CAPC Reports Zero Revenue, Deepening Losses Amid Strategic Pivot

TL;DR

**CAPC is a speculative bet on a pivot to fitness, but with zero revenue and mounting losses, it's a sinking ship without immediate capital infusion.**

AI Summary

CAPSTONE COMPANIES, INC. (CAPC) reported no revenue for the three and nine months ended September 30, 2025, a significant decline from $143,268 in revenue for the nine months ended September 30, 2024. The company posted a net loss of $72,837 for the three months ended September 30, 2025, and a net loss of $260,449 for the nine months ended September 30, 2025, compared to losses of $95,537 and $481,807 for the respective periods in 2024. CAPC's cash balance increased to $95,219 as of September 30, 2025, from $15,850 at December 31, 2024, primarily due to $306,232 in proceeds from notes payable to related parties. The company's negative working capital worsened to $394,461, and its accumulated deficit grew to $12,020,049. Key business changes include the termination of the Connected Chef licensing agreement in November 2025 due to a Chinese OEM's refusal to produce the product, and a strategic pivot towards the Health, Fitness, and Social (HFS) activities industry, including a partnership with Coppermine Ventures, LLC. The company faces substantial doubt about its ability to continue as a going concern without securing additional capital or revenue-generating operations.

Why It Matters

CAPC's inability to generate revenue and its growing accumulated deficit of $12,020,049 signal severe operational challenges, making it a high-risk investment. The termination of the Connected Chef licensing agreement due to geopolitical factors highlights the fragility of its product strategy and reliance on external manufacturing. The pivot to the Health, Fitness, and Social (HFS) industry, while potentially promising, is still in its early stages and has not yet generated revenue, placing CAPC in a precarious competitive position against established players. Investors should be wary of the substantial doubt regarding the company's going concern status, which could lead to further dilution or even bankruptcy, impacting employees and customers if the business fails.

Risk Assessment

Risk Level: high — The company has negative working capital of $394,461, an accumulated deficit of $12,020,049, and incurred a net loss of $260,449 for the nine months ended September 30, 2025. These conditions, coupled with the termination of its only potential revenue-generating licensing agreement, raise substantial doubt about CAPC's ability to continue as a going concern.

Analyst Insight

Investors should avoid CAPC given its zero revenue, significant losses, and substantial doubt about its going concern status. The strategic pivot to the HFS industry is unproven and highly speculative, with no clear path to profitability or sustained funding. Wait for concrete evidence of revenue generation and a stable financial position before considering any investment.

Financial Highlights

debt To Equity

3.53

revenue

$0

operating Margin

N/A

total Assets

$909,354

total Debt

$708,704

net Income

$(260,449)

eps

N/A

gross Margin

N/A

cash Position

$95,219

revenue Growth

-100.0%

Key Numbers

• $0 — Net Revenue (For the three and nine months ended September 30, 2025, down from $143,268 in 2024.)
• $(260,449) — Net Loss (For the nine months ended September 30, 2025, an improvement from $(481,807) in 2024 but still substantial.)
• $95,219 — Cash Balance (As of September 30, 2025, up from $15,850 at December 31, 2024, primarily from related-party debt.)
• $(394,461) — Negative Working Capital (As of September 30, 2025, indicating severe liquidity issues.)
• $(12,020,049) — Accumulated Deficit (As of September 30, 2025, reflecting historical losses.)
• $505,755 — Notes Payable Related Parties (Current) (As of September 30, 2025, a significant increase from $180,760 at December 31, 2024, highlighting reliance on related-party financing.)
• $306,232 — Proceeds from Notes Payable Related Parties (For the nine months ended September 30, 2025, the primary source of cash inflow.)

