Capstone Green Energy Holdings, Inc. Completes $15 Million Private Placement to Accelerate Growth in Mission-Critical Energy Markets
Capstone Green Energy Holdings, Inc. (the “Company” or “Capstone”) (OTCQX: CGEH), a leading provider of clean technology solutions utilizing ultra-low-emission microturbine energy systems, today announced the successful closing of its previously announced private investment in public equity financing (the “PIPE”). The transaction generated gross proceeds of approximately $15 million, before fees and expenses, significantly strengthening the Company’s financial position and enhancing its capacity to execute on its strategic initiatives.
Under the terms of the PIPE, Capstone issued a total of 7,500,000 shares of common stock, or pre-funded warrants in lieu thereof, at a price of $2.00 per share. The offering was priced at an approximate 8% premium over the Company’s closing stock price of $1.85 on November 21, 2025. Notably, the transaction did not include any additional warrants.
Craig-Hallum Capital Group LLC acted as the sole placement agent for the offering. Legal counsel for Capstone was provided by Katten Muchin Rosenman LLP, while Faegre Drinker Biddle & Reath LLP represented the placement agent in connection with the transaction.
Strategic Investment Highlights Confidence in Capstone’s Technology and Market Position
Vince Canino, President and Chief Executive Officer of Capstone Green Energy, commented on the significance of the PIPE, stating, “The structure and pricing of this offering strengthen our financial foundation and provide the liquidity needed to execute with velocity. In a strong vote of confidence, a majority of the Board, along with several members of our executive leadership team, personally invested in the PIPE, joining institutional and accredited investors, including one of our largest shareholders. This exceptional insider participation demonstrates a deep conviction in our technology platform, our strategy, and the Company’s accelerating commercial momentum across key growth markets, including microgrids, AI infrastructure, and data center environments.”
Canino further emphasized the Company’s disciplined approach to growth, saying, “We are committed to taking measured and strategic steps to drive sustainable growth, strengthen margins, and expand our market reach. This financing ensures that we have the resources to capitalize on high-value opportunities and maintain our leadership in the clean energy sector.”
Board Leadership Supports Expansion Into High-Growth Markets
Robert Powelson, Interim Chairman of the Board, underscored the Board’s strategic perspective on the financing, stating, “The Board has carefully evaluated this funding initiative with a clear focus on accelerating our expansion into high-growth verticals such as data centers, ports, and station power applications. Each of these markets represents a significant opportunity aligned with our hybrid distribution and direct sales strategy. The continued expansion of our rental fleet, combined with six consecutive quarters of growth, positions the Company to capitalize on demand in these mission-critical sectors. We remain committed to disciplined execution as we advance our expansion plans.”
Strengthened Balance Sheet Provides Financial Flexibility and Supports Innovation
Capstone intends to deploy the net proceeds from the private placement strategically across multiple priorities, including:
- Repayment of approximately $8.0 million of the Company’s outstanding indebtedness maturing on December 7, 2025.
- Advancement of ongoing product development initiatives.
- Expansion into AI infrastructure and data center power applications.
- Support for working capital and general corporate purposes.
John Miller, Board Member and Interim Chief Financial Officer, remarked, “The personal investments made by our directors and executive leadership underscore their confidence in Capstone’s strategy and the significant opportunities ahead. Retiring near-term debt enhances our balance sheet flexibility, while the remaining capital will be deployed prudently to drive sustainable growth and fund initiatives that advance our technology leadership.”
Regulatory Compliance and Registration Rights
The securities issued under the PIPE have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or under applicable state securities laws. As such, these securities cannot be offered or sold in the United States except pursuant to an effective registration statement or an applicable exemption. In connection with the PIPE, Capstone and the investors entered into a registration rights agreement, under which Capstone has agreed to file a registration statement with the Securities and Exchange Commission to register the resale of the shares of common stock and the shares underlying the pre-funded warrants.
Positioned for Accelerated Growth in Mission-Critical Markets
The infusion of capital from the PIPE positions Capstone to continue delivering reliable, sustainable, and intelligently clean energy solutions to mission-critical environments. As AI workloads grow and hyperscale data centers expand globally, Capstone’s microturbine-based microgrid solutions offer the reliability, redundancy, and efficiency required by these high-demand markets, all while reducing carbon impact. This transaction not only reinforces the Company’s momentum but also provides the financial flexibility needed to pursue high-value growth opportunities and meet near-term obligations.
Capstone remains committed to advancing its long-term strategic priorities through its “Three Pillars of Strength”:
- Financial Health: Maintaining a robust balance sheet to support growth initiatives and operational flexibility.
- Sustainable Operational Excellence: Driving efficiency, product innovation, and performance across all business segments.
- Revitalization of Culture & Talent: Attracting and retaining top talent to fuel innovation and strengthen market leadership.
With this successful private placement, Capstone Green Energy Holdings is well-positioned to capitalize on its technological expertise and market opportunities, ensuring continued leadership in the rapidly evolving clean energy landscape. By combining financial discipline with strategic investments in key markets and technology, Capstone is paving the way for sustainable growth and long-term shareholder value.
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