JTHawk
1 week ago
December 18, 2024 08:00 AM Eastern Standard TimeDEERFIELD BEACH, Fla.--(BUSINESS WIRE)--Capstone Companies, Inc. (OTCQB: CAPC) (“Company”) announced today a new strategic focus to develop and operate in-person sports-entertainment recreational centers to provide social and health benefits to children, families and adults through sports, exercise, and social group activities.“The challenge for the Company in 2025 is to fund and then execute the new strategic plan.”Post thisUnder the new strategic focus, the Company will seek to develop and operate facilities offering popular competitive sports, such as pickleball and padel, coupled with a food-drink and entertainment center suitable for social activities: birthday parties, corporate events, graduation celebrations and post-school or summer activities. Entertainment may consist of a combination of a small live music stage, sports bar with large screen televisions, and interactive sports video gaming area. The addition of a soccer or other competitive sports field may be added to host corporate or league sponsored tournaments. The centers would be designed to be a social and community activities magnet for the locality. The initial geographic focus for the new strategic plan will be Virginia, North Carolina, Georgia, Florida and New Jersey.With the Company’s new Chief Executive Officer, Alexander Jacobs, having extensive experience in developing and operating sports entertainment recreational centers for children, adults and families, and being tasked with developing a new business line for the Company, the strategic focus on sports-entertainment center industry is deemed by the Company as the most promising path to creating a new business line for the Company.“The sports-entertainment industry is an expanding industry with promising opportunities for new ventures with the right concept and competent execution. We intend to develop a concept that can be rolled out on a regional or national basis. Our ability to develop and execute the new strategic plan will require adequate, timely, and affordable funding, possibly coupled with a strategic partnership or merger with another company capable of financially supporting our strategic initiative,” said Alexander Jacobs, the Company’s CEO. “The challenge for the Company in 2025 is to fund and then execute the new strategic plan.”The Company has not secured third party funding or entered into any agreement for a strategic partnership or merger as of the date of this press release. The Company is currently seeking additional directors for the Company’s Board of Directors and other personnel to assist in the efforts to secure funding and to implement the new strategic plan.As previously announced, Coppermine Ventures, LLC (“CVEN”), which is owned and managed by Alexander Jacobs, provided $125,914 in working capital funding to the Company under an Unsecured Promissory Note in October 2024 and is obligated to provide $218,640 additional working capital funding to the Company under an October 31, 2024, Management Transition Agreement (“MTA”) through the first fiscal quarter of 2025. CVEN funded $50,018 of the MTA funding amount in late November 2024. Funding under the MTA is in return for right to nominate appointees for CEO position and two board seats, which appointments are subject to verification of nominees’ qualifications to serve in those positions by the Company’s Board of Directors and is not a loan or consideration for any equity interest in the Company. The financial commitments of CVEN do not extend beyond the funding stated in this paragraph. The Company is seeking, and will require, additional third-party funding for the new strategic plan and to cover essential corporate overhead funding for the remainder of 2025 in order to sustain the Company as a going concern.The Company’s former business line of consumer products was closed in 2024 due to insufficient sales and the Company has no current revenue generating operations. Developing and pursuing a new business line will require adequate, timely and affordable third-party funding, which the Company may not be able to secure. Without revenues, the Company needs to develop a new business line with revenue generating operations to sustain the Company as a going concern. There is no assurance that the Company can secure third party funding, a strategic partnership or a merger, or otherwise implement the new strategic plan.
JTHawk
3 weeks ago
Alexander Jacobs has been appointed CEO and director of Capstone Companies, Inc., bringing his expertise from Coppermine Ventures to develop new business lines through internal growth, mergers, or partnerships. Jacobs will also retain his role with Coppermine, while Stewart Wallach, former CEO, will support him as Chair to enhance business development and investor relations. This strategic move aims to secure Capstone’s future, though success in establishing new revenue streams remains uncertain.
flptrnkng
1 month ago
Ahh, missed that digging through the 8Ks
Still, wait for how they divvy up the equity in NewCo. CAPC brings nothing to the table in the way of assets, and $4 million in liabilities, besides the OTCQB inclusion, and that is tenuous. It's clear that some entity is seeing that CAPC regains bid compliance, though.
flptrnkng
4 months ago
Another Q filed, another 3 months gone.
