CAPSTONE TURBINE CORPORATION (NASDAQ:CPST) Files An 8-K Entry into a Material Definitive Agreement

ME Staff 8-k
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CAPSTONE TURBINE CORPORATION (NASDAQ:CPST) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement.

As previously reported, on April19, 2016, Capstone Turbine Corporation (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with Oppenheimer& Co. Inc., as sole book-running manager, and Rodman& Renshaw, a unit of H.C. Wainwright& Co., LLC, as co-manager (collectively, the “Underwriters”), to which the Company issued, among other things, SeriesA warrants to purchase 4,107,500 shares of Common Stock (the “SeriesA Warrants”). The exercise price of the SeriesA Warrants is $2.55 per share.

On October26, 2017, the Company entered into a Warrant Exercise Agreement (the “Exercise Agreement”) with a holder of the SeriesA Warrants (the “Exercising Holder”), which Exercising Holder owns SeriesA Warrants exercisable for 1,928,750 shares of Common Stock. to the Exercise Agreement, the Exercising Holder and the Company agreed that the Exercising Holder would exercise its SeriesA Warrants with respect to 1,928,750 shares of Common Stock underlying such SeriesA Warrants for a reduced exercise price equal to $0.90 per share (the “Reduced Exercise Price”).

The Company expects to receive aggregate gross proceeds of approximately $1.7 million from the exercise of the SeriesA Warrants by the Exercising Holder. The Company is not paying any financial advisory fees in connection with the exercise of the SeriesA Warrants by the Exercising Holder. In addition, the exercise will result in the reduction of warrants to purchase common stock, par value $0.001 per share, of the Company by approximately 19% and is not dilutive to existing security holders of the Company calculated on a fully diluted basis for outstanding warrants.

The description of the Exercise Agreement set forth herein does not purport to be complete and is qualified in its entirety by reference to the full text of the form of Exercise Agreement hereto as Exhibit10.1.

Item 3.03 Material Modification to Rights of Security Holders.

The information contained above in Item 1.01 is hereby incorporated by reference into this Item 3.03.

Item 9.01 Financial Statements and Exhibits.

(d)Exhibits.

ExhibitNumber

Title

10.1

Formof Warrant Exercise Agreement


CAPSTONE TURBINE Corp Exhibit
EX-10.1 2 a17-24577_1ex10d1.htm EX-10.1 Exhibit 10.1   WARRANT EXERCISE AGREEMENT   This Warrant Exercise Agreement (this “Agreement”),…
To view the full exhibit click here

About CAPSTONE TURBINE CORPORATION (NASDAQ:CPST)

Capstone Turbine Corporation (Capstone) develops, manufactures, markets and services microturbine technology solutions for use in stationary distributed power generation applications, including cogeneration (combined heat and power), integrated combined heat and power (ICHP), and combined cooling, heat and power (CCHP), renewable energy, natural resources and critical power supply. The Company’s microturbines are used as battery charging generators for hybrid electric vehicle applications. Capstone offers micro turbines for commercial, industrial and utility users with product offerings ranging from 30 kilowatts (kW) to 1 megawatt in electric power output. The Company sells complete microturbine units, subassemblies, components and various accessories. It also remanufactures micro turbine engines and provides after-market parts and services. Its products include C30, C65, TA100, C200, C600, C800, C1000 and waste heat recovery generator. It also offers C65 and C200 ICHP systems.