UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Item 2.02. Results of Operations and Financial Condition.
On July 29, 2024, Netcapital Inc. (the “Company”) issued a press release announcing financial results for the year ended April 30, 2024. The text of the press release is furnished as Exhibit 99.1 to this current report.
The information in this Item 2.02 and Exhibit 99.1 hereto shall not be deemed “filed” for the purposes of or otherwise subject to the liabilities under Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Unless expressly incorporated into a filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, the information contained in this Item 2.02 and Exhibit 99.1 hereto shall not be incorporated by reference into any Company filing, whether made before or after the date hereof, regardless of any general incorporation language in such filing.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits.
| Exhibit No. | Description | |
| 99.1 | Press Release dated July 29, 2024. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
| -2- |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
Netcapital Inc. (Registrant) | ||
| By: | /s/ Coreen Kraysler | |
| Name: | Coreen Kraysler | |
| Title: | Chief Financial Officer | |
| Dated July 29, 2024 | ||
| -3- |
Exhibit 99.1
Netcapital Announces Full Year Fiscal 2024 Financial Results
| ● | Management to Host Earnings Call on July 30, 2024 at 11 a.m. ET |
BOSTON, MA – July 29, 2024 – Netcapital Inc. (Nasdaq: NCPL, NCPLW) (the “Company”), a digital private capital markets ecosystem, today announced select financial results for the full fiscal year 2024 ended April 30, 2024.
“We saw significant growth in key areas despite a challenging economic environment,” said Martin Kay, CEO of Netcapital Inc. “While there were decreases in both top and bottom line, we remain optimistic about the future, particularly with portal fees increasing over 100% during the year.”
Full Year Fiscal 2024 Financial Highlights
| ● | Revenues decreased by approximately 42% year-over-year to $4.9 million, compared to revenue of $8.5 million for full fiscal year 2023. | |
| ● | Revenue from portal fees increased by approximately 109% year-over-year to $874,368 in the full fiscal year 2024 compared to $418,513 for full fiscal 2023. | |
| ● | As of April 30, 2024, the Company had cash and cash equivalents of $863,182. | |
| ● | Operating loss of ($3,442,388) for full fiscal year 2024 as compared to operating income of $2,271,876 for full fiscal year 2023 | |
| ● | Net loss for the full fiscal year 2024 was ($4,986,317) in the full fiscal year 2024, as compared to net income of $2,954,972 for fiscal year 2023 | |
| ● | Loss per share of ($0.41) in the full fiscal year 2024, were down compared to earnings per share of $0.63 for the full fiscal year 2023. | |
| ● | The Company recorded an impairment loss of $1,048,430 in fiscal year 2024. |
For additional disclosure regarding Netcapital’s operating results, please refer to the Annual Report on Form 10-K for the period ended April 30, 2024, which has been filed with the Securities and Exchange Commission.
Conference Call Information
The Company will host an investor conference call on Tuesday, July 30th, 2024, at 11 a.m. ET.
Participant access: 844-985-2012 or 973-528-0138
Conference entry code: 861716
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 consulting group, Netcapital Advisors, provides marketing and strategic advice and takes equity positions in select companies. 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.
