EPS of $-1.57 decreased by 726.3% from previous year
Gross margin of 95.3%
Net income of -3.01M
"NSI is now approved to do three things: First, handle private placements of securities as well as referral business. Second, support companies raising equity capital under Reg A and Reg D enabling larger fundraises and potentially attracting a broader range of issuers. And thirdly, partnering with other broker-dealers." - Martin Kay
Netcapital Inc (NCPL) QQ3 2025 Earnings Analysis: Strategic Pivot to Broker-Dealer Growth Amid Revenue Contraction in the FinTech Capital Markets Space
Executive Summary
Netcapital Inc recorded a sharp revenue contraction in Q3 2025, with revenues of 152,682 USD, down 85% year over year from 1.04 million USD in Q3 2024, driven by the absence of consulting revenue for equity securities in Q3 2025. The quarter showed an impairment-related drag and a widened net loss of approximately 3.01 million USD, versus about 2.2 million USD in the prior-year period. A key strategic development is the FINRA approval in November 2024 for Netcapital Securities, Inc. (NSI), the company’s broker-dealer subsidiary, which creates optionality to pursue private placements, Reg A/Reg D offerings, and third-party broker-dealer partnerships, potentially diversifying revenue beyond its traditional consulting workflow. Management underscored cautious optimism about NSI’s revenue generation potential, highlighting GenOn Neuroscience’s engagement as an early indicative success amidst an uncertain market environment. On the balance sheet, liquidity remains tight with a current ratio of 0.152 and cash balance of 614k USD at period-end, while intangible assets (14.7 million USD) and long-term investments (24.3 million USD) weigh on resilience and impairment risk. The company carries a modest long-term debt load (500k USD) and a net debt position of approximately 1.81 million USD. The near-term investment thesis hinges on NSI momentum, continued cost discipline, and eventual revenue contribution from Reg A/D activities, balanced against a challenging macro backdrop and ongoing burn. Investors should monitor NSI revenue progress, pipeline quality, regulatory costs, and any portfolio impairments that could affect carrying values.
Key Performance Indicators
Revenue
152.68K
QoQ: -10.47% | YoY:-85.36%
Gross Profit
145.53K
95.31% margin
QoQ: -3.46% | YoY:69.08%
Operating Income
-1.69M
QoQ: 23.37% | YoY:-36.82%
Net Income
-3.01M
QoQ: -35.40% | YoY:-34.97%
EPS
-1.57
QoQ: 32.91% | YoY:-726.32%
Revenue Trend
Margin Analysis
Key Insights
Revenue: 152,682 USD for Q3 2025, down 85.0% YoY and -10.47% QoQ; gross profit 145,527 USD with a gross margin of 0.9531.
Operating metrics: operating loss -1,687,692 USD; EBITDA -2,987,292 USD; net loss -3,006,537 USD; EPS -1.57.
Profitability: net margin -19.69%, operating margin -11.05%; gross margin 95.31% (due to low cost of revenue relative to revenue).
Cash and liquidity: cash at end of period 614,304 USD; net cash used by operating activities -1,163,543 USD; net change in cash -732,435 USD; free cash flow -1,163,543 USD.
Balance sheet: total assets ~39.90 million USD; total liabilities ~4.93 million USD; stockholders’ equity ~34.97 million USD. Intangible assets 14.71 million USD; long-term investments 24.31 million USD. Current assets 672,819 USD; total current liabilities 4,430,412 USD; current ratio 0.152.
Financial Highlights
- Revenue: 152,682 USD for Q3 2025, down 85.0% YoY and -10.47% QoQ; gross profit 145,527 USD with a gross margin of 0.9531.
- Operating metrics: operating loss -1,687,692 USD; EBITDA -2,987,292 USD; net loss -3,006,537 USD; EPS -1.57.
- Profitability: net margin -19.69%, operating margin -11.05%; gross margin 95.31% (due to low cost of revenue relative to revenue).
- Cash and liquidity: cash at end of period 614,304 USD; net cash used by operating activities -1,163,543 USD; net change in cash -732,435 USD; free cash flow -1,163,543 USD.
- Balance sheet: total assets ~39.90 million USD; total liabilities ~4.93 million USD; stockholders’ equity ~34.97 million USD. Intangible assets 14.71 million USD; long-term investments 24.31 million USD. Current assets 672,819 USD; total current liabilities 4,430,412 USD; current ratio 0.152.
- Leverage and solvency: total debt 2.42 million USD; net debt 1.81 million USD; debt/equity ~0.069; debt to capitalization ~6.47%.
