PDF Publication Title:
Text from PDF Page: 049
• developments relating to litigation or governmental investigations; and • decreases in oil, natural gas and electricity prices. In addition, the stock market in general, and the Nasdaq Global Market and the market for technology companies in particular, have experienced extreme price and volume fluctuations that have often been unrelated or disproportionate to the operating performance of particular companies affected. The market prices of securities of technology companies and companies servicing the technology industries have been particularly volatile. These broad market and industry factors may cause a material decline in the market price of our common stock, regardless of our operating performance. In the past, following periods of volatility in the market price of a company’s securities, securities class-action litigation has often been instituted against that company. We are currently subject to litigation relating to our initial public offering and a subsequent common stock offering as described under ‘‘Legal Proceedings’’ in this Annual Report. This type of litigation, regardless of whether we prevail on the underlying claim, could result in substantial costs and a diversion of management’s attention and resources, which could materially harm our financial condition, results of operations and cash flow. Provisions in our certificate of incorporation, bylaws and our stockholder rights plan, as well as Delaware law, may discourage, delay or prevent a merger or acquisition at a premium price. Provisions of our second amended and restated certificate of incorporation, amended and restated bylaws and our stockholder rights plan, as well as provisions of the General Corporation Law of the State of Delaware, could discourage, delay or prevent unsolicited proposals to merge with or acquire us, even though such proposals may be at a premium price or otherwise beneficial to you. These provisions include our board’s authorization to issue shares of preferred stock, on terms the board determines in its discretion, without stockholder approval, and the following provisions of Delaware law that restrict many business combinations. We are subject to the provisions of Section 203 of the General Corporation Law of the State of Delaware, which could prevent us from engaging in a business combination with a 15% or greater stockholder for a period of three years from the date such stockholder acquired such status unless appropriate board or stockholder approvals are obtained. Our board of directors has adopted a stockholder rights plan, pursuant to which one preferred stock purchase right has been issued for each share of our common stock authorized and outstanding. Until the occurrence of certain prescribed events, the rights are not exercisable and are transferable along with, and only with, each share of our common stock and are evidenced by the common stock certificates. One preferred stock purchase right will also be issued with each share of our common stock we issue in the future until the rights plan expires or is terminated or we redeem or exchange the rights for other property in accordance with the terms of the rights plan or at such time, if any, as the rights separate from each share of our common stock and become exercisable. Each share of Series A Junior Participating Preferred Stock will be entitled to receive, when, as and if declared by our board of directors out of funds legally available for the purpose, dividends payable in cash in an amount per share (rounded to the nearest cent) equal to 100 times the aggregate per share amount of all dividends or other distributions, including non-cash dividends (payable in kind), declared on our common stock other than a dividend payable in shares of common stock or a subdivision of the outstanding shares of common stock. The rights plan prohibits the issuance of additional rights after the rights separate from our common stock. The rights plan is intended to protect our stockholders in the event of an unfair or coercive offer to acquire us. However, the existence of the rights plan may discourage, delay or prevent a merger or acquisition of us that is not supported by our board of directors. Item 1B. Unresolved Staff Comments. None. 29PDF Image | 2011 Annual Report Capstone Turbine Corporation
PDF Search Title:
2011 Annual Report Capstone Turbine CorporationOriginal File Name Searched:
Capstone-AR2011.pdfDIY PDF Search: Google It | Yahoo | Bing
Capstone Turbine and Microturbine: Capstone microturbines used and new surplus for sale listing More Info
Consulting and Strategy Services: Need help with Capstone Turbine, sizing systems, applications, or renewable energy strategy, we are here to assist More Info
Container Lumber Dry Kiln: Since 1991 developing and innovating dry kilns using standard shipping containers More Info
Supercritical CO2 Lumber Dry Kiln: Compact fast drying in 3 days or less for small amounts of wood and lumber drying More Info
BitCoin Mining: Bitcoin Mining and Cryptocurrency... More Info
Publications: Capstone Turbine publications for microturbine and distributed energy More Info
FileMaker Software for Renewable Energy Developing database software for the renewable energy industry More Info
CO2 Gas to Liquids On-Demand Production Cart Developing a supercritical CO2 to alcohol on-demand production system (via Nafion reverse fuel cell) More Info
Stranded Gas for low cost power Bitcoin Mining Using stranded gas for generators may provide breakthrough low power costs for cryptocurrency miners. More Info
CONTACT TEL: 608-238-6001 Email: greg@globalmicroturbine.com (Standard Web Page)