Intrusion Inc. (INTZ) Earnings Call Transcript & Summary

Welcome to Intrusion Inc.'s special update call. [Operator Instructions] Please note, this conference call is being recorded. An audio replay of the conference call will be available on the company's website within a few hours after this call. I would now like to turn the call over to Josh Carroll with Investor Relations.

Thank you, and welcome. Joining me today are Tony Scott, President and Chief Executive Officer of Intrusion; Kimberly Pinson, Chief Financial of Intrusion; Bobby Mikkelsen, Chief Executive AI Agent of VigilAigent; and Mark Porter, Chief Revenue Officer of VigilAigent. This call is being webcast and will be archived on the Investor Relations section of our website. Before I turn the call over to Tony, I'd like to remind everyone that statements made during this conference call relating to the company's expected future performance, future business prospects, future events or plans may include forward-looking statements as defined under the Private Securities Litigation Reform Act of 1995. Please refer to our SEC filings for more information on the specific risk factors that could cause our actual results to differ materially from the projections described in today's conference call. Any forward-looking statements that we make on this call are based upon information that we believe as of today, we make no undertaking or no obligation to update these statements as a result of new information or future events. In addition to U.S. GAAP reporting, we report certain financial measures that do not conform to generally accepted accounting principles. During the call, we may use non-GAAP measures if we believe it is useful to investors or if we believe it will help investors better understand our performance or business trends. With that, let me now turn the call over to Tony.

Thank you, Josh. And I wanted to say, first of all, welcome Bobby Mikkelsen, Mark Porter and Kim with me here on the call today. We've been working with the VigilAigent team for a couple of months now. And as we've gotten to know them and also the technology that they have put together, we've gotten more and more excited about the possibilities of these two teams working together. So as you saw from our press release last night, we've completed the acquisition of VigilAigent which is a cybersecurity managed service security provider from Tego Cyber. It's a done deal. It's not pending, although we'll have a we acquired 60%, and we'll acquire the remaining 40% later in August, pending shareholder approval of a proposal that we'll have for our annual meeting. You might want to know why this and why now. What I would tell you is that AI is completely reshaping the cybersecurity landscape. It's lowered the cost, the expertise and the time needed to launch sophisticated, scalable attacks by the bad guys, and we're seeing it every single day. And customers need solutions that get ahead of those threats. And with this acquisition, we will deliver to the market exactly that capability. The same things that are helping the threat actors be more quick and responsive are tools that we can use in our defensive capabilities. And so all of this is a natural evolution and a meaningful step for both attackers and also those who are defending. In terms of the deal, it immediately adds about $3.5 million in annual recurring revenue from a diversified base of multiyear customer contracts. This is recurring, not contract revenue and not onetime. And as I think our long-term shareholders know, we've been trying to build that ARR now for more than a year, which, in our case, somewhat limited success, but this gives us a brand-new vehicle for reaching a whole bunch of new customers that we've not been able to reach before. They also bring an established commercial network, 80-plus reseller partners and 1,000 customers. So it's an instant expansion of our commercial reach and distribution. And because the deal is closed, the benefits are immediate top line contribution and reach begins day 1. And we also plan to -- for commercial purposes, take all of the Intrusion Shield assets and sell those through the VigilAigent team and reach and marketing. So you'll see some reconfiguration of how we go to market with our commercial efforts for Shield. We will still continue to deal with the U.S. federal government and our consulting work that we do through intrusion. But both organizations, both VigilAigent and Intrusion will benefit from this combination. And I should say, we're planning on VigilAigent operating as a unit, a business unit within the Intrusion framework. The technology story, I think, is exciting. As Mark will explain in a lot more detail, their agentic AI engine called the Oracle is now going to be integrated with our TraceCop database. We've done some preliminary work already, and we're really excited about what that can bring customers of VigilAigent. Each of these are built on years of research and development. One of the benefits of the Oracle that VigilAigent brings it is that it automates a high daily volume of threat activity. And then TraceCop adds historical intelligence on the 8.5 billion IP addresses and the information that we have about who the actors are on the Internet. And so the bottom line is faster detection, deeper visibility, more actionable protection and a stronger combined offering than either of us could have delivered alone. And not to mention new revenue streams and cross-sell across our expanded network. So I'm really excited about this. Bobby Mikkelsen and Mark Porter are just fantastic additions to our senior management team, and they'll contribute to our strategy and actions of the organization going forward. They've already been chockful of just great ideas, and we can't wait to begin execution of those. So the enthusiasm that I have, I can't explain how excited I am about this combination. Let me turn it over to Mark for a little more detail on VigilAigent and the scene from his view. So Mark, over to you.

