reAlpha Tech (Nasdaq: AIRE) Q1 2026 revenue, cash and loss details
Rhea-AI Filing Summary
reAlpha Tech Corp. reported first-quarter 2026 results showing modestly lower revenue but significantly higher operating losses as it scales its platform. Revenue was $841,062 versus $925,635 in Q1 2025, while gross profit increased slightly to $552,265 from $518,667, reflecting improved margins.
Operating expenses nearly doubled to $4,832,923, driven mainly by higher wages, benefits, and marketing, leading to an operating loss of $4,280,658 compared with $2,422,258 a year earlier. Net loss attributable to common stockholders widened to $4,375,623, or $0.03 per share, versus $2,849,942, or $0.06 per share. Adjusted EBITDA was a loss of $3,795,500, compared with a loss of $1,960,997 in Q1 2025.
Cash declined to $4,667,612 at March 31, 2026 from $7,783,529 at December 31, 2025, reflecting operating cash outflows. The company also amended its 2025 Short-Term Incentive Plan, updating performance targets and tying award value to the 10-day volume weighted average price of its common stock.
Positive
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Negative
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Insights
reAlpha posted higher Q1 losses as it invests heavily in growth.
reAlpha Tech Corp. generated Q1 2026 revenue of $841,062, slightly below Q1 2025. Gross profit improved to $552,265, indicating better unit economics, but aggressive spending on wages and marketing pushed operating expenses to $4,832,923, almost double the prior year.
Net loss attributable to common stockholders widened to $4,375,623, while Adjusted EBITDA was a loss of $3,795,500. Cash decreased to $4,667,612 at March 31, 2026, highlighting ongoing cash burn. These figures underscore a business still in investment mode rather than profitability.
The amended 2025 Short-Term Incentive Plan links executive awards to quarterly targets for revenue, platform handoff rate, and corporate development quality, with award value based on a 10-day volume weighted average share price. This structure more tightly connects management compensation to operational and strategic execution each quarter.
8-K Event Classification
Key Figures
Key Terms
Adjusted EBITDA financial
derivative liability financial
contingent consideration financial
Series A Convertible Preferred Stock financial
non-U.S. GAAP financial measure financial
Short-Term Incentive Plan financial
Earnings Snapshot
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (date
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Securities registered pursuant to Section 12(b) of the Act:
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Item 2.02 Results of Operations and Financial Condition.
On April 28, 2026, reAlpha Tech Corp. (the “Company”) issued a press release regarding its financial results and business highlights for the quarter ended March 31, 2026. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K (this “Form 8-K”).
The Company is making reference to non-U.S. GAAP financial information in the press release. A reconciliation of U.S. GAAP to non-U.S. GAAP results is provided in the attached Exhibit 99.1 press release.
The information furnished pursuant to Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any other filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Amended and Restated 2025 Short -Term Incentive Plan
As previously disclosed on the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 (the “Form 10-K”), the compensation committee of the Company’s board of directors (the “Compensation Committee”) approved the Company’s 2025 Short-Term Incentive Plan (the “STIP”) on February 4, 2025. The STIP’s existing terms are described in the section titled “Item 11. Executive Compensation – Equity-Based Compensation – 2025 Short Term Incentive Plan” of the Form 10-K, which description is incorporated herein by reference.
On April 23, 2026, the Compensation Committee approved and adopted the amended and restated STIP (the “A&R STIP”), which amends and restates the STIP in its entirety. The amendments effected by the A&R STIP modify the performance targets set forth therein and the method of computation of the issuance value of any performance-based restricted stock unit awards granted thereunder (each, an “Award”). There were no other changes to the STIP in connection with the adoption of the A&R STIP except as described herein.
Generally, participants may earn Awards pursuant to the A&R STIP based on the Company’s achievement of certain pre-determined quarterly performance targets for three different performance target categories for each fiscal quarter, which are approved by the Compensation Committee at the beginning of each fiscal year but may be adjusted on a fiscal quarterly basis at the Compensation Committee’s sole discretion during the fiscal year depending on the Company’s results. Under the A&R STIP, the Compensation Committee approved the following quarterly performance targets: (i) revenue achieved by the Company; (ii) the platform handoff rate, which relates to the efficiency of the post-acquisition integrations, operations functionality, and platform updates to create a product that is closer to end-to-end; and (iii) the quality of corporate development transactions consummated by the Company during the fiscal quarter, as determined in the sole discretion of the Compensation Committee. Further, the A&R STIP provides that the Awards issuable thereunder will have an issuance value computed based on the 10-day volume weighted average closing price of the Company’s common stock, par value $0.001 per share, as reported on The Nasdaq Stock Market LLC, for the ten (10) days prior to and including the applicable grant date of each Award.
