reAlpha Tech Corp. Announces Pricing of $2 Million Public Offering

DUBLIN, Ohio, July 16, 2025 (GLOBE NEWSWIRE) — reAlpha Tech Corp. (Nasdaq: AIRE) (the “Firm” or “reAlpha”), an AI-powered actual property know-how firm, right now introduced the pricing of a public providing of an mixture of 13,333,334 shares of its frequent inventory, along with Sequence A-1 warrants to buy as much as 13,333,334 shares of frequent inventory and Sequence A-2 warrants to buy as much as 13,333,334 shares of frequent inventory, at a mixed public providing value of $0.15 per share and accompanying warrants. The Sequence A-1 warrants and the Sequence A-2 warrants could have an train value of $0.15 per share and can be exercisable starting on the efficient date of stockholder approval of the issuance of the shares upon train of the warrants. The Sequence A-1 warrants will expire 5 years from the date of stockholder approval and the Sequence A-2 warrants will expire twenty-four months from the date of stockholder approval. The closing of the providing is anticipated to happen on or about July 18, 2025, topic to the satisfaction of customary closing situations.

H.C. Wainwright & Co. is performing because the unique placement agent for the providing.

The gross proceeds from the providing, earlier than deducting the location agent’s charges and different providing bills payable by the Firm, are anticipated to be roughly $2 million. The Firm intends to make use of the online proceeds from this providing for working capital and common company functions, which might embrace reimbursement of debt, future acquisitions, capital expenditures and the acquisition of cryptocurrencies in accordance with the Firm’s cryptocurrency funding coverage.

The securities described above are being provided pursuant to a registration assertion on Kind S-1 (File No. 333-288571), which was declared efficient by the Securities and Alternate Fee (the “SEC”) on July 16, 2025. The providing is being made solely by the use of a prospectus forming a part of the efficient registration assertion regarding the providing. A preliminary prospectus regarding the providing has been filed with the SEC. Digital copies of the ultimate prospectus, when obtainable, could also be obtained on the SEC’s web site at http://www.sec.gov and might also be obtained by contacting H.C. Wainwright & Co., LLC at 430 Park Avenue, third Ground, New York, NY 10022, by cellphone at (212) 856-5711 or e-mail at placements@hcwco.com.

This press launch shall not represent a suggestion to promote or a solicitation of a suggestion to purchase any of the securities described herein, nor shall there be any sale of those securities in any state or different jurisdiction wherein such provide, solicitation or sale could be illegal previous to the registration or qualification underneath the securities legal guidelines of any such state or different jurisdiction.

About reAlpha Tech Corp.

reAlpha Tech Corp. (Nasdaq: AIRE) is an AI-powered actual property know-how firm remodeling the multi-trillion-dollar U.S. actual property providers market. reAlpha is creating an end-to-end platform that streamlines actual property transactions by built-in brokerage, mortgage, and title providers. With a strategic, acquisition-driven development mannequin and proprietary AI infrastructure, reAlpha is constructing a vertically built-in ecosystem designed to ship a less complicated, smarter, and extra inexpensive path to homeownership. For extra info, go to http://www.realpha.com.

Ahead-Trying Statements

The knowledge on this press launch contains “forward-looking statements.” Any statements apart from statements of historic reality contained herein, together with statements as to the completion of the providing, the satisfaction of customary closing situations associated to the providing, the receipt of stockholder approval and the supposed use of web proceeds from the providing, are forward-looking statements. In some circumstances, you’ll be able to establish forward-looking statements by terminology equivalent to “might”, “ought to”, “might”, “would possibly”, “plan”, “attainable”, “undertaking”, “try”, “price range”, “forecast”, “anticipate”, “intend”, “will”, “estimate”, “anticipate”, “consider”, “predict”, “potential” or “proceed”, or the negatives of those phrases or variations of them or comparable terminology. Components which will trigger precise outcomes to vary materially from present expectations embrace, however usually are not restricted to: reAlpha’s skill to regain and maintain compliance with the Nasdaq Capital Market’s continued itemizing requirements and stay listed on the Nasdaq Capital Market; reAlpha’s skill to pay contractual obligations; reAlpha’s liquidity, working efficiency, money circulate and talent to safe satisfactory financing; reAlpha’s restricted working historical past and that reAlpha has not but absolutely developed its AI-based applied sciences; whether or not reAlpha’s know-how and merchandise can be accepted and adopted by its prospects and supposed customers; reAlpha’s skill to commercialize its creating AI-based applied sciences; reAlpha’s skill to efficiently enter new geographic markets; reAlpha’s skill to combine the enterprise of its acquired corporations into its current enterprise and the anticipated demand for such acquired corporations’ providers; reAlpha’s skill to scale its operational capabilities to broaden into further geographic markets and nationally; the potential lack of key workers of reAlpha and of its subsidiaries; the end result of sure excellent authorized proceedings in opposition to reAlpha; reAlpha’s skill to acquire, and preserve, the required licenses to function within the U.S. states wherein it, or its subsidiaries, function in, or intend to function in; reAlpha’s skill to efficiently establish and purchase corporations which are complementary to its enterprise mannequin; the lack to keep up and strengthen reAlpha’s model and repute; any accidents or incidents involving cybersecurity breaches and incidents; the lack to precisely forecast demand for AI-based actual estate-focused merchandise; the lack to execute enterprise goals and development methods efficiently or maintain reAlpha’s development; the lack of reAlpha’s prospects to pay for reAlpha’s providers; the lack of reAlpha to acquire further financing or entry the capital markets to fund its ongoing operations on acceptable phrases and situations; the end result of any authorized proceedings that is perhaps instituted in opposition to reAlpha; modifications in relevant legal guidelines or laws, and the affect of the regulatory surroundings and complexities with compliance associated to such surroundings; and different dangers and uncertainties indicated in reAlpha’s SEC filings. Ahead-looking statements are based mostly on the opinions and estimates of administration on the date the statements are made and are topic to quite a lot of dangers and uncertainties and different elements that might trigger precise occasions or outcomes to vary materially from these anticipated within the forward-looking statements. Though reAlpha believes that the expectations mirrored within the forward-looking statements are affordable, there will be no assurance that such expectations will show to be right. reAlpha’s future outcomes, degree of exercise, efficiency or achievements might differ materially from these contemplated, expressed or implied by the forward-looking statements, and there’s no illustration that the precise outcomes achieved would be the similar, in entire or partially, as these set out within the forward-looking statements. For extra details about the elements that might trigger such variations, please discuss with reAlpha’s filings with the SEC. Readers are cautioned to not put undue reliance on forward-looking statements, and reAlpha doesn’t undertake any obligation to replace or revise any forward-looking statements, whether or not because of new info, future occasions or in any other case, besides as required by regulation.

Media Contact:
Cristol Rippe, Chief Advertising Officer
cristol@realpha.com

Investor Relations Contact:
Adele Carey, VP of Investor Relations
investorrelations@realpha.com