Netcapital Inc (NCPL)

[stealofadeal]

NCPL Massive reverse but might have liquidity issues with the share count so low. Trading north for now.....

[axconth]

Hobbit, are you a bot? Which next
door are you referring to? I checked
next door and there was no movement,
they rarely get up til noon. I think
they're musicians.

[thehobbit]

Hopefully we'll see the same parabolic movement we're seeing next door.

[r clarke]

I've never heard of a volume boasting, but I guess it could happen?

... but why would it when the earnings have fallen to 11 cents per share
when last year for the same period they were $2.89

thats less than 4% of what the earnings were previously!

I think it may be becoming abundantly clear how much they overpaid
for their buddies business.

They sold investors out with the merger and RS.






"The volume could boast perfectly eventually."

[thehobbit]

The volume could boast perfectly eventually.

[thehobbit]

Strong buying pressure evidenced.

[Cottage on the Lake]

Agreed! It was nice to see some volume. Let’s see if we can get over $20 pps in the next couple of weeks. Different folks calling in for Q&A yesterday vs the normal couple that call in so maybe getting a bit more exposure.

[runforestrun]

Mega share volume today after yesterday’s conference call. Felt like more shares changed hands in one day than over the entire previous 12 months.

[Positail]

New 8-K Exhibit: https://www.sec.gov/Archives/edgar/data/1414767/000172186821000173/f2sncpl8k033021ex99_1.htm

[axconth]

Im definitely not putting money in
a gaming company, but has anyone seen
any NetCapital client companies theyd
actually consider investing in?

[runforestrun]

NCPL points to 3 past $1MM issuers as returning future $5MM raise candidates. They need to close these deals to demonstrate their capability in order to attract more referrals and bigger issuers.

[runforestrun]

It will be interesting to see the market’s reception to Robinhood’s upcoming IPO and in fact whether the GME episode had any impact at all on their valuation and investor demand for their shares.

[Garden Rose]

Same pattern, no matter what happens, no matter the news, no matter the pump, this ain't going anywhere except for the owners and not investors.
Expect the same to continue.

[r clarke]

Although we may cheer the change, its largely just marketing hyperbole: " democratize the investment process for the small investor" .

Robinhood appears to be trying to build good will after ticking off everyone with the GME debacle.

I see a couple of potential issues.

One, there's only so many investment dollars available from the little guy, and having another much safer choice in the form of IPO's could actually draw some money away.

The increase in private funding limits, while beneficial in many respects,
could be problematic in terms of new players entering the arena.

There isnt exactly a giant moat for NCPL

... and again, thats more potential competition for a smaller entity in the game.






"Understood re where they differ in the funding life cycle. Just noting the trend to democratize the investment process for the small investor seems to be resonating in financial circles. Lets see if NCPL can do something meaningful with these March SEC offering limit changes

[r clarke]

You just got news, in the form of the post merger filing.

... and thats not working out so well.

The good news that would have propelled the stock price didnt happen.

... the cash revenue from the acquisition doesnt appear to be anywhere near what it needs to be to justify the cost.

To me it appears that the investors are upset that the promised cash revenue
isnt there and the pps reflects that?






"We'll see a run for sure once we get some news."

[thehobbit]

We'll see a run for sure once we get some news.

[runforestrun]

Understood re where they differ in the funding life cycle. Just noting the trend to democratize the investment process for the small investor seems to be resonating in financial circles. Lets see if NCPL can do something meaningful with these March SEC offering limit changes

[r clarke]

Interesting that you got that takeaway.

... IPO's of companies going public and issuing stock isnt what
NetCapital does.


.... NetCapital, from their recent filing, deals with private capital markets.

Robinhood offering public companies IPOs to the little guy could potentially be competition for NetCapital to some degree.



--





"Interesting development. Suggests NCPL may be in the right strategic trajectory.



