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Netcapital Reports Second Quarter Fiscal 2026 Financial Results and Provides Corporate Update

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Netcapital (Nasdaq: NCPL, NCPLW) reported second quarter fiscal 2026 results for the period ended October 31, 2025 and provided a corporate update. Key financials: total revenue $51,076 vs $170,528 prior-year quarter; operating loss $2,119,457; net loss ($0.44) per share vs ($2.34) prior-year; cash $1,684,188 at October 31, 2025, up from $289,428 on April 30, 2025. The company closed an asset purchase of Rivetz on December 3, 2025 and plans to expand offerings to include cryptocurrency and blockchain financing. Management will host a business update call on Dec 16, 2025 at 10:00 a.m. ET.

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Positive

  • Cash balance increased to $1,684,188 from $289,428
  • Asset purchase of Rivetz closed on December 3, 2025
  • Plans to add cryptocurrency and blockchain financing to platform

Negative

  • Total revenue declined to $51,076 from $170,528 year-over-year
  • Operating loss of $2,119,457 for the quarter
  • Lower funding portal activity cited as primary revenue driver

Key Figures

Q2 FY26 revenue $51,076 Second quarter fiscal 2026
Q2 FY25 revenue $170,528 Prior-year quarter comparison
Q2 FY26 operating loss ($2,119,457) Second quarter fiscal 2026
Q2 FY25 operating loss ($2,202,431) Year-ago period
Net loss per share ($0.44) Q2 FY26 basic and diluted
Net loss per share prior ($2.34) Q2 FY25 basic and diluted
Cash balance $1,684,188 As of October 31, 2025
Cash prior $289,428 As of April 30, 2025

Market Reality Check

$1.12 Last Close
Volume Volume 1317899 is light at 0.08x the 20-day average of 16463728 ahead of this release. low
Technical Shares at 1.12 are trading below the 200-day MA of 2.46 and 87.2% under the 52-week high 8.75.

Peers on Argus 2 Down

Two finance/capital markets peers (ZBAI, MIGI) appeared in momentum scans, both moving down (median -5.2%), while NCPL was up 2.83% pre-news, suggesting stock-specific factors rather than a unified sector move.

Historical Context

Date Event Sentiment Move Catalyst
Dec 08 Equity inducement grant Negative -21.7% Large 1,000,000-share inducement award tied to future revenue targets.
Dec 08 CEO appointment Negative -21.7% New CEO and strategic pivot toward crypto and blockchain-enabled investments.
Nov 19 Blockchain platform deal Positive -37.1% Plan to integrate blockchain-based digital securities and tokenized RWAs.
Sep 22 Q1 FY26 earnings Mixed -1.2% 34% revenue growth but larger operating loss and continued negative EPS.
Aug 12 FY25 results Negative -21.0% Revenue collapse to <b>$869,460</b>, larger operating loss and big impairment charge.
Pattern Detected

Historically, NCPL’s shares have tended to sell off on both earnings and strategic updates, even when they highlight growth initiatives or cash strength.

Recent Company History

Over the last several quarters, Netcapital has reported sharp revenue declines and widening operating losses, as seen in FY2025 results with revenue at $869,460 and operating loss of ($8.32 million). Subsequent quarters, including Q3 FY2025 and Q1 FY2026, showed modest improvements in loss per share and cash, alongside strategic steps such as a broker-dealer license and a Crypto Advisory Board. Today’s Q2 FY2026 update continues that mix of financial pressure with a pivot toward blockchain and tokenized assets.

Regulatory & Risk Context

Active S-3 Shelf Registration 2025-10-21
$50,000,000 registered capacity

Netcapital has an active Form S-3 shelf filed on 2025-10-21 to offer up to $50,000,000 of various securities. The filing is not yet effective and shows 0 recorded usages, but it provides flexibility for future capital raises once effective.

Market Pulse Summary

This announcement combines weak top-line performance—Q2 revenue of just $51,076 and a sizable operating loss—with balance sheet improvement, as cash rose to $1,684,188. It also advances Netcapital’s shift toward cryptocurrency, blockchain financing, and tokenized commodities. Investors may watch future quarters for revenue traction from these initiatives, any use of the $50,000,000 shelf, and progress in narrowing operating losses.

Key Terms

cryptocurrency financial
"offer cryptocurrency and blockchain financing in addition to traditional securities"
Cryptocurrency is a type of digital money that uses special computer codes to secure transactions and control the creation of new units. Unlike traditional cash, it exists only electronically and isn't issued or regulated by any government or bank. For investors, it represents a new form of asset that can be used for transactions or held as an investment, often with the potential for high gains but also significant risks.
blockchain technical
"offer cryptocurrency and blockchain financing in addition to traditional securities"
A blockchain is a digital record-keeping system that securely stores information across many computers, making it difficult to alter or tamper with. Think of it like a shared, unchangeable ledger that everyone can see and verify, ensuring transparency and trust. For investors, this technology offers a way to securely track transactions and assets without relying on a central authority, potentially reducing costs and increasing security.

