reAlpha Tech raises $5 million in registered direct offering

DUBLIN, Ohio - reAlpha Tech Corp. (NASDAQ:AIRE) announced Monday it has entered into definitive agreements to sell 14,285,718 shares of its common stock at $0.35 per share in a registered direct offering priced at-the-market under Nasdaq rules. The offering comes as the company’s stock trades at $0.85, down over 93% year-to-date, according to InvestingPro data.

The AI-powered real estate technology company will also issue unregistered warrants to purchase an equal number of shares at the same exercise price in a concurrent private placement. The warrants will be exercisable immediately upon issuance and expire five years from the effective date of the registration statement covering the resale of shares issuable upon their exercise. InvestingPro data reveals the company’s concerning financial health score of 1.23, labeled as "WEAK," with current liabilities exceeding liquid assets.

The offering, expected to close on or about July 22, 2025, is projected to generate approximately $5 million in gross proceeds before deducting placement agent fees and other expenses. H.C. Wainwright & Co. is serving as the exclusive placement agent for the transaction.

According to the press release statement, reAlpha intends to use the net proceeds for working capital and general corporate purposes, potentially including debt repayment, acquisitions, capital expenditures, and cryptocurrency purchases in line with the company’s investment policy.

The common stock is being offered through a shelf registration statement previously declared effective by the SEC, while the unregistered warrants are being offered in a private placement under Section 4(a)(2) of the Securities Act of 1933.

reAlpha Tech Corp. describes itself as developing an end-to-end platform that streamlines real estate transactions through integrated brokerage, mortgage, and title services.

The closing of the offering remains subject to the satisfaction of customary closing conditions.

In other recent news, reAlpha Tech Corp. has closed its public offering, raising approximately $2 million in gross proceeds. This offering included 13,333,334 shares of common stock, accompanied by Series A-1 and Series A-2 warrants for additional shares, priced at $0.15 each. H.C. Wainwright & Co. acted as the exclusive placement agent. The company plans to use the proceeds for working capital and general corporate purposes, such as debt repayment and acquisitions. Additionally, reAlpha Tech Corp. entered into a waiver agreement with Streeterville Capital, allowing it to adhere to certain financing restrictions. This agreement is tied to an earlier note purchase and secured promissory note from August 2024. Moreover, reAlpha Tech Corp. received a redemption notice from Streeterville Capital for $350,000, which it intends to settle by issuing common stock. This potential transaction involves issuing approximately 1,267,656 shares at $0.2761 per share. The company has not yet finalized the agreement for this share issuance.

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