Thank you, Tony. Appreciate it and appreciate everybody's time here. Very excited to talk about what we're doing. And little bit -- I'm going to keep the technology as high level as possible to try to explain exactly what we're doing while also hitting on how we differentiate ourselves in the market and going forward, what the opportunity looks like. So this is a pivotal point for us as an organization as we look at the future, what started out as very much a me-too managed detect and respond business a number of years ago has evolved over the last 18 months into what is today's current VigilAigent, which is not just to manage and detect business using other people's technology, but a business that has evolved. And what we've created is our own security fabric, if you will. And the security fabric allows us to collect data across customer environments in very meaningful ways, with very deep levels of insight and then more importantly, format that data into the data lake. So as we evolve into that strategy, it means that as we see these events, we see over 1 billion events per day at this point as we see these events that data comes in and is useful to us not just for detecting and responding but has been really critical in training the Oracle, our agentic AI solution to understand and analyze events and more importantly, as we tilt forward and leverage the data that we're getting from TraceCop and the Shield technologies that will all be very quickly merged into the Omnibus solution, which is what we call the Security Fabric, it will give us a level of visibility and usability on that data that starts to allow us to see around corners. As Tony mentioned, agentic AI and AI in general has changed the landscape in cybersecurity the legitimate use of artificial intelligence in businesses is no longer an option. It's not people experimenting. People are making multibillion-dollar investments. Even small businesses are investing in AI. This brings a whole host of new problems, and we can no longer continue to tilt at solving the problems of 10 years ago. We have to solve for the current day problems, which is how to make sure that AI utilization in the business has the proper governance, has the proper detection capabilities, and that requires massive amounts of data and it requires action at machine speed. So what we have really developed is a solution that allows us to do the detect and response, but our digital workforce technology around the Oracle and the suite of tools that we've built around this fabric from an operator perspective out, we're now fielding inbound demand for that technology for licensing for other purposes for very large enterprise. Other parts of the world have reached out in the last 2 weeks, which leads us beyond that managed detect and response into a more SaaS model or a more licensing-oriented model for that product. So that's when we talk about the pivot point and the pivotal point we are at. That is one of the key elements. The other thing that's happening here because of the use of agentic AI and because of what we've leaned into, we find ourselves in a situation where small teams are capable of winning. Small teams are capable of moving very quickly and developing software at a pace that nobody has been able to do in our lifetimes for sure, and it continues to evolve week over week over week. So as we look to the future, we look to continue to capitalize on that agility. This gives us a scalability advantage. We don't need nearly the number of people, and we are not talking about in our security operations. We're not talking about a humanless security operations center. We're talking about -- we talk about 10x in the humans that we have and making them infinitely more capable. We look at how to bring revenue to the table faster because each incremental dollar of revenue will now be more profitable as we don't have to scale our head count linearly. We give you some current examples. We're running right now roughly 10,000 alerts per week that get fully analyzed by the Oracle that costs roughly $700. The rough equivalent in human terms would be $50,000 to $200,000 depending on the time it takes those alerts. We're doing it in under 3 minutes. We are also then putting that information into data like and now able to use every decision made by every tool that we manage and monitor every tool that we log and every decision made by a human being in our SOC is now indexed back into that data lake. So we're able to do it faster, we're able to do it cheaper. And when we meld the Intrusion technologies into the platform, we're going to be able to look at the network layer in a way that nobody else is, and we're going to be able to do a greater degree of network traffic analysis. We're going to be able to stop more before it gets into the detection mode, which is critical and all that context and inference between the 1 billion events a day that we see and the 8.5 billion database, DNS resolutions and IP addresses in that database using historical and real-time is going to allow us to morph that into a large language model that is faster and more accurate and ultimately starts to identify trends in the risk, so we can find these things before they happen. Find misconfigurations traffic patterns and look around the corner for our customers because the modern architecture of cybersecurity demands to identify risk and then you stop it before detection and response. The use of AI by the adversaries has made the breakout pun so short. It's virtually impossible to rely solely on detect and respond. So we're going to continue to evolve those technologies and we're going to move very quickly. As Tony indicated, we've already done pretty extensive testing, and we're going to move very quickly to minimize the cost of development because we're already doing a lot -- there's already a lot of overlap in where we're going on the technology on the Shield side. We're going to be able to move quickly to bring some of that dev cost down increase the cycles, the speed of which we're doing the cycles and move that to market as part of a comprehensive solution, which could help us on both sides of the table, bring our solution, this combined solution to all the existing Intrusion customers outside of FedGov. It's not exactly a FedGov solution. And then conversely do some additive things as we look at AI detection modules and things like that increase our average revenue per seat as we go forward. With that, I will turn it back to Tony.

