Netcapital Inc.

Netcapital Inc. has secured $290,000 in financing through a Securities Purchase Agreement with Dune Equity Holdings LLC, issuing a promissory note and a warrant to purchase 250,000 shares. The company received net cash proceeds of $224,500, which will be used for business development and general working capital. Concurrently, Netcapital announced a strategic shift to build a comprehensive ecosystem for entrepreneurs, integrating advanced AI (Project Orion) and evaluating data center acquisitions to support its long-term vision.

Netcapital Inc. closed a Securities Purchase Agreement with FirstFire Global Opportunities Fund, LLC, securing a $290,000 promissory note and issuing a warrant to purchase 250,000 common shares. The company received net cash proceeds of $224,500 after an original issue discount and various fees. The note carries a one-time 12% interest charge and matures on June 9, 2027, with amortization payments beginning in December 2026. Shareholder approval is required for the full issuance of shares under the note and warrant.

Netcapital Inc. has entered into a Securities Purchase Agreement with Vanquish Funding Group Inc. to issue a promissory note for $182,120, with a purchase price of $157,000. The net proceeds of $150,000 will be used for general working capital. The note carries a 13% interest charge and matures on March 30, 2027, with specific repayment terms and significant default penalties, including potential conversion into equity at a discounted price. The transaction was conducted under an exemption from registration pursuant to Section 4(a)(2) of the Securities Act.

Netcapital Inc. has entered into a Securities Purchase Agreement with Labrys Fund II, L.P., issuing a $145,000 promissory note and a warrant to purchase 125,000 shares. The company received net proceeds of $111,250 after accounting for an original issue discount and fees. The note matures in June 2027, with amortization payments beginning in December 2026. Netcapital is also required to seek shareholder approval for the potential issuance of shares related to this agreement.

Netcapital Inc. announced it will host an investor conference call on Tuesday, July 7, 2026, at 4:30 p.m. ET. Chief Executive Officer Todd Violette will lead the call to provide updates on the company's strategic initiatives. The discussion will include recent acquisitions, integration efforts, and Netcapital's evolving growth strategy and opportunity pipeline.

Netcapital Inc. has entered into a non-binding Letter of Intent (LOI) to acquire substantially all of the assets and assumed liabilities of Resmac, Inc., a residential mortgage bank, from RezyFi, Inc. The proposed acquisition, valued at $5.0 million payable in convertible preferred stock of a newly formed subsidiary (SD Holdco), aims to establish a new financial services subsidiary focused on residential mortgage origination and servicing. Netcapital intends to spin out SD Holdco to its shareholders, creating a separate publicly traded financial services company.

Netcapital Inc. announced it has entered into a non-binding Letter of Intent with RezyFi, Inc. for the proposed acquisition of substantially all assets and assumed liabilities of Resmac, Inc. by a newly formed subsidiary, SD Holdco. The $5.0 million acquisition, payable in SD Holdco preferred stock, aims to establish a new financial services subsidiary focused on residential mortgage origination and servicing. This move is expected to add new revenue streams and leverage Netcapital's existing infrastructure, with a potential spinout of SD Holdco to Netcapital shareholders.

Netcapital Inc. has acquired substantially all assets of Codesharp Corporation's NetNudge AI Agent Platform, an early-stage AI infrastructure designed to automate business operations. The initial consideration involves 600,000 shares of Series A Convertible Preferred Stock, valued at $900,000. An additional 600,000 shares, bringing the total maximum consideration to $1,800,000, are contingent on the acquired assets achieving $3,000,000 in cumulative GAAP revenue by May 31, 2029. The initial preferred shares carry 2.5 votes per share, while any contingent shares will be non-voting.

Netcapital Inc. announced the acquisition of substantially all assets related to the NetNudge AI Agent Platform from Codesharp Corporation, with the transaction closing on May 22, 2026. This strategic move aims to transform Netcapital into a broader AI business, leveraging its regulatory infrastructure to deliver AI-powered solutions for private capital markets. The consideration for the acquisition consists of 600,000 shares of Netcapital Series A Convertible Preferred Stock issued at closing, with up to an additional 600,000 shares contingent on the acquired business achieving $3.0 million in cumulative GAAP revenue over 36 months. The company plans to discuss the acquisition and its strategic direction during a conference call today.

Netcapital Inc. has scheduled a business update conference call for Thursday, May 28, 2026, at 4:30 p.m. ET. Newly appointed Chief Executive Officer Todd Violette will lead the discussion, providing investors with an overview of the company's strategic direction. Topics will include Netcapital's ongoing business transformation, near-term priorities, and plans to leverage its regulatory infrastructure, proprietary market data, and AI-powered solutions to support growth-stage companies and expand its private capital markets platform.