The foregoing description of the A&R STIP is not complete and is qualified in its entirety by reference to the full text of the A&R STIP, a copy of which is attached hereto as Exhibit 10.1 and is incorporated herein by reference.
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Item 9.01 Financial Statements and Exhibits
(d) Exhibits
| Exhibit Number |
Description | |
| 10.1+ | Amended and Restated 2025 Short-Term Incentive Plan. | |
| 99.1* | Press Release, dated April 28, 2026. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
| * | Furnished herewith. |
| + |
Agreement with management or compensatory plan or arrangement. |
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: April 28, 2026 | reAlpha Tech Corp. | |
| By: | /s/ Michael J. Logozzo | |
| Michael J. Logozzo | ||
| Chief Executive Officer | ||
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Exhibit 99.1
reAlpha (Nasdaq: AIRE) Reports First-Quarter 2026 Financial Results
Platform enters spring homebuying season with broader service coverage, a newly launched Homebuying Hub, and Total Transaction Volume that more than doubled year-over-year
DUBLIN, OH – April. 28 2026 (GLOBE NEWSWIRE) – reAlpha Tech Corp. (Nasdaq: AIRE) (the “Company” or “reAlpha”), an AI-powered real estate technology company, today announced financial results for the first quarter ended March 31, 2026.
Financial Highlights
(All figures are approximate and compared to Q1 2025 unless otherwise stated)
| ● | Revenue decreased 9% to $0.8 million in the first quarter of 2026, compared to $0.9 million in the first quarter of 2025. |
| ○ | Homebuying Services Segment revenue was $0.6 million, compared to $0.8 million in the prior year period, reflecting contributions from reAlpha Mortgage and Prevu, which was acquired in November 2025, and partially offset by the absence of revenue generated by GTG Financial following the rescission of the acquisition in August 2025. |
| ○ | Technology Services Segment revenue was $0.3 million, compared to $0.2 million in the prior year period, driven by growth in AiChat’s subscription-based platform and related services. |
| ● | Cash and cash equivalents increased 288% to $4.7 million as of March 31, 2026, compared to $1.2 million as of March 31, 2025, primarily reflecting capital raised during 2025, including proceeds from warrant exercises. |
| ● | Gross profit increased to $0.6 million, up from $0.5 million in the first quarter of 2025. Gross margin increased to 66% from 56% in the first quarter of 2025, primarily reflecting a higher contribution from AiChat’s technology services, which carry higher gross margins than the Company’s real estate and mortgage operations. |
| ● | Adjusted EBITDA was $(3.8) million, compared to $(2.0) million in the first quarter of 2025, primarily reflecting the full-quarter impact of operating expenses from recently acquired businesses, the use of marketing credits from the media-for-equity transaction with Mercurius Media and higher operating expenses year-over-year. |
| ● | Net loss was $4.3 million in the first quarter of 2026, compared to $2.9 million in the first quarter of 2025. |
| ● | Total Transaction Volume increased by 119% to $131.3 million, compared to $59.9 million in Q1 2025. Total Transaction Volume reflects the aggregate dollar value of brokerage, mortgage and title transactions facilitated through the reAlpha platform on a trailing twelve-month basis. |
“Our first quarter results reflect continued progress in scaling the reAlpha platform alongside a more dynamic housing market environment. While revenue declined year-over-year, we delivered strong growth in total transaction volume and improved gross margins, supported by the performance of our core homebuying and technology services,” said Thomas Kutzman, Chief Financial Officer of reAlpha. “As the quarter progressed, a combination of interest rate volatility and broader market uncertainty influenced homebuyer activity, contributing to a more selective and timing-sensitive buyer environment. In this context, execution and efficiency across the platform are critical. We are focused on improving coordination throughout the homebuying journey, strengthening conversion, and positioning the business for future growth.”