All right. Well, thanks, Mark. And I've been very impressed. I wish there was a way that we could all do a demo of the VigilAigent technology for all of you. But a couple of things really impressed me. One was the ability to show the operators and even customers how the AI agents are working. So in a lot of cases, people think of AI as sort of this black box that you put something in and then you get something out and you never have any idea how it actually worked. One of the impressive things that the VigilAigent team has done is create some visibility and transparency in terms of what the AI is actually doing and what the costs are. And I think ultimately, that's going to be important for customers. But probably even more importantly, if you can understand what the AI is doing, you can also correct it when you see mistakes being made and that's one of the opportunities in the AI space today is having a rich feedback loop. And I think Mark hinted at that so that you can just dramatically improve quality over time with the right kind of feedback. So really impressive stuff, and we'll love the opportunity to show this to all of you at some point in the future. Let me close my opening remarks here with a couple of points, and then we'll take questions. First of all, I think there's tremendous shareholder value in this deal. It's immediate recurring revenue. It broadens our commercial footprint in a big way and I think we'll make a big splash in our target marketplace. I think anybody who looks at it will see a very differentiated AI platform that we've talked about at some length now and a whole bunch of great cross-sell opportunities and runway going forward. It also puts us on the trajectory for the best opportunity in the future, sustainable growth and long-term profitability with the tools that VigilAigent brings, we can see a clear path to grow both organically and inorganically, and we really look forward to that. I think when we have our demo opportunities for customers, they're going to be wowed by the capabilities of the United platform and I can't wait to share some of those successes with you on future calls. So I want to thank both Bobby and Mark and the whole VigilAigent team and their investors and our investors on their deep enthusiasm and also help in making this a success. So we'll post this on our website for anybody who wants a replay. But I'm ready to open it up for questions at this particular point. So thank you.

[Operator Instructions] Your first question for today is from Walter Schenker with MAZ Partners.

Two questions, actually. If I understood correctly, Bobby and Mark will be, I'm not regardless of title in charge of the non-big government opportunities for Intrusion, i.e., Guam or Texas, et cetera. They're going to run or hopefully grow the rest of Intrusion.

Yes. I think the way to think about it, Walter, is our business really falls into sort of two big groups if you think about it today. One is the commercial space where we have MSPs and MSSPs who are using Intrusion technology, and that's clearly the space where VigilAigent plays a much bigger role than our footprint today. And so I think it makes sense for us to rationalize our offerings in the commercial space and market that and sell that through the VigilAigent sales team and so on. So we'll reformat our marketing and even our engineering to give us the best opportunity to address the commercial space. On the other side, we have these big consultant contracts like we did in Guam or we're doing for [ Texas ] Cyber and so on. And there will be opportunities obviously in federal, state and local that are relevant for the VigilAigent team. But most of the government contracting we do are very tailored to specific needs that those specific agencies have and so on. So those will largely remain in Intrusion's hands. So we've got some work to do to sort out which customers and so on will go with each team. But in general, that's our approach that the commercial stuff, even if it's a state and local government, for example, that's looking for commercial type solutions, we'll tend to want to have that managed by the VigilAigent team. So I hope that answers your question. But there's a lot of detail we got to work out over the next couple of weeks as we do a deep dive on customers and other technology synergies and so on, but that's our general approach.

And second question for Bobby and Mark, since I was unfamiliar with the parent company, can you give us just some sense of the type of growth you've had historically? And if you're not making a forecast I'm not expecting a forecast, but some sense as to how you look at the opportunity because $3.5 million is still less than nothing in $1 trillion, maybe multitrillion dollar cybersecurity market. Now combining with Intrusion and having more access, do you have any sort of broad sense, is hopefully going to be a $10 million, $20 million? I'm just trying to get a sense of how you look at your opportunity.

