Capstone Holding Corp(CAPS)

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MAY HARVARD CAPS / HARRIS POLL: TRUMP APPROVAL HOLDS STEADY AS ATTITUDES TOWARD THE ECONOMY BOUNCE BACK, BUT VOTERS EXPRESS CONCERN HE IS EXCEEDING GUARDRAILS ON TARIFFS AND DEPORTATIONS
Prnewswire· 2025-05-19 13:00
51% OF VOTERS SAY THE ECONOMY IS STRONG TODAY, UP 5 POINTS FROM APRILVOTERS VIEW TRUMP'S IMMIGRATION POLICIES AS HIS BIGGEST ACHIEVEMENT AND TARIFFS AS BIGGEST FAILURE IN FIRST 100 DAYS AS PRESIDENTMAJORITY OF VOTERS FAVOR TRUMP'S TRIP TO SAUDI ARABIANEW YORK and CAMBRIDGE, Mass., May 19, 2025 /PRNewswire/ -- Stagwell (NASDAQ: STGW) today released the results of the May Harvard CAPS / Harris poll, a monthly collaboration between the Center for American Political Studies at Harvard (CAPS) and the Harris Poll ...
Capstone Holding Corp(CAPS) - 2025 Q1 - Quarterly Report
2025-05-15 21:21
PART I [FINANCIAL STATEMENTS](index=4&type=section&id=ITEM%201%3A%20FINANCIAL%20STATEMENTS) Capstone Holding Corp. reported a **net loss of $1.7 million** on **net sales of $7.9 million** for Q1 2025, improving **equity to $27.0 million** post-public offering despite liquidity challenges and covenant non-compliance [Consolidated Balance Sheets](index=4&type=section&id=Consolidated%20Balance%20Sheets) **Total assets increased to $52.2 million** by March 31, 2025, while **total equity transformed from a $3.1 million deficit to a positive $27.0 million** due to restructuring and a public offering Consolidated Balance Sheet Highlights (in thousands) | Account | March 31, 2025 | December 31, 2024 | | :--- | :--- | :--- | | **Total Current Assets** | $16,707 | $12,800 | | **Total Assets** | $52,208 | $47,221 | | **Total Current Liabilities** | $14,657 | $12,550 | | **Total Liabilities** | $25,236 | $20,661 | | **Total Equity** | $26,972 | $(3,058) | - TotalStone, LLC's **Class B and Special Preferred Units**, valued at **$28.5 million** and **$1.1 million** respectively at the end of 2024, were eliminated from the balance sheet by March 31, 2025, following the company's **restructuring**[10](index=10&type=chunk) [Consolidated Statements of Operations](index=5&type=section&id=Consolidated%20Statements%20of%20Operations) For Q1 2025, **net sales decreased 15.6% to $7.9 million**, **gross profit fell 24.1% to $1.3 million**, and **net loss attributable to stockholders widened to $2.4 million** Consolidated Statements of Operations (in thousands, except per share data) | Metric | Q1 2025 | Q1 2024 | | :--- | :--- | :--- | | Net sales | $7,899 | $9,359 | | Gross Profit | $1,325 | $1,745 | | Loss from operations | $(1,428) | $(717) | | Net Loss | $(1,728) | $(1,113) | | Net loss attributable to Capstone Holding Corp. stockholders | $(2,433) | $(2,034) | | Net loss per share – basic and diluted | $(0.47) | $(12.91) | | Weighted average number of common shares outstanding | 5,190,251 | 157,610 | [Consolidated Statements of Changes in Stockholders' Equity](index=6&type=section&id=Consolidated%20Statements%20of%20Changes%20in%20Stockholders'%20Equity) **Stockholders' equity dramatically increased from a $3.1 million deficit to a positive $27.0 million** in Q1 2025, driven by **Class B Preferred Units conversion** and **$3.3 million net proceeds from a public offering** - The company executed a **public offering of 1,250,000 common shares**, raising **$3.25 million**[14](index=14&type=chunk) - TotalStone's **Class B and Special Preferred Units were converted into common stock and debt**, respectively, as part of the **restructuring**[14](index=14&type=chunk) [Consolidated Statements of Cash Flows](index=7&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) Q1 2025 saw **$2.3 million net cash used in operating activities**, offset by **$4.0 million from financing activities**, resulting in a **$1.7 million net cash increase** and a **quarter-end cash balance of $1.7 million** Summary of Cash Flows (in thousands) | Activity | Q1 2025 | Q1 2024 | | :--- | :--- | :--- | | Cash flows used in operating activities | $(2,286) | $(1,242) | | Cash flows used in investing activities | $0 | $(100) | | Cash flows provided by financing activities | $4,019 | $1,321 | | **Net Change in Cash** | **$1,733** | **$(21)** | | **Cash at End of Period** | **$1,744** | **$30** | [Notes to Consolidated Financial Statements](index=8&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) Notes detail a March 2025 IPO and restructuring, which **raised $3.3 million** and converted preferred units, while highlighting **liquidity uncertainties** due to operating losses, **non-compliance with a financial covenant**, and a subsequent **$20 million equity line of credit** - On March 7, 2025, the company closed a **public offering of 1,250,000 shares at $4.00 per share**, generating **net