CAPSTONE COMPANIES, INC. (OTCMKTS:CAPC) Files An 8-K Regulation FD Disclosure
Item 7.01. Regulation FD Disclosure
On January 22, 2019 Capstone Companies, Inc., a Florida corporation, (“Capstone” or “Company”) issued a press release, which is attached to this Current Report on Form 8-K as Exhibit 99.2, reporting commencement of a purchase plan for open market purchases of the shares of Company Common Stock (“Shares”) – as disclosed in Item 8.01 below.
The information discussed in this Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.2 hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or incorporated by reference in any filing by the Company under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing. The contents of any URL’s referenced in the press release are not incorporated into this Current Report on Form 8-K or any other filings with the Commission.
Item 8.01 Other Matters.
As previously announced on December 24, 2018, the Company entered into a Rule 10b5-1 Stock Purchase Plan (“Purchase Plan”) with Wilson Davis & Co., Inc., a registered broker-dealer, (WDI”). Under the Purchase Plan, WDI will make periodic purchases of up to a maximum aggregate of 750,000 Shares for the in the open market at a price that is not less than the last transaction price or highest bid price, whichever is higher, and subject to the terms of and during the pendency of the Purchase Plan. The Purchase Plan was filed as Exhibit 99.1 to the Current Report on Form 8-K filed by the Company with the Commission on December 24, 2018. The description of the Purchase Plan in this Current Report on Form 8-K is qualified in its entirety by reference to the actual Purchase Plan.
On January 14, 2019, the Purchase Plan commenced. No Shares have been purchased under the Purchase Plan as of the date of this Current Report on Form 8-K.
The Company will fund repurchases under the Purchase Plan from cash on hand or cash reserves from operations. The Purchase Plan may be suspended or discontinued at any time without prior notice. The Company will provide an update regarding any repurchases of Shares made under the Purchase Plan each time it reports its results of operations. The Company has a stock repurchase plan only with WDI.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
(1)Incorporated by reference to Exhibit 99.1 to the Current Report on Form 8-K, dated December 21, 2018, as filed with the Commission on December 24, 2018,
CAPSTONE COMPANIES, INC. Exhibit
EX-99 2 exh992.htm EXHIBIT 99.2 Exhibit 99.2 FOR IMMEDIATE RELEASE Capstone Companies,…
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About CAPSTONE COMPANIES, INC. (OTCMKTS:CAPC)
Capstone Companies, Inc. (CAPC) is a holding company. The Company designs and manufactures a line of specialty power failure lighting solutions and other specialty consumer products for the North American and Global retail markets through its operating subsidiary. Its product line consists of consumer lighting products, including power failure multi-function handheld lights, power failure multi-function nightlights and wall-plates, decorative nightlights, wireless motion sensor lights, remote control battery powered accent lights and remote control outlets. Its products are sold under Capstone Industries, Inc. (CAPI) brand name, Capstone Lighting, and also under a licensed brand. The Company oversees the manufacturing of its products through its three operating subsidiaries: CAPI, Capstone International H.K Ltd. (CIHK) and Capstone Lighting Technologies, Inc. (CLTL). The Company is focused on establishing relationships with international, national and regional retailers.
