Offerpad Solutions Inc. Announces Pricing of $6 Million Registered Direct Offering and Concurrent Private Placement

TEMPE, Ariz.--(BUSINESS WIRE)-- Offerpad Solutions Inc. ("Offerpad") (NYSE: OPAD), a leading tech-enabled platform for residential real estate, today announced that it has entered into a securities purchase agreement with a single institutional investor for the purchase and sale of 2,857,143 shares of its common stock (or common stock equivalents in lieu thereof) in a registered direct offering at a purchase price of $2.10 per share (“the Registered Offering”).

In a concurrent private placement (the "Private Placement" and together with the Registered Offering, the "Offerings"), the Company also agreed to issue to the same investor warrants to purchase up to 1,428,571 shares of its common stock (the "Common Warrants"). The Common Warrants have an exercise price of $2.30 per share, will be exercisable commencing six months from the date of issuance, and will expire four years following the initial exercise date.

The closing of the Offerings are expected to occur on or about July 25, 2025, subject to the satisfaction of customary closing conditions. The gross proceeds from the Offerings are expected to be approximately $6 million, before deducting placement agent fees and other estimated offering expenses. The Company expects to use the net proceeds from the Offerings for general working capital.

A.G.P./Alliance Global Partners is acting as the sole placement agent for the Offerings.

The Registered Offering is being made pursuant to an effective shelf registration statement on Form S-3 (File No. 333-270994) previously filed with the U.S. Securities and Exchange Commission (the “SEC”). A prospectus supplement describing the terms of the proposed Offering will be filed with the SEC and will be available on the SEC’s website located at http://www.sec.gov. Electronic copies of the prospectus supplement may be obtained, when available, from A.G.P./Alliance Global Partners, 590 Madison Avenue, 28th Floor, New York, NY 10022, or by telephone at (212) 624-2060, or by email at prospectus@allianceg.com.

The private placement of the Common Warrants and the shares underlying the Common Warrants offered to the institutional investor will be made in reliance on an exemption from registration under Section 4(a)(2) of the Securities Act of 1933, as amended (the "Securities Act"). Accordingly, the securities issued in the concurrent private placements may not be offered or sold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Securities Act and such applicable state securities laws.

This press release shall not constitute an offer to sell or a solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or other jurisdiction.

About Offerpad

Offerpad, dedicated to simplifying the process of buying and selling homes, is a publicly traded company committed to providing comprehensive solutions that remove the friction from real estate. Our advanced real estate platform offers a range of services, from consumer cash offers to B2B renovation solutions and industry partnership programs, all tailored to meet the unique needs of our clients. Since 2015, we've leveraged local expertise in residential real estate alongside proprietary technology to guide homeowners at every step.

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Forward-Looking Statements

This release contains “forward-looking statements” made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements are typically preceded by words such as “believes,” “expects,” “anticipates,” “intends,” “will,” “may,” “should,” or similar expressions. These forward-looking statements reflect management’s current knowledge, assumptions, judgment and expectations regarding future performance or events. Although management believes that the expectations reflected in such statements are reasonable, they give no assurance that such expectations will prove to be correct or that those goals will be achieved, and you should be aware that actual results could differ materially from those contained in the forward-looking statements. Forward-looking statements are subject to a number of risks and uncertainties, including, but not limited to, risks associated with market conditions and the satisfaction of customary closing conditions related to the proposed offering and uncertainties related to the size, timing, completion, and use of proceeds from the proposed offering. For a further description of the risks and uncertainties that could cause actual results to differ from those expressed in these forward-looking statements, as well as risks relating to the Company’s business in general, please refer to the Company’s prospectus supplement to be filed with the SEC, and the documents incorporated by reference therein, including the Company’s Form 10-K for the year ended December 31, 2024 and Form 10-Q for the quarter ended March 31, 2025.

All forward-looking statements are expressly qualified in their entirety by this cautionary notice. You are cautioned not to place undue reliance on any forward-looking statements, which speak only as of the date of this release. The Company has no obligation, and expressly disclaims any obligation, to update, revise or correct any of the forward-looking statements, whether as a result of new information, future events or otherwise.

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Investors

Investors@offerpad.com

Media

Cortney Read

Chief of Staff & VP, Operations

press@offerpad.com

Source: Offerpad