Netcapital (NCPL) investor relations material

Company overview and business model

• Operates a fintech platform enabling private companies to raise capital online from both accredited and non-accredited investors, leveraging Regulation Crowdfunding (Reg CF) and Regulation A offerings.

• Generates revenue through listing fees, portal fees, and equity fees from issuers, with additional consulting and broker-dealer services.

• Recently expanded to support tokenized securities and acquired blockchain and digital design assets to enhance platform capabilities.

• Holds minority equity positions in portfolio companies as payment for services, but ceased new equity-based consulting in fiscal 2025.

Financial performance and metrics

• Fiscal year ended April 30, 2025: revenue of $869,460, gross profit of $829,116, and net loss of $28.3 million.

• Revenue declined sharply from $4.95 million in fiscal 2024, mainly due to discontinuation of equity-based consulting.

• As of February 28, 2026, cash and cash equivalents totaled $409,319.

• Auditor expressed substantial doubt about ability to continue as a going concern due to negative working capital and recurring losses.

Use of proceeds and capital allocation

• Will not receive proceeds from resale of shares by selling shareholders; may receive up to $9.21 million if all warrants are exercised for cash.

• Any proceeds from warrant exercises will be used for working capital and general corporate purposes, including sales and marketing investments.