NCPL News & Events

Netcapital announced that it has entered into a non-binding letter of intent, or LOI, with RezyFi regarding the proposed acquisition by a newly formed wholly-owned South Dakota subsidiary of Netcapital of substantially all of the assets and assumed liabilities of Resmac, a wholly owned subsidiary of RezyFi. Resmac is a residential mortgage bank and holds active HUD Title II non-supervised direct endorsement mortgagee approval, operates in eleven states, and maintains warehouse financing relationships. The transaction would be structured as an asset purchase by SD Holdco, a newly formed wholly owned subsidiary of Netcapital. SD Holdco would acquire substantially all of the assets and assumed liabilities of Resmac, subject to required consents and approvals. Total acquisition value is $5M, payable solely through the issuance of 2.5M shares of SD Holdco Series A convertible preferred stock with a stated value of $2.00 per share. The SD Holdco preferred stock would not be convertible into, or exchangeable for, securities of Netcapital. Acquired assets are expected to include state mortgage lending licenses, HUD Title II non-supervised direct endorsement mortgagee approval, related FHA certifications and approvals, mortgage servicing rights, mortgage loans, technology systems, loan origination platforms, trade names, domain names, trademarks, customer and borrower relationships, and other operating contracts and arrangements. RezyFi may be eligible to receive up to 1M additional shares of SD Holdco preferred stock if the Resmac business unit achieves cumulative GAAP revenue of at least $10M within 24 months after closing. RezyFi may also be eligible to receive up to 500,000 additional shares of SD Holdco preferred stock if SD Holdco completes an SEC-declared effective Form S-1 registration statement for a public offering resulting in gross proceeds of at least $10M. Following closing, Netcapital and SD Holdco would use commercially reasonable efforts to file a Form S-1 registration statement with the SEC to register equity securities of SD Holdco for public distribution. Netcapital would contemplate distributing its interest in SD Holdco to Netcapital shareholders of record as a dividend spinout. The contemplated spinout would create a separate public financial services company in which both Netcapital shareholders and RezyFi would hold equity interests.

Netcapital announced that its board has appointed Todd Violette to lead the company in order to accelerate capital formation, expand platform reach, and build long-term shareholder value. His recent operating and executive roles have included CEO of CloudCover International, CEO of AppYea, CEO of Vinergy, Chief Investment Officer of ESG Global Strategies, and Independent Director of Therapix. Violette replaces CEO Rich Wheeless, whose contract was terminated by the board.

Netcapital has engaged its first issuer of tokenized assets. As part of this initiative, Netcapital has commenced work with PureWave Hydrogen, 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 believes this engagement represents its first potential revenue-generating real-world asset tokenization initiative and is being developed as a repeatable template for future issuer engagements across additional asset classes. The Company intends to apply a consistent fee structure and technology framework across subsequent real-world asset tokenization projects in order to build a scalable, diversified stream of platform revenue over time. Netcapital is currently evaluating and in discussions with additional prospective issuers that may be suitable candidates for similar structures; however, there is no assurance that such discussions will result in completed engagements.

Equity futures were mixed after the major averages closed broadly higher for the second day in a row. Despite the strong start to the first trading week of 2026, some reluctance remains from traders as they await fresh near-term catalysts, especially as they look ahead to key economic data including employment reports later this week.Check out this evening's top movers from around Wall Street, compiled by The Fly.HIGHER -Ventyx Biosciencesup 61.7% after the Wall Street Journal reported that Eli Lillyis near a deal to acquire Ventyx for over $1BNetcapitalup 35.1% after acquiring Iverson DesignMobileyeup 10.8% after agreeing to acquire Mentee Robotics in a cash and stock dealLOWER -Curtiss-Wrightdown 10.5% after CGO John Watts disclosed the sale of 107 common shares