AI-generated analysis. Not financial advice.

  • Expands offering beyond traditional securities
  • Enhanced platform to enable private companies to raise capital on-line utilizing cryptocurrency and blockchain financing
  • Newly appointed CEO Rich Wheeless to host business update conference call tomorrow at 10:00 a.m. ET

BOSTON, MA, Dec. 15, 2025 (GLOBE NEWSWIRE) -- Netcapital Inc. (Nasdaq: NCPL, NCPLW, Netcapital) (the “Company”), a digital private capital markets ecosystem, today announced financial results and provided corporate highlights for the second quarter of fiscal 2026 ended October 31, 2025. In addition, management plans to host a business update conference call tomorrow, December 16, 2025, at 10:00 a.m. ET.

“Our platform serves the fundamental need for emerging private companies to quickly and easily access capital to fund their business plans,” said Rich Wheeless, Netcapital’s Chief Executive Officer. “We plan to offer cryptocurrency and blockchain financing in addition to traditional securities, which we believe will attract new clients seeking alternative funding sources as well as expand the base of investors to include those seeking to invest their crypto holdings.”

“Our recent strategic asset acquisition of Rivetz solidifies our ability to participate in the long-term growth of compliant blockchain-based digital assets, which we expect to drive a more diversified revenue stream going forward. Given the size and anticipated expansion of the tokenized asset market, we are excited about the future growth potential for Netcapital and believe that we are well positioned to execute on our plan. In summary, we are focused on becoming a leader in emerging retail opportunities for tokenized commodities, helping our client companies succeed, while creating significant value for Netcapital shareholders,” added Wheeless.

Second Quarter Fiscal 2026 Financial Highlights:

  • Total revenues were $51,076, compared to $170,528 in the prior-year quarter, primarily reflecting lower funding portal activity.
  • Operating loss was $2,119,457, compared to an operating loss of $2,202,431 in the year ago period.
  • Net loss was ($0.44) per basic and diluted share, compared to a net loss of ($2.34) per basic and diluted share in the year ago period.
  • Cash and cash equivalents at October 31, 2025 of $1,684,188, up from $289,428 at April 30, 2025.

Subsequent Event:

  • On December 3, 2025, the Company closed an Asset Purchase with Rivetz Corp. to acquire substantially all of Rivetz’s assets related to its “Rivetz Network”, which develops technology combining hardware-based cybersecurity with blockchain services for mobile and other computing devices.

Conference Call Information
The Company will host an investor conference call on Tuesday, December 16, 2025, at 10:00 a.m. ET.

Participant access: 844-985-2012 or 973-528-0138
Conference entry code: 342839

For additional disclosure regarding Netcapital’s operating results, please refer to the Quarterly Report on Form 10-Q for the three-month period ended October 31, 2025, which has been filed with the Securities and Exchange Commission.

About Netcapital Inc.

Netcapital Inc. is a fintech company with a scalable technology platform that allows private companies to raise capital online and provides private equity investment opportunities to investors. The Company’s funding portal, Netcapital Funding Portal, Inc. is registered with the U.S. Securities & Exchange Commission (SEC) and is a member of the Financial Industry Regulatory Authority (FINRA), a registered national securities association. The Company’s broker-dealer, Netcapital Securities Inc., is also registered with the SEC and is a member of FINRA.

Forward Looking Statements

The information contained herein includes forward-looking statements. These statements relate to future events or to our future financial performance, and involve known and unknown risks, uncertainties and other factors that may cause our actual results to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. You should not place undue reliance on forward-looking statements since they involve known and unknown risks, uncertainties and other factors which are, in some cases, beyond our control and which could, and likely will, materially affect actual results, levels of activity, performance or achievements. Any forward-looking statement reflects our current views with respect to future events and is subject to these and other risks, uncertainties and assumptions relating to our operations, results of operations, growth strategy and liquidity. We assume no obligation to publicly update or revise these forward-looking statements for any reason, or to update the reasons actual results could differ materially from those anticipated in these forward-looking statements, even if new information becomes available in the future.