- Valuation metrics (from ratios): price-to-book ~0.113x; price-to-sales ~25.84x; enterprise value multiple ~-1.93x (negative EV due to cash position vs. debt).
- Coverage and efficiency: receivables turnover ~63.6x; cash flow per share -0.607; price/operating cash flows and price/FCF both negative due to negative cash flows.
Income Statement
Metric
Value
YoY Change
QoQ Change
Revenue
152.68K
-85.36%
-10.47%
Gross Profit
145.53K
69.08%
-3.46%
Operating Income
-1.69M
-36.82%
23.37%
Net Income
-3.01M
-34.97%
-35.40%
EPS
-1.57
-726.32%
32.91%
Key Financial Ratios
currentRatio
0.15
grossProfitMargin
95.3%
operatingProfitMargin
-1105%
netProfitMargin
-1969%
returnOnAssets
-7.54%
returnOnEquity
-8.6%
debtEquityRatio
0.07
operatingCashFlowPerShare
$-0.61
freeCashFlowPerShare
$-0.61
priceToBookRatio
0.11
priceEarningsRatio
-0.33
Net Income vs. Revenue
Expense Breakdown
Management Commentary
- Strategy and execution: Martin Kay highlights the pivotal achievement of NSI becoming a broker-dealer, enabling private placements, Reg A/Reg D fundraising, and potential partnerships with other broker-dealers. He states NSI’s scope as a foundational revenue expansion vehicle: "NSI is now approved to do three things: First, handle private placements of securities as well as referral business. Second, support companies raising equity capital under Reg A and Reg D enabling larger fundraises and potentially attracting a broader range of issuers. And thirdly, partnering with other broker-dealers."
- Outlook and confidence: Kay emphasizes cautious optimism amid an uncertain market, noting early traction such as GenOn Neuroscience engaging NSI for potential Reg A activity: "Looking forward, we are pleased that GenOn Neuroscience, Inc. recently engaged Netcapital securities... to provide broker-dealer and administrative services". He reiterates continued updates on progress: "although the market environment remains uncertain, management remains cautiously optimistic and we look forward to keeping you updated on our progress."
- Operative performance vs. strategic shift: Coreen Kraysler notes the revenue decline is attributable to the absence of equity-services consulting revenue in Q3 2025 vs. Q3 2024, with a deliberate pivot away from equity-based revenue contracts as the broker-dealer subsidiary is established: "The decline in revenue was attributed to the lack of consulting service revenue for equity securities in Q3 2025, as compared to revenue of $862,346 for consulting services for equity securities in Q3 2024. In fiscal 2025, management has progressed on establishing our broker-dealer subsidiary... FINRA approval for Netcapital Securities, Inc."
NSI is now approved to do three things: First, handle private placements of securities as well as referral business. Second, support companies raising equity capital under Reg A and Reg D enabling larger fundraises and potentially attracting a broader range of issuers. And thirdly, partnering with other broker-dealers.
— Martin Kay
So although the market environment remains uncertain, management remains cautiously optimistic and we look forward to keeping you updated on our progress.
— Martin Kay
Forward Guidance
- Near-term guidance is qualitative rather than numeric. Management positions NSI as the primary growth engine, targeting revenue from private placements, Reg A/Reg D fundraising, and third-party partner collaborations.
- Key guidance themes to watch: (1) NSI revenue contribution trajectory (pipeline quality and win rate with Reg A/Reg D offerings), (2) cost discipline to offset higher regulatory/compliance and operating costs associated with broker-dealer operations, (3) progression and monetization of portfolio and equity-related services as the market stabilizes, (4) potential de-risking through portfolio exits or impairments.
- Risks to guidance: continued market uncertainty, reliance on portfolio companies for impairment reversals or reductions, and potential delays in monetizing NSI capabilities due to competitive dynamics and regulatory cycles.
- Investment thesis conclusion: If NSI begins to generate meaningful non-traditional revenue within the next 4–8 quarters and the company maintains strict cost controls, the current negative earnings trend could begin to reverse, supported by improving gross margins on non-consulting revenue lines. However, given the material impairment, liquidity constraints, and a relatively tight current ratio, investors should require visible top-line growth and positive free cash flow before extrapolating a sustainable margin expansion.