Key Players & Entities

• CAPSTONE COMPANIES, INC. (company) — Registrant and parent company
• Coppermine Ventures, LLC (company) — Debt financing provider and strategic partner in HFS business
• Alexander Jacobs (person) — Company's Chief Executive Officer and founder/owner of Coppermine
• Brian Rosen (person) — Non-employee director, nominee of Coppermine
• Warner Session (person) — Independent director, real estate lawyer and lobbyist
• $143,268 (dollar_amount) — Revenue for nine months ended September 30, 2024
• $72,837 (dollar_amount) — Net loss for three months ended September 30, 2025
• $260,449 (dollar_amount) — Net loss for nine months ended September 30, 2025
• $95,219 (dollar_amount) — Cash balance as of September 30, 2025
• $12,020,049 (dollar_amount) — Accumulated deficit as of September 30, 2025

FAQ

Risk Factors

• Termination of Licensing Agreement [high — operational]: The Connected Chef licensing agreement was terminated in November 2025 due to a Chinese OEM's refusal to produce the product. This directly led to zero revenue in the three and nine months ended September 30, 2025, a significant drop from $143,268 in the prior year period.
• Going Concern Uncertainty [high — financial]: The company faces substantial doubt about its ability to continue as a going concern. This is evidenced by zero revenue, a growing accumulated deficit of $12,020,049, and negative working capital of $394,461 as of September 30, 2025.
• Reliance on Related-Party Financing [medium — financial]: The increase in cash to $95,219 from $15,850 was primarily funded by $306,232 in proceeds from notes payable to related parties. Current notes payable to related parties increased to $505,755 from $180,760, highlighting a significant dependence on this financing source.
• Deteriorating Working Capital [high — financial]: Negative working capital worsened to $394,461 as of September 30, 2025. This indicates that current liabilities ($512,746) significantly exceed current assets ($118,285), posing a severe liquidity challenge.

Industry Context

CAPSTONE COMPANIES, INC. is attempting a strategic pivot into the Health, Fitness, and Social (HFS) activities industry. This sector is dynamic and competitive, requiring significant investment in product development and market penetration. The company's current financial distress and lack of revenue present a substantial hurdle to successfully entering and competing in this new market.

Regulatory Implications

While no specific regulatory issues are detailed in this 10-Q, the company's financial instability and going concern warning could attract scrutiny from regulatory bodies like the SEC. Failure to secure funding or demonstrate a viable path to profitability could lead to delisting or further compliance requirements.

What Investors Should Do

1. Monitor closely for new revenue streams and funding.
2. Evaluate the strategic pivot to HFS.
3. Assess the terms and sustainability of related-party financing.

Key Dates

• 2025-09-30: End of Q3 2025 — Reported zero revenue for the quarter and nine months, with a net loss of $72,837 and $260,449 respectively. Cash balance stood at $95,219, but working capital was negative $394,461.
• 2025-11-01: Termination of Connected Chef licensing agreement — This event, occurring shortly after the reporting period, directly explains the zero revenue and highlights a significant operational setback.

Glossary

Accumulated Deficit

The total net losses of a company over its lifetime that have not been offset by net income. (CAPC's accumulated deficit grew to $12,020,049, indicating a history of unprofitability and a significant challenge to its financial health.)

Working Capital

The difference between a company's current assets and current liabilities. Positive working capital indicates a company can meet its short-term obligations. (CAPC's negative working capital of $394,461 signifies a severe liquidity shortage, as its short-term liabilities far exceed its short-term assets.)

Going Concern

An assumption that a company will continue to operate for the foreseeable future, typically at least the next 12 months. (The company's financial condition raises substantial doubt about its ability to continue as a going concern, a critical warning for investors and creditors.)

Notes Payable Related Parties

Money owed by the company to individuals or entities that have a close relationship with the company's management or major shareholders. (A significant portion of CAPC's cash increase came from these notes, highlighting reliance on related parties for funding and potential conflicts of interest.)