Business Highlights
During Q1 2026, reAlpha advanced a set of operating priorities aimed at increasing service coordination, clarifying the buyer value proposition, and improving readiness for the spring homebuying season:
| ● | Launched Homebuying Hub to coordinate the buy-side journey across search, financing, and closing. The centralized platform brings simplified structure to the transaction process by helping buyers navigate key milestones through a more unified experience. reAlpha believes that the launch of the Hub is an important step toward improving customer continuity across the full homebuying journey. |
| ● | Introduced enhanced “Make an Offer” functionality to streamline the transition from search to transaction. The updated workflow gives buyers a clearer path into the offer stage and helps reduce friction at a critical point in conversion. This improvement is part of reAlpha’s ongoing effort to simplify execution across high-intent moments in the buying process. |
| ● | Improved multi-service onboarding and customer progression flows to support a more coordinated cross-service experience. reAlpha continued refining how customers move between real estate, financing, and related transaction milestones on the platform. The result is intended to be a more connected experience that better supports engagement across multiple services. |
| ● | Upgraded the Multiple Listing Service data pipeline to improve listing sync and platform responsiveness. Faster listing updates help ensure that users are seeing more current information as they search and evaluate homes. The enhancement is also expected to strengthen the reliability of the platform during periods of active customer engagement. |
| ● | Appointed Thomas Kutzman as Chief Financial Officer to oversee financial operations, capital strategy, and key corporate functions. Mr. Kutzman’s appointment provides senior financial leadership as reAlpha continues to scale its platform, integration efforts, and public-company infrastructure. reAlpha expects his leadership to support operational discipline, financial oversight, and execution across key strategic initiatives. |
| ● | Embedded agentic AI into core back-office workflows across Operations, M&A, Marketing, Strategy, and Research. These workflow initiatives are intended to improve how teams manage planning, diligence, coordination, and decision-making across the organization. reAlpha believes this internal AI layer can help the business scale more efficiently while maintaining execution speed. |
“As we navigate current market headwinds, we are seeing our platform strategy translate into real momentum, with total transaction volume more than doubling year over year as we expand our service coverage and better coordinate real estate, mortgage, and title,” said Mike Logozzo, Chief Executive Officer of reAlpha. “During the quarter, we focused on making a better homebuying model more tangible, with a clearer savings proposition, a more organized path from search through financing, and continued progress in how the buyer journey works together. In a market where affordability is stretched and buyers are more selective, we believe the long-term winner will be the company that makes homebuying easier, more trustworthy, and more affordable for the customer.”
About reAlpha Tech Corp.
reAlpha Tech Corp. (Nasdaq: AIRE) is an AI-powered real estate technology company that aims to transform the multi-trillion-dollar U.S. real estate services market. reAlpha is developing an end-to-end platform that streamlines real estate transactions through integrated brokerage, mortgage, and title services. With a strategic, acquisition-driven growth model and proprietary AI infrastructure, reAlpha is building a vertically integrated ecosystem designed to deliver a simpler, smarter, and more affordable path to homeownership. For more information, visit www.realpha.com.
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Forward-Looking Statements
The information in this press release includes “forward-looking statements.” Any statements other than statements of historical fact contained herein, including statements by reAlpha’s Chief Executive Officer, Mike Logozzo, and reAlpha’s Chief Financial Officer, Thomas Kutzman, are forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as “may”, “should”, “could”, “might”, “plan”, “possible”, “project”, “strive”, “budget”, “forecast”, “expect”, “intend”, “will”, “estimate”, “anticipate”, “believe”, “predict”, “potential” or “continue”, or the negatives of these terms or variations of them or similar terminology. Factors that may cause actual results to differ materially from current expectations include, but are not limited to: reAlpha’s limited operating history and that reAlpha has not yet fully developed its AI-based