[8-K] WESTERN ACQ VENTURES CORP Reports Material Event

Rhea-AI Filing Summary

Synchrony Financial (SYF) has filed a preliminary prospectus supplement for two new fixed-to-floating senior note tranches (sizes and coupons still TBD). The notes carry an initial fixed rate through first call (180 days post-issue) and then switch to a floating rate of Compounded SOFR + spread; neither tranche will be guaranteed by subsidiaries and both are senior unsecured, ranking pari-passu with $4.4 bn of existing senior debt (post July 2025 $1 bn repayment) and structurally subordinated to $92.1 bn of subsidiary liabilities. Optional redemption is allowed at make-whole or par (see schedule). Proceeds are earmarked for general corporate purposes, potentially downstreamed to Synchrony Bank.

Key financials underscore ample capacity to absorb the issuance:

• 6M 2025 net earnings $1.72 bn (-11% YoY) on net interest income $8.99 bn (+2%).
• Provision for credit losses $2.64 bn (-26% YoY) after elevated 2024 levels.
• Deposits $82.3 bn fund 84% of assets; cash & equivalents rose to $19.5 bn.
• Total assets $120.5 bn; equity $17.0 bn.

The company recently redeemed $1.0 bn 4.500% notes due 2025, modestly lowering equal-ranking debt. Investors should note (i) limited default triggers in post-2024 indentures, (ii) exposure to consumer credit cycles, and (iii) SOFR-linked coupon volatility once the notes float.

Insights

Senior Credit Analyst

TL;DR – Routine funding move; leverage stable, credit metrics solid, but structural subordination and SOFR floaters add risk.

Synchrony is opportunistically refinancing ahead of a 2026 wall, replacing a 4.5% maturity with new SOFR floaters. Equity/assets of 14% and deposit funding of 84% indicate sound balance-sheet liquidity. YoY drop in credit-loss provisioning signals benign consumer trends, although absolute charge volumes remain high for a monoline card lender. Because the notes sit at the hold-co, investors rely on Bank dividends; $92 bn of subsidiary liabilities remain senior. The shift to SOFR after 6-month lock is positive for asset-liability matching but exposes holders to rate downside.

Portfolio Manager – IG Financials

TL;DR – Neutral-to-slightly positive: improves maturity ladder, but covenant-light structure limits upside.

The filing extends SYF’s curve without materially raising leverage; net proceeds likely recycle into the Bank at attractive spreads. Margins are healthy (NIM >15% of receivables) and capital return remains flexible. Yet, limited event-of-default language versus legacy paper reduces bondholder protection, and any consumer downturn could quickly erode reserves. At fair pricing, paper should clear inside existing 2030/31 fixed-floaters.

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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): July 23, 2025

CYCURION, INC.

(Exact Name of Registrant as Specified in Its Charter)

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

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

Registrant’s telephone number, including area code: (310) 740-0710

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

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. ☐

Item 8.01 Other Events.

On July 23, 2025, Cycurion, Inc. (the “Company”), issued a press release announcing the Company’s attendance at the National Association of County and City Health Officials (NACCHO) Annual Conference as a Diamond Affiliate Partner, showcasing its Cyber Shield solution. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits:

Exhibit No.		Description
99.1		Press Release dated July 23, 2025
104		Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

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: July 24, 2025	By:	/s/ L. Kevin Kelly
	Name: Title:	L. Kevin Kelly Chief Executive Officer