Year-Over-Year Comparison

Compared to the nine months ended September 30, 2024, CAPSTONE COMPANIES, INC. has seen a drastic decline in revenue, dropping from $143,268 to $0. While the net loss has improved from $(481,807) to $(260,449), this is largely due to the cessation of all operations and associated costs. The company's cash position has improved significantly, from $15,850 to $95,219, but this is driven by increased related-party debt. Negative working capital has worsened considerably, and the accumulated deficit continues to grow, underscoring severe financial distress.

Key Financial Figures

• $15 — Company would receive a license fee of $15 for each Connected Chef sold and receiv
• $24,000 — Application. Coppermine will pay a flat $24,000 for the assessment and production of th

Filing Documents

• capc_10q.htm (10-Q) — 660KB
• ex31_1.htm (EX-31.1) — 10KB
• ex31_2.htm (EX-31.2) — 11KB
• ex32_1.htm (EX-32.1) — 6KB
• ex32_2.htm (EX-32.2) — 6KB
• 0001903596-25-000534.txt ( ) — 3299KB
• capc-20250930.xsd (EX-101.SCH) — 18KB
• capc-20250930_cal.xml (EX-101.CAL) — 28KB
• capc-20250930_def.xml (EX-101.DEF) — 72KB
• capc-20250930_lab.xml (EX-101.LAB) — 207KB
• capc-20250930_pre.xml (EX-101.PRE) — 162KB
• capc_10q_htm.xml (XML) — 468KB

Management's Discussion and Analysis of Financial Condition and Results of Operation

Management's Discussion and Analysis of Financial Condition and Results of Operation 18 Item 3.

Quantitative and Qualitative Disclosures about Market Risk

Quantitative and Qualitative Disclosures about Market Risk 30 Item 4.

Controls and Procedures

Controls and Procedures 30 PART II Other Information 31 Item 1.

Legal Proceedings

Legal Proceedings 31 Item 1A.

Risk Factors

Risk Factors 31 Item 2. Unregistered Sale of Equity Securities and Use of Proceeds 33 Item 3. Defaults of Senior Securities 33 Item 4. Mine Safety Disclosures 33 Item 5. Other Information 33 Item 6. Exhibits 33 3 CAPSTONE COMPANIES, INC., AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS September 30, December 31, 2025 2024 Assets: (Unaudited) Current Assets: Cash $ 95,219 $ 15,850 Prepaid expenses 23,066 20,455 Total Current Assets 118,285 36,305 Property and equipment, net 17,904 28,647 Goodwill 773,165 773,165 Total Assets $ 909,354 $ 838,117 Liabilities and Stockholders' Equity: Current Liabilities: Accounts payable and accrued liabilities $ 6,991 $ 300 Notes payable related parties and accrued interest-current 505,755 180,760 Total Current Liabilities 512,746 181,060 Long-Term Liabilities: Deferred tax liabilities -long-term 195,958 195,958 Total Long-Term Liabilities 195,958 195,958 Total Liabilities 708,704 377,018 Commitments and Contingencies: (Note 4) – Stockholders' Equity: Preferred Stock, Series B-1, par value $ .0001 per share, authorized 5,000,000 shares, issued and outstanding- 767,075 shares at September 30, 2025 and December 31, 2024 (Liquidation Preference $ 767,075 ) 77 77 Preferred Stock, Series C, par value $ 1.00 per share, authorized 67 shares, issued and outstanding - 0 - shares — — Common Stock, par value $ .0001 per share, authorized 295,000,000 shares, issued 49,643,031 and outstanding 48,826,864 shares at September 30, 2025 and December 31, 2024. 4,884 4,884 Additional paid-in capital 12,335,140 12,335,140 Accumulated deficit ( 12,020,049 ) ( 11,759,600 ) Less: Treasury stock, at cost ( 816,167 shares at September 30, 2025 and December 31, 2024) ( 119,402 ) ( 119,402 ) Total Stockholders' Equity 200,650 461,099 Total Liabilities and Stockholders' Equity $ 909,354 $ 838,117 See accompanying notes to

View Full Filing

View this 10-Q filing on SEC EDGAR