proceeds of approximately $3.25 million**[19](index=19&type=chunk) - As of March 31, 2025, the company was **not in compliance with a financial covenant on its ABL Facility**. The facility's **maturity was extended to June 2025**, with negotiations for a longer-term extension underway[43](index=43&type=chunk) - On May 14, 2025, the company entered into a **common stock purchase agreement (Equity Line)** allowing it to sell **up to $20 million of its common stock** to an **accredited investor**[61](index=61&type=chunk)[45](index=45&type=chunk) [MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS](index=17&type=section&id=ITEM%202%3A%20MANAGEMENT'S%20DISCUSSION%20AND%20ANALYSIS%20OF%20FINANCIAL%20CONDITION%20AND%20RESULTS%20OF%20OPERATION) Management attributes the **16% year-over-year decline in Q1 2025 sales** to challenging economic conditions, with **gross profit margin contracting from 18.6% to 16.8%** and **SG&A expenses rising 12%**, while **liquidity is constrained by non-compliance with revolving credit facility covenants** despite improved working capital and a new equity line of credit [Overview](index=17&type=section&id=Overview) Capstone Holding Corp. operates a **building products distribution network across 31 U.S. states**, serving **over 400 active dealers**, with a strategy focused on **organic growth and accretive acquisitions** and owning **five of the eight brands it distributes** - The company operates a **building products distribution network servicing 31 US states**, with **over 400 active customers**, primarily masonry and building materials dealers[64](index=64&type=chunk) - The company's strategy includes both **organic growth and integrating well-timed acquisitions**[69](index=69&type=chunk) - A **key strategic differentiator** is that the company **owns or controls five of the eight brands it sells**, including Aura™, Pangea Stone®, and Beon Stone®[67](index=67&type=chunk) [Results of Operations](index=19&type=section&id=Results%20of%20Operations) Comparing Q1 2025 to Q1 2024, **net sales decreased by 16% to $7.9 million**, **gross profit fell 24% to $1.3 million**, **loss from operations nearly doubled to $1.4 million**, and **net loss increased by 55% to $1.7 million**, primarily due to lower veneer product volumes Results of Operations Comparison (in thousands) | Metric | Q1 2025 | Q1 2024 | $ Change | % Change | | :--- | :--- | :--- | :--- | :--- | | Net Sales | $7,899 | $9,359 | $(1,460) | (16)% | | Gross profit | $1,325 | $1,745 | $(420) | (24)% | | Loss from operations | $(1,428) | $(717) | $(711) | (99)% | | Net loss | $(1,728) | $(1,113) | $(615) | (55)% | - The **decrease in sales** was attributed to challenging **economic conditions** (trade policies, interest rates, inflation) and colder winter temperatures compared to the prior year[78](index=78&type=chunk) - **Gross profit margin decreased from 18.6% to 16.8%** primarily due to **lower volumes and higher fixed freight costs**[81](index=81&type=chunk) - **Selling, general and administrative expenses increased by $291,000 (12%)**, mainly from a **$172,000 increase in investor relations** and **$111,000 in audit and legal fees**[82](index=82&type=chunk) [Liquidity and Capital Resources](index=21&type=section&id=Liquidity%20and%20Capital%20Resources) **Working capital improved to $2.1 million** as of March 31, 2025, but **liquidity remains dependent on its ABL Facility**, with **non-compliance with the Revolver's financial covenants** leading to a short-term extension and ongoing negotiations - **Working capital increased by $1.9 million to $2.1 million** as of March 31, 2025[87](index=87&type=chunk) - The company was **not in compliance with its Revolver's financial covenant** as of March 31, 2025. An amendment **extended the maturity date to June 2025**, and a longer-term extension is being negotiated[89](index=89&type=chunk) - The company's **liquidity is highly dependent on its ability to borrow on its Revolver**[90](index=90&type=chunk) [QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK](index=23&type=section&id=ITEM%203%3A%20QUANTITATIVE%20AND%20QUALITATIVE%20DISCLOSURE%20ABOUT%20MARKET%20RISK) This section is **not applicable** for the reporting period - The company has indicated that **quantitative and qualitative disclosures about market risk are not applicable**[100](index=100&type=chunk) [CONTROLS AND PROCEDURES](index=23&type=section&id=ITEM%204%3A%20CONTROLS%20AND%20PROCEDURES) Management concluded that as of March 31, 2025, the company's **disclosure controls and procedures were not effective** due to **material weaknesses in internal control over financial reporting**, specifically a **lack of segregation of duties** and **limited review controls** stemming from **accounting resource constraints** - Management