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
Netcapital Inc. Consolidated Statements of Operations
| Year Ended | Year Ended | |||||||
| April 30, 2024 | April 30, 2023 | |||||||
| Revenues | $ | 4,951,435 | $ | 8,493,985 | ||||
| Costs of services | 108,060 | 85,038 | ||||||
| Gross profit | 4,843,375 | 8,408,947 | ||||||
| Costs and expenses: | ||||||||
| Consulting expense | 610,209 | 589,349 | ||||||
| Marketing | 333,771 | 85,482 | ||||||
| Rent | 76,117 | 75,052 | ||||||
| Payroll and payroll related expenses | 3,838,640 | 3,646,490 | ||||||
| General and administrative costs | 3,427,026 | 1,740,698 | ||||||
| Total costs and expenses | 8,285,763 | 6,137,071 | ||||||
| Operating income (loss) | (3,442,388 | ) | 2,271,876 | |||||
| Other income (expense): | ||||||||
| Interest expense | (45,990 | ) | (93,842 | ) | ||||
| Gain on debt conversion | - | 224,260 | ||||||
| Amortization of intangible assets | (93,862 | ) | (96,407 | ) | ||||
| Impairment expense | (1,048,430 | ) | - | |||||
| Other income | 1,200 | 51,645 | ||||||
| Unrealized gain (loss) on equity securities | (2,696,135 | ) | 1,857,500 | |||||
| Realized loss on sale of investment | - | (406,060 | ) | |||||
| Total other income (expense) | (3,883,217 | ) | 1,537,096 | |||||
| Net income (loss) before taxes | (7,325,605 | ) | 3,808,972 | |||||
| Income tax expense (benefit) | (2,339,288 | ) | 854,000 | |||||
| Net income (loss) | $ | (4,986,317 | ) | $ | 2,954,972 | |||
| Basic earnings (loss) per share | $ | (0.41 | ) | $ | 0.63 | |||
| Diluted earnings (loss) per share | $ | (0.41 | ) | $ | 0.63 | |||
| Weighted average number of common shares outstanding: | ||||||||
| Basic | 12,105,577 | 4,677,214 | ||||||
| Diluted | 12,105,577 | 4,677,464 | ||||||
Netcapital Inc. Consolidated Balance Sheets
| April 30, 2024 | April 30, 2023 | |||||||
| Assets: | ||||||||
| Cash and cash equivalents | $ | 863,182 | $ | 569,441 | ||||
| Accounts receivable net | 134,849 | 1,388,500 | ||||||
| Note receivable | 20,000 | - | ||||||
| Interest receivable | 1,200 | - | ||||||
| Prepaid expenses | 23,304 | 583,030 | ||||||
| Total current assets | 1,042,535 | 2,540,971 | ||||||
| Deposits | 6,300 | 6,300 | ||||||
| Notes receivable - related parties | 202,000 | 202,000 | ||||||
| Purchased technology, net | 14,733,005 | 15,875,297 | ||||||
| Investment in affiliate | 240,080 | 240,080 | ||||||
| Equity securities | 25,333,386 | 22,955,445 | ||||||
| Total assets | $ | 41,557,306 | $ | 41,820,093 | ||||
| Liabilities and Stockholders’ Equity | ||||||||
| Current liabilities: | ||||||||
| Accounts payable | ||||||||
| Trade | $ | 793,325 | $ | 578,331 | ||||
| Related party | - | 75,204 | ||||||
| Accrued expenses | 310,300 | 285,065 | ||||||
| Stock subscription payable | - | 10,000 | ||||||
| Deferred revenue | 466 | 661 | ||||||
| Interest payable | 92,483 | 98,256 | ||||||
| Current taxes payable | - | 174,000 | ||||||
| Deferred tax liability, net | - | 1,657,000 | ||||||
| Related party debt | - | 15,000 | ||||||
| Secured note payable | - | 350,000 | ||||||
| Current portion of SBA loans | 1,885,800 | 1,885,800 | ||||||
| Loan payable - bank | 34,324 | 34,324 | ||||||
| Total current liabilities | 3,116,698 | 5,163,641 | ||||||
| Long-term liabilities: | ||||||||
| Long-term SBA loans, less current portion | 500,000 | 500,000 | ||||||
| Total liabilities | 3,616,698 | 5,663,641 | ||||||
| Commitments and contingencies | - | - | ||||||
| Stockholders’ equity: | ||||||||
| Common stock, $.001 par value; 900,000,000 shares authorized, 22,880,680 and 6,440,527 shares issued and outstanding | 22,880 | 6,441 | ||||||
| Shares to be issued | 122,124 | 183,187 | ||||||
| Capital in excess of par value | 37,316,041 | 30,500,944 | ||||||
| Retained earnings | 479,563 | 5,465,880 | ||||||
| Total stockholders’ equity | 37,940,608 | 36,156,452 | ||||||
| Total liabilities and stockholders’ equity | $ | 41,557,306 | $ | 41,820,093 | ||||