Robinhood building platform to allow users to buy into IPOs, sources say https://www.cnbc.com/2021/03/25/robinhood-building-platform-to-allow-users-to-buy-into-ipos-sources-say.html?__source=iosappshare%7Ccom.apple.UIKit.activity.CopyToPasteboard
© 2021 InvestorsHub.com, Inc.

[runforestrun]

Interesting development. Suggests NCPL may be in the right strategic trajectory.

Robinhood building platform to allow users to buy into IPOs, sources say https://www.cnbc.com/2021/03/25/robinhood-building-platform-to-allow-users-to-buy-into-ipos-sources-say.html?__source=iosappshare%7Ccom.apple.UIKit.activity.CopyToPasteboard

[e-ore]

I thought there may be more shares issued, I said this back in December

Latest share info. Netcapital was to get $20 million worth of stock, not sure if they have received it all yet

"BOSTON--(BUSINESS WIRE)--ValueSetters, Inc. (OTC:VSTR) and Netcapital today announced that the companies have reached a definitive agreement under which ValueSetters will merge with Netcapital in an all-stock transaction. The total consideration for Netcapital is approximately $20 million paid in shares of ValueSetters common stock"

About 350,000 shares at current prices to be issued

"The Company’s majority shareholder, Netcapital Systems LLC, owns 1,671,360 shares of common stock, or 80.3% of the Company as of January 31, 2021. The Company has a demand note payable to Netcapital Systems LLC of $4,600 and a demand note payable to one of its managers of $3,200. In addition, the Company has accrued a payable of $3,817,516 for supplemental consideration owed in conjunction with its purchase of Netcapital Funding Portal Inc. This amount is scheduled to be paid off by the issuance of common stock"

Sold most pre-split but still a holder

[r clarke]

On January 31, 2021, we had cash and cash equivalents of $286,461 and negative working capital of $5,785,323 as compared to cash and cash equivalents of $11,206 and negative working capital of $1,057,581 on April 30, 2020.


Net cash used in operating activities amounted to $2,475,484 in the nine-months ended January 31, 2021 as compared to net cash used in operating activities of $10,880 in the nine months ended January 31, 2020. The principal source of cash from operating activities in the nine-months ended January 31, 2021 was net income of $103,535 plus stock-based compensation expense of $386,121. These sources were offset by non-cash revenue from the receipt of equity of $2,319,532 and changes in non-cash working capital balances of $716,896. The principal source of cash from operating activities in the nine-months ended January 31, 2020 was net income of $1,162,100 and stock-based compensation of $232,461, but these sources were offset by an increase in non-cash revenue from the receipt of equity of $1,410,796.

[r clarke]

Earnings per share 9 months ending Jan 31 2021 was 11 cents per share.

Same period for 2020 it was $2.89


No wonder stock price is slipping downward.



"The consolidated income statements for the nine- and three-month periods ended January 31, 2021, include $353,041 in revenues from FP"

( FP is the funding portal, which is not exactly setting the world on fire? )






Additionally, the slightly incestuous relationships continue.


Note 7 – Related Party Transactions



The Company’s majority shareholder, Netcapital Systems LLC, owns 1,671,360 shares of common stock, or 80.3% of the Company as of January 31, 2021. The Company has a demand note payable to Netcapital Systems LLC of $4,600 and a demand note payable to one of its managers of $3,200. In addition, the Company has accrued a payable of $3,817,516 for supplemental consideration owed in conjunction with its purchase of Netcapital Funding Portal Inc. This amount is scheduled to be paid off by the issuance of common stock. In total the Company owes its largest shareholder $3,822,176.



As of January 31, 2021 and April 30, 2020, the Company owes $34,490 and $0 to a company that is controlled by one of its directors.



Compensation to officers in the nine- and three-month periods ended January 31, 2021 consisted of common stock valued at $301,783 and $86,417 and cash wages of $210,462 and $72,000, respectively. Compensation to officers in the nine- and three-month periods ended January 31, 2020 consisted of common stock valued at $145,685 and $77,750 and cash wages of $62,000 and $0 respectively.