concluded that **disclosure controls and procedures were not effective** as of March 31, 2025[101](index=101&type=chunk) - **Material weaknesses were identified** due to **limited accounting resource constraints**, resulting in a **lack of segregation of duties** and **limited internal control structure review**[102](index=102&type=chunk) - To help remedy the **material weakness**, the company hired a **controller** subsequent to March 31, 2025[103](index=103&type=chunk) PART II [LEGAL PROCEEDINGS](index=24&type=section&id=ITEM%201%3A%20LEGAL%20PROCEEDINGS) The company is **not currently aware of any legal proceedings that would have a material adverse effect** on its business, financial condition, or results of operations - The company reports that it is **not currently aware of any material legal proceedings**[105](index=105&type=chunk) [RISK FACTORS](index=24&type=section&id=ITEM%201A%3ARISK%20FACTORS) There have been **no material changes to the risk factors** previously disclosed in the company's Annual Report on Form 10-K for the year ended December 31, 2024 - **No material changes to the risk factors** disclosed in the **Form 10-K** have occurred[106](index=106&type=chunk) [UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS](index=24&type=section&id=ITEM%202%3A%20UNREGISTERED%20SALES%20OF%20EQUITY%20SECURITIES%20AND%20USE%20OF%20PROCEEDS) The company reported **no unregistered sales of its equity securities** during the three months ended March 31, 2025 - There were **no unregistered sales of equity securities** during the quarter[107](index=107&type=chunk) [DEFAULTS UPON SENIOR SECURITIES](index=24&type=section&id=ITEM%203%3A%20DEFAULTS%20UPON%20SENIOR%20SECURITIES) **None reported** - **None reported**[108](index=108&type=chunk) [OTHER INFORMATION](index=24&type=section&id=ITEM%205%3A%20OTHER%20INFORMATION) On May 14, 2025, the company entered into an **Equity Line Financing agreement** allowing it to sell **up to $20 million of its common stock** to an accredited investor, subject to an **issuance cap of 19.99% of outstanding shares (1,038,050 shares)** without shareholder approval - On May 14, 2025, the company entered into a **common stock purchase agreement (Equity Line Financing)** with an **accredited investor**[111](index=111&type=chunk) - The company has the right to sell **up to $20 million in common stock**, subject to an **issuance cap of 1,038,050 shares (19.99% of outstanding stock)** without shareholder approval[111](index=111&type=chunk)[113](index=113&type=chunk) - As consideration, the company will issue **$400,000 worth of 'Commitment Shares'** to the investor[115](index=115&type=chunk) [EXHIBITS](index=26&type=section&id=ITEM%206%3A%20EXHIBITS) The report includes several exhibits, most notably the forms for the **Common Stock Purchase Agreement** and the **Registration Rights Agreement** related to the Equity Line Financing, as well as **Sarbanes-Oxley certifications from the CEO and CFO** - **Key exhibits filed** include the **Form of Common Stock Purchase Agreement (10.1)** and **Form of Registration Rights Agreement (10.2)**[121](index=121&type=chunk) - **Certifications from the Chief Executive Officer and Chief Financial Officer pursuant to Sarbanes-Oxley Act Sections 302 and 906** are also included as exhibits[121](index=121&type=chunk)
拟募资2.2亿!胶囊内镜公司启动IPO
思宇MedTech· 2025-05-13 08:51
报名:首届全球心血管大会 | 最新议程 合作伙伴征集:2025全球手术机器人大会 近日, 美国胶囊内窥镜公司CapsoVision 向美国证券交易委员会(SEC)提交首次公开募股(IPO)申请, 计 划筹资最高3000万美元(约合2.2亿人民币) 。根据S-1文件,公司拟发行约250万股普通股,发行价格区间为 每股10至12美元,股票代码为"CAPS",预计将登陆纳斯达克市场。 公司此次上市旨在强化其在非侵入性消化道诊断领域的布局。此次IPO预计将加快CapsoCam Plus的全球商业化 推进,并为下一代产品研发及全球供应链优化提供资金保障。 此次IPO募集资金将主要用于CapsoCam Plus产品的市场推广、下一代技术的研发、生产扩张及债务偿还,以增 强公司整体财务结构和市场竞争力。 # 产 品简介 CapsoVision的核心产品为 CapsoCam Plus ,是一款专用于小肠检查的可吞咽式胶囊内窥镜,提供非侵入性、 高图像质量的消化道检查手段。 产品自2016年获FDA 510(k)认证以来,已成为公司商业化主力, 并于2025年 获得用于2岁及以上儿童患者的适应症扩展, 进一步打开儿科诊断市场。 ...
Capstone Holding Corp(CAPS) - 2024 Q4 - Annual Results
2025-04-01 20:15
Exhibit 99.2 CAPSTONE HOLDING CORP. March 2025 BUILT TO DELIVER. POSITIONED TO ACQUIRE. READY TO SCALE. Preamble Disclosure & Disclaimer The following content is completely qualified by the legal disclosures on the following two slides. Our goal is to share with you some of our strategic thinking and financial analysis we are using to guide the growth of our business. The content is in line with our principles of being accountable and transparent with shareholders. We operate in a hyper dynamic economic env ...
Capstone Holding Corp(CAPS) - 2024 Q4 - Annual Report
2025-03-31 21:24
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _________ to ________ Commission File Number: 001-33560 Capstone Holding Corp. (Exact name of registrant as specified in its charter) | Delaware | 86-0585310 | | --- | --- | ...