Investor Contact
800-460-0815 
ir@netcapital.com

NETCAPITAL INC.
CONDENSED CONSOLIDATED BALANCE SHEETS

  October 31, 2025
(Unaudited)
  April 30, 2025
(Audited)
 
Assets:        
Cash and cash equivalents $1,684,188  $289,428 
Accounts receivable, net  12,471   78,649 
Other receivables  11,041   - 
Prepaid expenses  298,907   31,535 
Total current assets  2,006,607   399,612 
         
Deposits  6,300   6,300 
Notes receivable - related parties  50,000   50,000 
Purchased technology, net  17,519,791   14,697,529 
Equity securities at fair value  5,856,700   5,748,050 
Total assets $25,439,398  $20,901,491 
         
Liabilities and Stockholders’ Equity        
 Current liabilities:        
 Accounts payable $1,277,326  $2,941,108 
 Accrued expenses  199,717   269,971 
 Deferred revenue  300   330 
 Interest payable  105,133   100,797 
 Short-term promissory notes  -   263,437 
 Current portion of SBA loans  1,889,960   1,885,800 
 Loan payable - bank  34,324   34,324 
Total current liabilities  3,506,760   5,495,767 
         
Long-term liabilities:        
 Long-term SBA loans, less current portion  495,840   500,000 
Total liabilities  4,002,600   5,995,767 
         
Commitments and contingencies  -   - 
         
Stockholders’ equity:        
Common stock, $.001 par value; 900,000,000 shares authorized, 4,917,899 and 2,192,226 shares issued and outstanding  4,918   2,192 
Shares to be issued  -   200,000 
Capital in excess of par value  55,025,183   42,525,294 
Retained earnings (deficit)  (33,593,303)  (27,821,762)
Total stockholders’ equity  21,436,798   14,905,724 
Total liabilities and stockholders’ equity $25,439,398  $20,901,491 


NETCAPITAL INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)

  Three Months
Ended
  Three Months
Ended
  Six Months
Ended
  Six Months
Ended
 
  October 31, 2025  October 31, 2024  October 31, 2025  October 31, 2024 
             
Revenues $ 51,076  $ 170,528  $241,134  $312,755 
Cost of revenues  1,877   19,781   9,286   30,001 
Gross profit  49,199   150,747   231,848   282,754 
                 
Costs and expenses:                
Consulting expense  88,635   79,645   160,686   177,026 
Rent  21,300   19,442   44,152   38,558 
Payroll and payroll related expenses  856,433   749,701   2,649,883   1,886,294 
General and administrative costs  1,202,288   1,504,390   2,782,232   2,891,544 
Total costs and expenses  2,168,656   2,353,178   5,636,953   4,993,422 
Operating income (loss)  (2,119,457)  (2,202,431)  (5,405,105)  (4,710,668)
                 
Other income (expense):                
Interest expense  (12,204)  (9,601)  (48,271)  (20,065)
Interest income  11,041   400   11,041   800 
Amortization of intangible assets  (8,869)  (8,869)  (17,738)  (17,738)
Unrealized gain on equity securities  -   -   44,945   - 
Accretion on short-term notes  -   -   (356,413)  - 
Total other income (expense)  (10,032)  (18,070)  (366,436)  (37,003)
Net income (loss) before taxes  (2,129,489)  (2,220,501)  (5,771,541)  (4,747,671)
Income tax expense (benefit)  -   -   -   - 
Net income (loss) $(2,129,489) $(2,220,501) $(5,771,541) $(4,747,671)
                 
Basic earnings (loss) per share $(0.44) $(2.34) $(1.50) $(6.58)
Diluted earnings (loss) per share $(0.44) $(2.34) $(1.50) $(6.58)
                 
Weighted average number of common shares outstanding:                
Basic  4,810,381   947,459   3,841,880   721,389 
Diluted  4,810,381   947,459   3,841,880   721,389 

FAQ

When is Netcapital's (NCPL) investor business update call and how can I join?

The company will host a business update call on Dec 16, 2025 at 10:00 a.m. ET; participant numbers are 844-985-2012 or 973-528-0138 with entry code 342839.

What were Netcapital's (NCPL) Q2 fiscal 2026 revenues and how do they compare to prior year?

Total revenue was $51,076 in Q2 fiscal 2026 versus $170,528 in the prior-year quarter.

What did Netcapital announce about cryptocurrency and blockchain financing (NCPL)?

Netcapital plans to offer cryptocurrency and blockchain financing in addition to traditional securities to attract new clients and investors.

What is the significance of Netcapital's (NCPL) Rivetz transaction?

Netcapital closed an asset purchase of Rivetz on December 3, 2025 for Rivetz Network assets combining hardware cybersecurity with blockchain services.

How much cash did Netcapital (NCPL) hold at October 31, 2025?

Netcapital reported $1,684,188 in cash and cash equivalents at October 31, 2025.
Netcapital Inc

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