The mirrors were liquidated for which the company netted about 80K. Remember that they raised over $3 million, ostensibly to produce 3000+ mirrors. I figure they might have made 1500ish mirrors. They sold/gave away maybe 100-150ish. The rest of them have apparently gone to Woot for a net 80K.
Debacle. The last hope is the Connected Chef. Supposed to be coming soon in June 2022, then June 2023, then Holiday season 2023. They have no purchase commitments as of August 2024. They've manufactured no inventory (no money).
Debacle. They have no other product to sell, and no money to create new products.
All debt extended to October 2024 and November 1, 2024. Kicking the can down the road. They have no way to pay this debt.
flptrnkng
6 months ago
They dumped a bunch of the wardrobe mirrors on Woot this month.
https://tools.woot.com/offers/capstone-touch-screen-smart-mirror-22-5in-x-60-in
$189. At least one buyer wasn't too happy with the 'deal':
https://forums.woot.com/t/capstone-touch-screen-smart-mirror-22-5in-x-60-in/1720850/24
cole7007
5d
We just received our mirror and I gave it to my daughter as a birthday present. Upon opening the box everything appeared to be in good shape. The problems occurred once we tried to install ANY apps. The OS is very buggy and kept ‘thinking’ the mirror was disconnected from the internet. When this happens the mirror can basically only be used to replicate the iphone’s screen.
After several hours of going through resets, moving the mirror to a location where the wifi was ‘excellent’ we were finally able to get the mirror to download google, youtube, spotify, and a few other apps. Success!..not so fast. Even though the apps downloaded they would error out on install. The only app we were able to get to work was Spotify. All the Google apps either failed to install or failed to load. We received an error stating we needed to install Google Play Services, which we downloaded and installed, but the app kept crashing, rendering the mirror’s screen useless because ‘app crashed’ windows kept popping up.
In summary, this is a great idea but the execution is not acceptable for using the tablet…at all. The sheet that provides the instructions (QR code) takes you to a non-existent site and the phone number takes you to a medical device company, making me believe that there likely will be NO online support and no one to talk with if you have issues. Even at $200 for a supposed $1000 smart mirror, it isn’t worth the hassle in my opinion (unless you’re just purchasing it for the phone screen-mirroring).
traderbbc1
7 months ago
On February 5, 2023, the Company entered into a new Employment Agreement with Stewart Wallach, whereby Mr. Wallach will be paid $301,521 per annum. The initial term of this new agreement began February 5, 2023 and ends February 5, 2025. The parties may extend the employment period of this agreement by mutual consent with approval of the Company’s Board of Directors, but the extension may not exceed two years in length.
Nice pay structure for a -0- company
A frustrated investor. here.
flptrnkng
9 months ago
The Beat Goes On
The Company does not have an alternative product line to the Connected Surfaces Connected Chef product line and would be unable to develop an alternative in 2024 due to a lack of adequate working capital. The financial condition of the Company has caused the Company to seek to effect an extraordinary corporate transaction to protect shareholder value and sustain the Company as an operating company. This effort is being pursued in conjunction with efforts to secure pre-production orders for the Connected Chef. An extraordinary corporate transaction could include a merger or sale of the Company or reorganization of the Company under bankruptcy protection or otherwise or could result in the liquidation of the current business and efforts to fund a new business line in 2024 if adequate, affordable funding is available. The Company may be unable to effect, if necessary, an extraordinary corporate transaction or obtain significant funding for a new product line in 2024 to sustain the Company as an operating company. Reorganization under the protection of the bankruptcy code is one possible extraordinary corporate transaction if the Connected Chef product lines does not become a viable revenue source and other extraordinary corporate transactions are not possible. While the Company is continuing efforts to establish the Connected Chef product line as a viable revenue source, the Company is exploring possible alternative new business lines, which alternative business lines could be internally developed with sufficient funding or acquired in a merger or asset acquisition. If the Company receives a pre-production bulk order for the Connected Chef, the Company would have to raise working capital to fund production and the Company may be unable to raise that funding on affordable terms or at all.
