Company Description
Netcapital Inc. (Nasdaq: NCPL, NCPLW) is a fintech company that operates a digital private capital markets ecosystem. According to the company’s public disclosures, its technology platform allows private companies to raise capital online and provides private equity investment opportunities to investors. Netcapital is classified in the finance and insurance sector, within the securities and commodity exchanges industry.
Netcapital’s ecosystem combines technology, regulatory infrastructure, and advisory capabilities. The company states that it operates a scalable technology platform that supports online capital raising for private companies. Through this platform, emerging businesses can seek funding from investors in a digital environment, while investors gain access to private equity investment opportunities that are traditionally harder to reach.
Funding portal and broker-dealer operations
Netcapital’s operations include a registered funding portal and a broker-dealer. The company reports that its 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. This portal has helped hundreds of companies raise capital under Regulation Crowdfunding (Reg CF) since 2016, according to Netcapital’s news releases.
In addition, Netcapital Securities Inc., the company’s broker-dealer, is also registered with the SEC and is a member of FINRA. This broker-dealer supports capital raises under Regulation A+ and Regulation D, expanding the range of exempt offering types that can be conducted through the Netcapital ecosystem. Together, these regulated entities provide the structure for primary issuance of securities in the private markets.
Advisory and consulting activities
Netcapital also reports having a consulting group, Netcapital Advisors, which provides marketing and strategic advice and takes equity positions in select companies. In earlier descriptions, the company has stated that it facilitates the growth of private companies by providing fundraising services and other consulting services. These activities are presented as complementary to its online investment platform, supporting issuers with both capital formation tools and advisory input.
Tokenization, digital assets, and blockchain initiatives
Recent company announcements describe an expansion beyond traditional securities into cryptocurrency, blockchain-enabled investments, and tokenized real-world assets. Netcapital has stated that it plans to offer cryptocurrency and blockchain financing in addition to traditional securities, with the goal of attracting clients seeking alternative funding sources and investors interested in using crypto holdings in private market investments.
The company has announced plans to support compliant blockchain-based digital assets, including digital securities and tokenized real-world assets such as real estate. To enable this, Netcapital entered into a software-licensing agreement with Horizon Globex GmbH, under which Horizon is developing a blockchain-based platform for Netcapital paired with a Netcapital-branded mobile application. Netcapital has also disclosed a partnership with Silicon Prairie Holdings Inc., whose affiliated entities provide regulatory infrastructure including an SEC-registered Alternative Trading System (ATS) and transfer agent services. According to Netcapital, combining its primary-market access with Horizon’s smart contract technology and Silicon Prairie’s regulatory infrastructure is expected to enable a wider range of compliant offerings and secondary trading, including security tokens and tokenized real-world assets under Reg CF, Reg A+, and Reg D.
Real-world asset tokenization
Netcapital has described a strategic focus on tokenized assets and digital offerings. The company has announced that it is working with PureWave Hydrogen Corp., a company listed on the TSX Venture Exchange, to structure a securities-based tokenization of hydrogen drilling assets located in the Mid-Continent Kansas shelf. Netcapital characterizes this engagement as its first potential revenue-generating real-world asset tokenization initiative and indicates that it is being developed as a repeatable template for future issuer engagements across additional asset classes.
In its public statements, Netcapital has indicated that it intends to apply a consistent fee structure and technology framework across subsequent tokenization projects to build a scalable, diversified stream of platform revenue over time. The company also notes that it is evaluating and in discussions with additional prospective issuers that may be suitable candidates for similar tokenization structures, while cautioning that there is no assurance such discussions will result in completed engagements.
Digital design and AI capabilities
To support its transition to tokenization and digital asset offerings, Netcapital has announced the acquisition of the assets of Iverson Design, LLC, a creative studio and developer of AI-powered design and visualization tools. Under this transaction, Netcapital acquired Iverson Design’s full intellectual property portfolio, including a proprietary suite of AI-driven design, animation, and real-time rendering technologies.
The company has stated that these capabilities are intended to enhance how it explains tokenization and digital asset concepts to issuers and investors. According to Netcapital’s description of the acquisition, potential benefits include AI-assisted design workflows for motion graphics and investor materials, narrative-driven content to make complex financial and technical topics easier to understand, and 3D visualization and real-time rendering designed to showcase tokenized real-world assets. Netcapital presents this as part of its effort to deliver an approachable and visually engaging tokenization experience.
Strategic technology and asset acquisitions
Netcapital has disclosed a strategic asset acquisition of Rivetz Corp., a company that develops technology combining hardware-based cybersecurity with blockchain services for mobile and other computing devices. The company has stated that this acquisition solidifies its ability to participate in the long-term growth of compliant blockchain-based digital assets and is expected to contribute to a more diversified revenue stream.
In addition, Netcapital’s balance sheet and financial statements reflect purchased technology and equity securities, which the company reports as part of its asset base. These disclosures underscore the role of technology assets and investments in its overall business model.
Capital markets activity and warrants
Netcapital’s common stock trades on the Nasdaq Capital Market under the symbol NCPL, and its warrants to purchase common stock trade under the symbol NCPLW. The company has engaged in various capital markets transactions, including registered direct offerings, private placements, and warrant issuances, as described in its SEC filings.
For example, Netcapital has reported entering into securities purchase agreements with institutional investors to sell shares of common stock and issue accompanying warrants, with proceeds used for repayment of certain promissory notes and general working capital. The company has also filed a registration statement on Form S-1 covering the resale of shares issuable upon exercise of multiple series of common stock purchase warrants, and it has entered into an at-the-market (ATM) offering agreement to sell additional shares of common stock through a sales agent.
Regulatory and corporate governance disclosures
Netcapital is incorporated in Utah, as indicated in its SEC registration statements and current reports. The company files periodic reports, proxy statements, and registration statements with the SEC, covering its financial condition, results of operations, capital structure, and governance matters. Its definitive proxy statement describes proposals such as the election of directors, ratification of the independent registered public accounting firm, advisory votes on executive compensation, amendments to an equity incentive plan, and a proposed reincorporation from Utah to Nevada, subject to shareholder approval.
Through these filings, Netcapital provides shareholders with information on its annual meeting, voting procedures, and the matters to be considered. The company also discloses inducement equity awards under its omnibus equity incentive plan, including restricted stock awards granted as inducement grants under Nasdaq Listing Rule 5635(c)(4), with vesting tied to revenue performance over a specified measuring period.
Business focus and positioning
Across its public communications, Netcapital describes its mission as enabling private companies to raise capital online and expanding access to private market investments. Management has emphasized a shift in strategy to build a stronger, more scalable foundation, supported by its broker-dealer license, blockchain partnerships, tokenization initiatives, and technology acquisitions. The company has also highlighted its focus on emerging retail opportunities for tokenized commodities and other tokenized assets, while continuing to support client companies seeking capital formation solutions.
Investors and analysts reviewing Netcapital Inc. (NCPL, NCPLW) can use this overview as a starting point for understanding its role as a fintech platform in private capital markets, its regulatory structure, and its stated strategic emphasis on digital securities, tokenized real-world assets, and AI-enhanced investor experiences.