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NEW YORK - Capstone Holding Corp. (NASDAQ:CAPS), a small-cap building products distributor with a market capitalization of $7.31 million, announced Wednesday it has exchanged $1.9 million of debt held by a related party for newly issued non-convertible preferred equity, according to a company press release.
The transaction eliminates all targeted Brookstone debt and is expected to reduce the building products distributor’s 2026 interest expense by more than $170,000. No new common shares were issued in the exchange, preserving the existing share count. According to InvestingPro data, the company maintains a debt-to-equity ratio of 0.79, making this debt reduction particularly significant for its financial health.
The preferred shares carry an 8% dividend that can be paid in kind through additional preferred shares at the company’s discretion. The shares include voting rights proportional to their economic interest and are redeemable only after seven years or in the event of a change in control.
"This disciplined debt reduction further improves our financial position and preserves capital for growth," said Matthew Lipman, CEO of Capstone. "By removing $1.9 million of debt from the balance sheet and eliminating its interest cost, we unlock more capital for acquisitions without shareholder dilution." The company’s shares, currently trading at $1.31, have experienced significant pressure with a -41.52% year-to-date return. InvestingPro analysis suggests the stock is currently fairly valued, with additional insights available to subscribers.
Capstone, which distributes building products through its Instone subsidiary across 31 U.S. states, indicated the transaction strengthens its balance sheet and provides greater financial flexibility to pursue acquisitions. Trading at a price-to-book ratio of just 0.28, the company’s stock appears attractively valued relative to its assets.
The company plans to file additional details about the transaction in a Form 8-K with the Securities and Exchange Commission.
In other recent news, Capstone Holding Corp. has completed its acquisition of Carolina Stone Products ahead of schedule, finalizing the deal on August 22, 2025. This acquisition, valued between $3.9 million and $4.7 million, adds approximately $11 million in annual revenue to Capstone and marks its expansion into Southeast markets. The company is actively pursuing additional acquisitions, maintaining a disciplined approach to ensure strategic alignment and immediate financial benefits. Capstone’s recent activities reflect its commitment to growth through mergers and acquisitions.
Additionally, Capstone has amended the terms of its senior secured convertible note, lowering the conversion price from $1.72 to $1.00 per share. This change is part of a Conversion Price Voluntary Adjustment Notice agreed upon with an institutional investor. The original agreement authorized notes with an aggregate principal amount of up to $10,909,885. These developments highlight Capstone’s ongoing efforts to optimize its financial strategies and expand its market presence.
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