IPO - Netcapital Inc.

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Form Type: 424B5

Filing Date: 2025-07-07

Corporate Action: Ipo

Type: New

Accession Number: 000164117225017936

Filing Summary: Netcapital Inc. is offering 714,286 shares of its common stock, priced at $7.00 per share, as part of a prospectus supplement filed pursuant to Rule 424(b)(5). This offering is aimed at institutional investors under a securities purchase agreement dated July 2, 2025. Alongside the common stock, there will be a concurrent private placement involving unregistered warrants to purchase an additional 714,286 shares at an exercise price of $6.88 per share. The common stock is listed on The Nasdaq Capital Market under the symbol 'NCPL'. The company has reported a total market value of approximately $26 million based on 3,040,380 outstanding shares, with $3,074,414 in securities sold in the previous calendar year. The company indicates expectations of a high degree of risk associated with the investment. Proceeds from the offering are estimated to be $2.625 million before expenses. The document outlines various fees and compensation structures for H.C. Wainwright & Co., the appointed placement agent. The delivery of securities is anticipated to occur on or about July 7, 2025, subject to customary closing conditions.

Additional details:

Offering Price: 7


Total Offering Amount: 5000002


Placement Agent Fees: 375000


Proceeds Before Expenses: 2625002


Common Stock Shares Offered: 714286


Unregistered Warrants Shares: 714286


Warrant Exercise Price: 6.88


Last Sale Price On July 2 2025: 8.45


Aggregate Market Value: 26008378


Form Type: S-1

Filing Date: 2025-04-15

Corporate Action: Ipo

Type: New

Accession Number: 000164117225004883

Filing Summary: Netcapital Inc. is registering a total of up to 721,153 shares of its common stock, par value $0.001 per share, for resale by certain selling shareholders. These shares are issuable upon the exercise of various common stock purchase warrants issued during inducement offers. The document outlines specific warrants such as A-5 and A-6 Inducement Warrants, each with particular share allotments and exercise prices. Overall, the offering aims to facilitate capital raising for both Netcapital and the involved selling shareholders. The common stock is listed on the Nasdaq Capital Market under the symbol 'NCPL'. The filing indicates that the selling shareholders may sell the shares through various avenues, establishing that the proceeds from any cash exercise of warrants will not go directly to the company but can generate significant gross proceeds if all shares are exercised. This aligns with the company's ongoing strategy to expand its funding portal services and enhance market presence in accordance with the JOBS Act and associated regulations.

Additional details:

Shares Registered: 721153


Issuer Name: Netcapital Inc.


Listing Exchange: Nasdaq Capital Market


Stock Symbol: NCPL


Warrant Exercise Prices: [{"warrant_type":"A-5 Inducement Warrants","exercise_price":2.07,"shares":361148},{"warrant_type":"A-6 Inducement Warrants","exercise_price":2.07,"shares":180574},{"warrant_type":"Placement Agent Warrants","exercise_price":2.25,"shares":20315},{"warrant_type":"A-7 Inducement Warrants","exercise_price":2.03,"shares":79558},{"warrant_type":"A-8 Inducement Warrants","exercise_price":2.03,"shares":79558}]


Form Type: CORRESP

Filing Date: 2024-12-18

Corporate Action: Ipo

Type: New

Accession Number: 000149315224050595

Filing Summary: Netcapital Inc. has submitted a request to accelerate the effective date of its registration statement on Form S-1. The company is seeking for the registration statement to become effective at 5:15 p.m. Eastern Standard Time on December 20, 2024, or as soon thereafter as possible. This request is made pursuant to Rule 461 of the General Rules and Regulations under the Securities Act of 1933. The company has requested that Richard Friedman, their legal counsel, be notified promptly regarding the declaration of the registration statement's effectiveness.

Additional details:

Registration Statement File No: 333-282590


Effective Date Request Time: 5:15 p.m. EST


Effective Date Requested: 2024-12-20


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