SEMPRE files Form D for $10M debt raise

What's the deal? SEMPRE, the Colorado Springs-based resilient infrastructure and secure communications company led by retired USAF Brig. Gen. Dr. Robert S. Spalding III, has filed a Form D with the SEC disclosing a $10M private placement of debt securities. The filing reports the offering as fully sold ($10M raised against a $10M target), with first sale dated 11 May 2026.

Why now? SEMPRE last raised a $10M round in September 2024 co-led by AE Industrial Partners (via its AE Ventures arm, in strategic partnership with Boeing) and 90 North Holdings to scale its hardened critical-infrastructure solutions. The new raise is structured as debt rather than equity — and the Form D notes roughly $947K of proceeds will go toward paying off existing debt, suggesting at least part of this is a refinancing/bridge facility.

What could go wrong? The filing was made under Regulation D, Rule 506, and the issuer has not publicly named investors. Only two accredited investors participated. Patrick Soon-Shiong, the billionaire owner of the Los Angeles Times, sits on SEMPRE's board alongside Spalding, Benjamin J. Doramus, Tyler Rowe, Kelsey Gorman and Thomas O. Hicks Jr. — but it's unclear from public filings whether existing backers, board-aligned vehicles or new lenders provided the capital.

The signal: SEMPRE has been positioning itself as a defense-tech infrastructure play — secure, survivable communications and data centers built for national-security customers. Doing a $10M debt round (rather than an equity round) in the current environment suggests management is preserving equity at the existing valuation while bridging into operational milestones or a larger institutional round down the line.

Read more: SEC Form D filing · ainvest.com coverage