Compensation to a related party consultant in the nine-and three-month periods ended January 31, 2021and 2020 consisted of common stock valued at $38,757 and $19,378, respectively, and cash payments of $46,154 and $24,000, respectively. This consultant is also the controlling shareholder of Zelgor Inc. and the Company’s earned revenues from Zelgor Inc. of $1,400,000 and $350,000 in the nine- and three-month periods ended January 31, 2021.



The Company owes a director $16,680 as of January 31, 2021 and April 30, 2020, which is recorded as accounts payable, plus $15,000 in a non-interest-bearing note payable. Also included in related-party accounts payable is $34,490 due to a company controlled by a different director.

[r clarke]

Investors not happy with the filing?

Not an accountant, and hopefully someone else reads these suckers better,
but it doesnt look like the cash revenue is there?


... and isnt expected to be anytime soon?



"As of April 30, 2020, the Company had net deferred tax assets calculated at an expected rate of 21%, or approximately $180,000. As of April 30, 2020, the Company recognized the net deferred asset to the extent of the impact on current book earnings, as the Company’s management believed that historical, current, and expected earnings are sufficient to meet the more likely than not standard to enable the Company to recognize the net deferred tax asset.

Given that management believes it is more likely than not that the company will utilize the deferred tax asset, there is no valuation allowance as of January 31, 2021 and April 30, 2020"

[runforestrun]

Standard disclosure.

PPP loans are forgiven if used for eligible purposes and all required employee retention criteria are met.

EIDL loan term is 3.75% over 30 years.

[r clarke]

Management has determined, based on the debt balances it is carrying, that without debt forgiveness on its SBA loans, it is not probable that management’s plan will sufficiently alleviate or mitigate, to a sufficient level, the relevant conditions or events noted above. Accordingly, the management of the Company has concluded that there is substantial doubt about the Company’s ability to continue as a going concern within one year after the issuance date of these financial statements.

[Positail]

Netcapital Inc. Reports Nine Month Revenue Growth of 137% to $3.8 Million



Earnings Review Conference Call to be Held on March 31, 2021 at 12:00 EST



Highlights:

Fiscal nine month revenues of $3,770,813, an increase of 137%
Net income of $103,535, with earnings per share of 11 cents
Book value per share of $6.03
Triple digit y/y growth across key user metrics

[e-ore]

"Wages and Compensation
For the three months ending January 31, 2021 $857,228
For the nine months ending January 31, 2021, $2,153,561"
http://archive.fast-edgar.com/20210322/AQ2FB22CU222K2Z2222K2CEZGWM9Z2L29232/

$1,296,333 was paid out from April 1, 2020 through October 31, 2020, months before the acquisition closed.

"Wages and Compensation
For the three months July 31, 2020 $1,096,120"
"Proceeds from SBA loans $2,385,800"
https://www.otcmarkets.com/filing/html?id=14399426&guid=UAwpUnsLJ3KHq3h

Not complaining, just curious

[GTF]

Company making a profit and the investment's will mature over time.

Good to see that the revs and profits went up in the last 3 months since the merger.

The increase to 5 million will bode well for all of the companies in the crowdfunding space.

[Positail]

Perhaps the 100+ employees acquired with Netcapital?

[e-ore]

Since the CEO and CFO of NCPL received shares instead of salary through August, 2021, who received this?

Wages and payroll expense $2,153,561

http://archive.fast-edgar.com/20210322/AQ2FB22CU222K2Z2222K2CEZGWM9Z2L29232/

[Positail]

10-Q out: https://www.sec.gov/Archives/edgar/data/1414767/000172186821000154/f2sncpl10q032121.htm

[CV72]

Will this ever reside out of the OTC?

[axconth]

That was one weird sentence. Sounds
a bit like an excerpt from the bible.

[thehobbit]

I think it is hot on the trail of progress and the fruits of its labor shall be witnessed as we all watch the it rise.

[r clarke]

Yes, chart is looking much better now that all data prior to Jan 6th has
been removed.