Very optimistically right now, actually, given where the markets on. Thank you for the question. So as you did indicate, we're not going to give any forward-looking guidance, but we do feel like we're extremely well positioned. One of the -- one of the challenges that we've had is resource constraints. And as we look to not just capital resources, but personnel resources and we look across the combined organizations, we reap the benefit of a lot of really smart people and hope to bring some agility to that as well. So leveraging a combination of some of the intellectual firepower, a lot of the relationships that are here and present and some of the ability to do some more aggressive marketing. We're expecting pretty significant organic growth, having the NASDAQ vehicle, as Tony alluded to, gives us the opportunity to be inorganic, which when you get deep into the weeds on why that makes sense, revenue growth without adding human beings or the ability when we talk about the fabric, the security fabric that we've developed gives us the ability to ingest not just tools and data, but other organizations very quickly without having to scale the human cost in the security operations center. If we can continue -- and we've got pretty substantial data to back, both our ability to act quickly and to scale. So we know what it looks like in terms of adding revenue versus people. It is very nonlinear. So once we move through the back half of the year and validate more of this with growth, the margins start to lever up very quickly on that recurring revenue business. And in the licensing side where we're fielding these inbound requests now, those are extremely margin-rich because we're leveraging all of the technology resources and all the things we put into growing the managed detect and response business. And now seeing demand from others. There's actually a third stream in there, which is the data and the use of that data and the monetization of that data, which is, again, minus your cost of sales is extremely lucrative. So we're very excited about what that looks like. And as we push forward, growth is going to be key. And I think as Tony alluded to, that's what this transaction is really all about is accelerating the growth and looking to go faster from here.

Walter, if I were to summarize, I would say the advantage VigilAigent team brings is speed, which Mark alluded to, a very significant cost advantage and a very significant quality advantage. And those three elements, I think, are going to be very, very attractive in the market in terms of accelerating growth.

Your next question for today is from [ Andrew Brandstetter ] with ABL Investments.

I was just wondering if you could briefly discuss the growth strategy. And do you see any acquisitions on the horizon that could further enhance your product offering?

Yes. I think we see both, as I mentioned, both organic and inorganic growth. What we see happening in the marketplace right now is there's tremendous consolidation going on in the MSSP, MSP space. PE firms are jumping in. I mean everybody is in there trying to consolidate and grow market share. And with these 3 elements that I've talked about, speed, cost and quality, I think we have a great opportunity to do some acquisitions to grow inorganically, but also just feet on the street, shoe leather grow organically because of the attractiveness of this proposition. We don't have a specific target in mind right at the moment, but I think that's certainly within our framework in terms of going forward. So the answer is yes.

Tony, if I could just add on to that. When you look at one other -- there's one other factor in there that I think is really important when you look at the technology, which is maturity. When we present to very technical audiences who and get deep in the weeds, what they talk about is how far ahead we are. We started on this journey to what it looks like today almost 18 months ago. So it's seen massive amounts of data, which is really important to the training of the models and the training of the virtual agents. And so the maturity of it is really a huge enabler for us as we go forward, Andrew, in terms of being able to act quickly and move to scale.

That's great. As a follow-up question, when all the cost efficiencies are taken into effect, how does the EBITDA margins look as a percentage of gross revenues?

I don't think we have an accurate answer to that at the moment. But some of the modeling we've done suggests that there's great opportunities in that space. But I'd be hesitant to give you a number at this particular point because there's a lot of variables in that at the moment. It has a lot to do with product mix, volume assumptions and so on. But traditionally, in the Intrusion space, we've been in the mid-70% margins, and I wouldn't expect significant deviation from that overall in the combined entities when all is said and done.

[Operator Instructions] At this time, there are no other questions in the queue. I'll turn the call back over to our host, Mr. Tony Scott, for any closing remarks.

All right. Well, thank you, everyone for jumping on the call today. And I appreciate everybody paying attention to this. We've obviously attracted some attention in the market today, which is welcome and I just wanted to publicly thank Mark and Bobby and the VigilAigent team for their hard work, our team working with Doug and Kim and our Investor Relations people and so on done a lot of hard work over the last couple of months to make this happen, and we really look forward to the next couple of months, our shareholder meeting. We'll seek approval of the 40% so that we can conclude the second half of this. And you'll hear from us again at our earnings call, if not before. So thanks very much, everybody, and we'll talk to you soon.

This concludes today's conference, and you may disconnect your lines at this time. Thank you for your participation.