reAlpha Tech Corp. Reduces Floor Price in Amendment to Sales Agreement with A.G.P.

On January 31, 2025, reAlpha Tech Corp. (NASDAQ:AIRE) entered into Amendment No. 1 to the At the Market Sales Agreement with A.G.P./Alliance Global Partners (A.G.P.). This amendment aims to modify the existing agreement by adjusting the floor price from $5.00 to $3.90 per Placement Share.

As per the revised terms, reAlpha Tech Corp. will have the option to offer and sell shares (Placement Shares) of its common stock through A.G.P., with an aggregate offering price of up to $14,275,000, subject to the adjusted floor price of $3.90 per Placement Share. These sales will be conducted in accordance with the Company’s shelf registration statement on Form S-3 (File No. 333-283284).

The Company will compensate A.G.P. with a 3.0% cash commission based on the total gross proceeds from the Placement Shares sold under the Sales Agreement. Additionally, A.G.P. will be reimbursed for specified expenses related to the offering. It is important to note that the Company is not obligated to sell any of the Placement Shares under this agreement.

The offering of the Placement Shares will conclude upon the earliest of three conditions: the 36-month anniversary of the Original Agreement, sale of all Placement Shares, or termination of the Sales Agreement as outlined within the contract. Both reAlpha Tech Corp. and A.G.P. hold the right to terminate the Sales Agreement with a minimum of 5 days’ notice.

For further details on the Amendment and legal opinions, interested parties can reference the full text of the Amendment attached as Exhibit 1.1 and the legal opinion of Mitchell Silberberg & Knupp LLP filed as Exhibit 5.1.

Furthermore, as per Item 9.01 of the 8-K filing, on November 24, 2023, the Company had issued warrants to purchase up to 2,400,000 shares of common stock. Following the Amendment, the per-share exercise price of these warrants was decreased from $5.00 to $3.90. The number of shares available for purchase upon exercise of the warrants was adjusted to approximately 3,076,924 shares, maintaining the aggregate exercise price.

In conclusion, reAlpha Tech Corp.’s recent amendment to the Sales Agreement with A.G.P. signifies a strategic adjustment in pricing terms, providing potential benefits for both parties involved in the offering process.

This article was generated by an automated content engine and was reviewed by a human editor prior to publication. For additional information, read reAlpha Tech’s 8K filing here.

About reAlpha Tech

reAlpha Tech Corp., a real estate technology company, commercializes artificial intelligence (AI)-powered technologies. The company operates in two segments, Platform Services and Rental Business. The company offers and develops AI-based products and services to customers in the real-estate industry.