flptrnkng
9 months ago
https://www.sec.gov/ix?doc=/Archives/edgar/data/814926/000190359624000189/capc_10k.htm
As of the date of the filing of this Form 10-K report, the Company does not have a current product that is being actively produced or is in production. The Company’s former product line, LED consumer lighting products, matured in 2022 and is no longer in production. The Company’s efforts to develop Connected Surface consumer products, specifically a Smart Mirror for residential use, as a new product line did not succeed in attracting sufficient revenues to be a sustainable product line. The inability of the Smart Mirrors to become a viable revenue source was due, in part, to delays in production and launch due to COVID 19 pandemic, changes in consumer preferences in the smart mirror market in the U.S., unwillingness of brick-and-mortar retailers that purchased the LED products in bulk to purchase the Smart Mirrors, and established competition in the smart mirror market from companies with greater brand recognition and marketing resources than the Company. The e-commerce initiatives of the Company did not spur significant sales of the Smart Mirror products and all inventory was written off as expensed as of December 31, 2023.
The Connected Chef was ready for formal introduction in quarter four of 2023, and Management is actively marketing the Connected Chef tablet to appliance manufacturers and distributors, but the product has no purchase commitments from retailers as of the date of this Form 10-K report. Further, the Company will have to raise funding to fund production costs, which funding may not be available to the Company.
flptrnkng
10 months ago
Capstone Florida SOS moves...
Bye, Capstone Lighting Technologies, we barely knew ye. The lighting products brought in $37 million in 2017, before Capstone turned their attention to the smart home products.
Don't fret too much, they filed annual reports for Capstone Companies (the one that represents CAPC stock) and Capstone Industries (the company that CHDT/CHDO acquired that brought Stewart to CAPC).
There are only 2 guys (Stewart and George) left, so they really didn't need 3 corporations. Is Jonathan Caparco still with the company? What would he still be doing? There haven't been *any* company announcements since last June. Is CAPC really paying the guy to do nothing?
3 weeks until the 10K.
flptrnkng
11 months ago
Two months later, and nothing has changed.
The Transfer Agent still hasn't been informed about the share structure change, voted on last May, and filed with the SOS at Sunbiz.com in June. Why? I think because it longer serves the purpose of generating new capital, and satisfying old debt.
I believe they intended to satisfy the ~$3 million in debt with preferred shares at a dollar per share (liquidation preference of a dollar a share, plus conversion to common at 66.66 common shares per share). The collapse of the share price under a penny makes the deal less appealing to debt holders. The limited wash trading we saw in January really hasn't changed things. I think we're headed back under a penny without real positive news.
So what now? I see 5 possibilities:
1) Status Quo. Wallach continues to pay the minimal accounts payable as they come due, increasing his debt holding, while external debt holders (Khoury and Fleisig) hold off on demanding payment. I figure this could go on through the end of March, when they file the 2023 10K.
2) Reverse split. Maybe another 10 or 15 to one. That gets the share price up temporarily, making the convertible preferred more attractive (assuming the 66.66 to 1 conversion rate still holds after the Reverse split).
3) Chapter 11 reorganization with a DIP lender (probably Wallach) getting the bulk of the new equity.
4) Chapter 7 liquidation. Not really likely, as no one gets paid (really quite scant tangible assets left to liquidate - debt holders will not get full repayment, and common shares wiped out).
5) Sold to another company? I doubt this. There's nothing really to buy, but a warehouse full of mirrors no one wants, and some plastic molds for the cutting board that will never be built (my opinion, but backed by consumer action).
So, what's it going to be? Maybe we'll know in another 2 months.
flptrnkng
1 year ago
What's the Hold-up on changing the share structure.
In May, CAPC voted to increase the A/S to 300M shares. It was filed with Florida SOS as a Corporate Amendment in June. It's now December, and CAPC still hasn't told its Transfer Agent about the change.
They can't move forward without recapitalization. They can't do that until they tell the Transfer Agent about the change. No one will lend them money. At some point Wallach is going to be tapped out on funds. At some point, Fleisig and Khoury are going to want their loans repaid. CAPC can't keep pushing out due dates indefinitely.
Of course, CAPC doesn't really have to file anything until end of March 2024, so, buckle in for a long cold CAPC winter.
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caycehopeful
2 months ago
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