Competitive Position
Company
Gross Margin
Operating Margin
Return on Equity
P/E Ratio
NCPL Focus
95.31%
-11.05%
-8.60%
-32.80%
APLD
7.14%
-35.80%
-7.14%
-12.51%
TOP
0.00%
0.00%
0.00%
0.00%
SMFL
38.60%
-1.17%
-4.56%
-8.24%
ZVSA
0.00%
0.00%
-341.70%
-2.47%
Gross Profit Margin
Operating Profit Margin
Return on Equity
P/E Ratio Comparison
Investment Outlook
Netcapital is at a crossroads. The Q3 2025 results underscore a material revenue gap and negative cash generation, but the company has unlocked a meaningful strategic lever in NSI, the FINRA-approved broker-dealer subsidiary. The near-term investment case hinges on NSI translating pipeline activity and regulatory-driven opportunities (private placements, Reg A/Reg D offerings, and broker-dealer collaborations) into meaningful revenue and, ideally, positive cash flow. The GenOn Neuroscience engagement signals market validation of NSI’s value proposition, but execution risk remains substantial given market uncertainty and the substantial impairment risk embedded in the current asset base.
Quantitatively, revenue declined to 152,682 USD in Q3 2025 (YoY -85.0%, QoQ -10.5%), with a net loss of 3.01 million USD and a negative EBITDA of 2.99 million USD. The balance sheet shows a tight liquidity position (cash 0.61M USD; current ratio 0.152) and a substantial intangible asset footprint (≈ $14.7M) relative to current liabilities. Operational cash flow was negative (-1.16 million USD), and free cash flow was negative by the same magnitude, implying continued cash burn in the absence of meaningful NSI contributions.
If NSI execution accelerates and revenue from Reg A/Reg D and private placements scales meaningfully, Netcapital could begin to leverage its broker-dealer platform to diversify revenue and improve cash generation. However, given the current liquidity constraints, negative earnings trajectory, and valuation metrics implying investor expectations for growth (price-to-sales ~25.8x) despite negative earnings, the stock remains high-risk with a need for visible top-line growth and cash-flow inflection before a constructive re-rating. Key monitorables include: (1) NSI revenue contribution by quarter, (2) progression of the GenOn Neuroscience engagement into funded deals, (3) any impairment reversals or additional impairments on intangibles, and (4) changes in liquidity management and working capital efficiency. Investors with a longer horizon and higher risk tolerance may value the optionality of NSI but should demand clear progression toward revenue diversification and cash-flow break-even before assigning premium multiples to NCPL.”} } ) } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } } }}}
Key Investment Factors
Growth Potential
NSI enables scalable revenue through private placements, Reg A/Reg D fundraises, and broker-dealer partnerships. The growth potential rests on pipeline quality, regulatory approvals staying current, and successful monetization of advisory services via NSI-enabled offerings.
Profitability Risk
Primary risks include continued revenue concentration on non-operating segments, high impairment risk on intangible assets, liquidity pressures given a 0.152x current ratio, and regulatory/compliance costs from broker-dealer operations that may weigh on near-term profitability.
Financial Position
Strong stockholders’ equity base (≈$34.97M) supports balance sheet resilience, but liquidity is tight (cash ≈$0.61M) with negative operating cash flows. Large intangible assets (≈$14.71M) and long-term investments (≈$24.31M) imply potential impairment risk if market conditions deteriorate or if monetization fails to materialize.
SWOT Analysis
Strengths
FINRA approval of Netcapital Securities, Inc. (NSI) as a broker-dealer provides strategic optionality for revenue diversification (private placements, Reg A/Reg D, and partnerships).
Large, liquid long-term investment base (long-term investments ≈ $24.31M) supports balance sheet stability and potential cap table optionality.
Experienced leadership and a track record of pivoting toward capital markets services and advisory offerings.
Distinct fintech platform with cross-service capabilities (funding portal, onboarding, regulatory filings, custodial services) that can be leveraged for diversification.
Weaknesses
Significant revenue contraction in Q3 2025 (revenue down 85% YoY to $152,682) and dependence on non-recurring consulting revenue historically.
Material negative cash flow and liquidity stress (cash at end of period ≈ $614k; opex high; current ratio ≈ 0.152).
Intangible asset base (~$14.7M) creates impairment risk and potential write-downs if performance remains weak.
Relatively thin current asset coverage for near-term liabilities, elevating liquidity risk.
Negative net income and high operating leverage without clear near-term recurring revenue stream.
Opportunities
Revenue diversification via NSI into private placements and Reg A/Reg D offerings; potential to participate in larger capital raises and partnerships.
Early win with GenOn Neuroscience engagement indicating pipeline viability for Reg A opportunities.
Potential monetization or strategic disposition of non-core assets over time to improve capital efficiency.
Threats
Ongoing macro and market volatility affecting private placements and Reg A/Reg D fundraising dynamics.
Competitive landscape in fintech funding portals and broker-dealer services; potential regulatory changes increasing cost of compliance.
Asset impairment risk and potential dilution pressures if equity markets remain depressed or if NSI revenue ramp is slower than anticipated.