I agree a major move is coming, I'm just not sure which direction

Never like to see OTC companies delay filings for any reason.







" Chart is looking good. Major run coming!

[charliewho]

Bid/Ask $13 / $14.99....... price $10.50, lol.

[r clarke]

Read into it what you will:





Is it anticipated that any significant change in results of operations from the corresponding period for the last fiscal year will be reflected by the earnings statements to be included in the subject report or portion thereof? x Yes ¨ No



If so, attach an explanation of the anticipated change, both narratively and quantitatively, and, if appropriate, state the reasons why a reasonable estimate of the results cannot be made.





We are not able to release any financial information at this time due to the potential impact on our financial results of certain complex transactions that require additional review from our independent registered public accounting firm.

[Femto99]

Chart is looking good. Major run coming!

[Positail]

New NT-10 Q issued:https://www.sec.gov/Archives/edgar/data/1414767/000172186821000144/f2sncplnt10q031721.htm

[GTF]

Did you watch the interview? Company has some very successful people involved in it. Plenty of money backing plus some decent crowdfunding raises.

[axconth]

Hiring isn't always a good sign
Layoffs aren't always a bad thing.
Depends why they're hiring as hiring
replacements could indicate issues.
I don't like gaming companies, the great
majority never earn a penny.

[GTF]

Great interview with the ceo of Zelgor games. Dude is sharp and I think building a big winner.

Go to the 25:45 mark for the start.

Check out our Founder and CEO @JFANNING555 interview today on #IBMTV's #MediaMonday today at 12:30 pm EST 📺 🍿 https://t.co/jy5UfFaOtg

— Zelgor Games (@ZelgorGames) March 8, 2021

[GTF]

Zelgor Games..which Net Capital has a stake in..is hiring. A good sign.

[GTF]

Just posting something I saw. You have to remember the revs from the stakes they have in some of the companies they have crowdfunded.

I have great faith in them working to get bigger.

Looking forward to the next conference call.

[r clarke]

If thats an average week, it puts them well below $1M in revenue? As its being reported by Price, I wonder if its accurate?

... hope its in cash this time.


So, would $1M in revenue actually mean this $20M acquisition is running at a loss?

I really hope their average week is better than $381k funded




Trying to put that into context with a report from last year:


" BOSTON, MA – December 15, 2020 – Netcapital Inc. (OTC: NCPL), a fintech company dedicated to
democratizing private capital markets and empowering entrepreneurs to succeed, announced first half
2021 revenues of $2,493,486, an increase of 198% over the previous year."

https://netcapital-inc.s3.amazonaws.com/press-release/42/93cd2e21-5e66-474f-8fe1-fd30444fbed2.pdf


Anyone here actually pass accounting?


==





" Last weeks revs. I saw this on twitter. It looks like in 1 week the amounts raised by NetCapital is 381,000 x .049 = $18,669.

https://twitter.com/JonnyCPrice/status/1371472440795176969/photo/1

[GTF]

Last weeks revs. I saw this on twitter. It looks like in 1 week the amounts raised by NetCapital is 381,000 x .049 = $18,669.

https://twitter.com/JonnyCPrice/status/1371472440795176969/photo/1

[axconth]

Was getting excited about recent run up
til I checked account and saw I'm still
down 57% That reverse split killed me.

[Positail]

MondayFunday

"Dear Investor,

It's an exciting month for KingsCrowd! Deal flow is high -- we're currently tracking more than 530 active deals -- and with the new raise limits set to kick in on Monday, we're expecting to see a major influx of startups looking to raise $5 million."

[thehobbit]

It is swimming nice and bigger fish are coming. It has got her legs underneath! IMHO.

[GTF]

OS is 2.1 milly. My favorite stock. The girls are sharp as a tack. They are building a great business in an exploding industry. Crowdfunding is the best thing to happen in the investment and business world ever.

All in with this one for a long time. The companies taking a stake in a lot of the companies will provide steady revs that builds and builds.