technologies; the health of the U.S. residential real estate industry and changes in general economic conditions; reAlpha’s ability to pay contractual obligations; reAlpha’s liquidity, operating performance, cash flow and ability to secure adequate financing; reAlpha’s ability to regain compliance with the minimum bid price requirement under Nasdaq Listing Rule 5550(a)(2) and maintain compliance with all Nasdaq listing rules; reAlpha’s ability to regain compliance with the minimum bid price requirement under Nasdaq Listing Rule 5550(a)(2); reAlpha’s ability to generate additional sales or revenue from having access to, or obtaining, additional U.S. states brokerage licenses; whether reAlpha’s technology and products will be accepted and adopted by its customers and intended users; reAlpha’s ability to commercialize its developing AI-based technologies; reAlpha’s ability to translate improvements to its platform and homebuying journey into increased revenue; reAlpha’s ability to integrate the business of its acquired companies into its existing business and the anticipated demand for such acquired companies’ services; reAlpha’s ability to successfully enter new geographic markets and to scale its operational capabilities to expand into additional geographic markets and nationally; the potential loss of key employees of reAlpha and of its subsidiaries; the outcome of certain outstanding legal proceedings or any legal proceedings that may be instituted against reAlpha; reAlpha’s ability to obtain, and maintain, the required licenses to operate in the U.S. states in which it, or its subsidiaries, operate in, or intend to operate in; the inability to maintain and strengthen reAlpha’s brand and reputation; reAlpha’s ability to enhance its operational efficiency, improve cross-functional coordination and support the reAlpha platform’s continued growth through the implementation of new internal processes and initiatives, including upgrades thereto; reAlpha’s ability to continue attracting loan officers and maintain its relationship with its REALTOR® affiliate to expand its operations nationally; any accidents or incidents involving cybersecurity breaches and incidents; the availability of rebates, which may be limited or restricted by state law; risks specific to AI-based technologies, including potential inaccuracies, bias, or regulatory restrictions; risks related to data privacy, including evolving laws and consumer expectations; the inability to accurately forecast demand for AI-based real estate-focused products; the inability to execute business objectives and growth strategies successfully or sustain reAlpha’s growth; the inability of reAlpha’s customers to pay for reAlpha’s services; reAlpha’s ability to obtain additional financing or access the capital markets on acceptable terms and conditions in the future; changes in applicable laws or regulations, including with respect to the real estate market, AI and AI technologies, and the impact of the regulatory environment and complexities with compliance related to such environment; reAlpha’s ability to effectively compete in the real estate and AI industries; and other risks and uncertainties indicated in reAlpha’s filings with the U.S. Securities and Exchange Commission (the “SEC”). Forward-looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those anticipated in the forward-looking statements. Although reAlpha believes that the expectations reflected in the forward-looking statements are reasonable, there can be no assurance that such expectations will prove to be correct. reAlpha’s future results, level of activity, performance or achievements may differ materially from those contemplated, expressed or implied by the forward-looking statements, and there is no representation that the actual results achieved will be the same, in whole or in part, as those set out in the forward-looking statements. For more information about the factors that could cause such differences, please refer to reAlpha’s filings with the SEC. Readers are cautioned not to put undue reliance on forward-looking statements, and reAlpha does not undertake any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
Media Contact:
Cristol Rippe, Chief Marketing Officer
media@realpha.com
Investor Relations Contact:
Adele Carey, VP of Investor Relations
InvestorRelations@reAlpha.com
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reAlpha Tech Corp. and Subsidiaries
Condensed Consolidated Balance Sheet
March 31, 2026 (Unaudited) and December 31, 2025
| March 31, 2026, | December 31, 2025 | |||||||
| ASSETS | ||||||||
| Current Assets | ||||||||
| Cash | $ | 4,667,612 | $ | 7,783,529 | ||||
| Accounts receivable, net | 91,610 | 68,148 | ||||||
| Pre-paid expenses | 353,958 | 961,411 | ||||||
| Other current assets | 237,385 | 362,293 | ||||||
