restricted common stock (not to exceed 104,000 shares, determined by dividing $625,000 by the 60-day volume-weighted average price preceding closing), plus a 3.5% royalty on net sales of HERO products and derivative products with a guaranteed minimum of $250,000 payable in five equal annual installments of $50,000, terminating upon the earlier of aggregate royalty payments reaching $5,000,000 or the fifth anniversary of closing. At closing, $125,000 of cash consideration will be held in escrow for 18 months as security for indemnification obligations. The transaction is expected to close within approximately 30 days, subject to customary closing conditions and satisfaction of regulatory approvals, with a termination date of September 30, 2026.
  https://www.sec.gov/Archives/edgar/data/1354866/0001437749-26-023029.txt

## Citations
- 0001437749-26-023029 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000143774926023029