Current Report · Items 1.01 · 8-K
Capstone Companies, Inc.
CAPCOTCEQUITYCurrent
Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement. Letter of Intent. On August 1, 2026, Capstone Companies, Inc. (OTCQB: CAPC) (“Company”) received an emailed, signed letter from the chief executive officer of eBliss Global, Inc., a private Delaware corporation, (“eBliss”) terminating the Letter of Intent between the Company and eBliss, which Letter of Intent was initially effective May 14, 202…
Filed Aug 5, 2026Accepted Aug 5, 2026, 4:30 PM EDTCIK 814926Accession 0001493152-26-036185
Company context
Capstone has been engaged since 2017 in seeking to commercially exploit niche business lines or product lines that have growth and profit potential. Transitioning out of consumer product industry since 2024, the corporate mission has been to develop a business line with growth and profit potential that can, if successful, best serve the interests of Capstone’s public shareholders.
Current securities
Disclosure sections
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Item 1.01Item 1.01 - Entry into Material Agreement
Item
1.01 Entry into a Material Definitive Agreement.
Letter
of Intent. On August 1, 2026, Capstone Companies, Inc. (OTCQB: CAPC) (“Company”) received an emailed, signed letter from
the chief executive officer of eBliss Global, Inc., a private Delaware corporation, (“eBliss”) terminating the Letter of
Intent between the Company and eBliss, which Letter of Intent was initially effective May 14, 2026 and was amended by Amendment Number
One to the Letter of Intent, effective July 8, 2026 (as amended, the “Letter of Intent”). The Company and eBliss did not
reach or enter into an agreement for any transactions contemplated in the Letter of Intent. Under Section 6(b) of the Letter of Intent,
the notice of termination is effective upon thirty five days prior written notice. The termination of the Letter of Intent does not terminate
the Mutual Non-Disclosure Agreement, dated November 17, 2025, between the Company and eBliss, or terminate the Unsecured Promissory Note,
dated March 3, 2026, issued to eBliss by the Company.
During
the due diligence period under the Letter of Intent and as of August 1, 2026, the Company does not believe that the due diligence process
had progressed to the point where the Company could complete its evaluation of whether any transaction would be in the best interests
of the Company and its public shareholders. The Company and eBliss had previously agreed to extend the exclusivity and due diligence
period under the amendment to the Letter of Intent in order to allow additional time for the completion and review of requested diligence
materials.
Ongoing
Business Development Efforts. Upon the termination of the Letter of Intent, the Company intends to aggressively continue its efforts to develop a new business line.