| Escrow deposit | 500,000 | 600,000 | ||||||
| Total current assets | 5,850,565 | 9,775,381 | ||||||
| Property and Equipment, at cost | ||||||||
| Property and equipment, net | $ | 103,165 | $ | 64,626 | ||||
| Other Assets | ||||||||
| Investments | 59,417 | 111,646 | ||||||
| Intangible assets, net | 4,164,833 | 4,306,553 | ||||||
| Goodwill | 7,459,125 | 7,459,125 | ||||||
| TOTAL ASSETS | $ | 17,637,105 | $ | 21,717,331 | ||||
| LIABILITIES, MEZZANINE EQUITY AND STOCKHOLDERS’ EQUITY | ||||||||
| Current Liabilities | ||||||||
| Accounts payable | $ | 551,533 | $ | 306,216 | ||||
| Related party payables | 5,622 | 5,654 | ||||||
| Short term loans - related parties -current portion | 72,046 | 86,585 | ||||||
| Short term loans - unrelated parties -current portion | 186,839 | 209,601 | ||||||
| Accrued expenses | 325,274 | 660,577 | ||||||
| Deferred liabilities- current portion | 1,242,466 | 1,960,850 | ||||||
| Deferred revenue | 363,618 | 396,227 | ||||||
| Total current liabilities | $ | 2,747,398 | $ | 3,625,710 | ||||
| Long-Term Liabilities | ||||||||
| Derivative liability | 4,602,480 | 4,574,980 | ||||||
| Other long-term loans - unrelated parties - net of current portion | 71,630 | 88,411 | ||||||
| Deferred liabilities - net of current portion | 577,836 | 561,740 | ||||||
| Contingent consideration | 326,527 | 344,877 | ||||||
| Total liabilities | $ | 8,325,871 | $ | 9,195,718 | ||||
| Mezzanine Equity | ||||||||
| Preferred Stock, $0.001 par value; 5,000,000 shares authorized, of which 1,000,000 shares are designated as Series A Convertible Preferred Stock; 256,125 and 250,000 shares issued and outstanding as of March 31, 2026, and December 31, 2025, respectively. | 1,057,500 | 1,020,377 | ||||||
| Stockholders’ Equity | ||||||||
| Common stock ($0.001 par value; 200,000,000 shares authorized, 134,118,789 and 131,740,675 shares outstanding as of March 31, 2026; and December 31, 2025, respectively. | 134,119 | 131,741 | ||||||
| Additional paid-in capital | 68,588,279 | 67,466,893 | ||||||
| Accumulated deficit | (60,356,156 | ) | (55,980,534 | ) | ||||
| Accumulated other comprehensive (loss) | (123,538 | ) | (127,889 | ) | ||||
| Total stockholders’ equity of reAlpha Tech Corp. | 8,242,704 | 11,490,211 | ||||||
| Non-controlling interests in consolidated entities | 11,030 | 11,025 | ||||||
| Total stockholders’ equity | 8,253,734 | 11,501,236 | ||||||
| TOTAL LIABILITIES, MEZZANINE EQUITY AND STOCKHOLDERS’ EQUITY | $ | 17,637,105 | $ | 21,717,331 | ||||
4
reAlpha Tech Corp. and Subsidiaries
Condensed Consolidated Statements of Operations and Comprehensive Loss
For the Three Months Ended March 31, 2026 and 2025 (Unaudited)
| March 31, 2026 | March 31, 2025 | |||||||
| Revenues | $ | 841,062 | $ | 925,635 | ||||
| Cost of revenues | 288,797 | 406,968 | ||||||
| Gross Profit | 552,265 | 518,667 | ||||||
| Operating Expenses | ||||||||
| Wages, benefits and payroll taxes | 2,128,488 | 1,060,104 | ||||||
| Marketing and advertising | 1,261,980 | 518,939 | ||||||
| Professional and legal fees | 727,632 | 742,159 | ||||||
| Depreciation and amortization | 165,202 | 179,149 | ||||||
| Other operating expenses | 549,621 | 440,574 | ||||||
| Total operating expenses | 4,832,923 | 2,940,925 | ||||||
| Operating Loss | (4,280,658 | ) | (2,422,258 | ) | ||||
| Other Expense (Income) | ||||||||
| Changes in fair value of contingent consideration | (18,350 | ) | 93,000 | |||||
| Interest expense, net | 24,680 | 205,063 | ||||||
| Change in fair value of derivative liability | 27,500 | - | ||||||
| Other expense, net | 24,007 | 129,846 | ||||||
| Total other expense | 57,837 | 427,909 | ||||||
| Net Loss from continuing operations before income taxes | (4,338,495 | ) | (2,850,167 | ) | ||||
| Income tax (expense) benefit | - | - | ||||||
| Net Loss from continuing operations | (4,338,495 | ) | (2,850,167 | ) | ||||
| Net Loss | $ | (4,338,495 | ) | $ | (2,850,167 | ) | ||
| Less: Net Income (Loss) Attributable to Non-Controlling Interests | 5 | (409 | ) | |||||
| Net Loss Attributable to Controlling Interests | $ | (4,338,500 | ) | $ | (2,849,758 | ) | ||
| Preferred stock dividend | 37,123 | $ | 184 | |||||
| Net Loss Attributable to Common Stockholders | $ | (4,375,623 | ) | $ | (2,849,942 | ) | ||
| Other comprehensive income | ||||||||
| Foreign currency translation adjustments | 4,351 | (11,931 | ) | |||||
| Total other comprehensive (Loss) income | 4,351 | (11,931 | ) | |||||
| Comprehensive Loss Attributable to Common Stockholders | $ | (4,371,272 | ) | $ | (2,861,873 | ) | ||
| Basic loss per share | ||||||||
| Continuing operations | $ | (0.03 | ) | $ | (0.06 | ) | ||
| Net Loss per share — basic | $ | (0.03 | ) | $ | (0.06 | ) | ||
| Diluted loss per share | ||||||||
| Continuing operations | $ | (0.03 | ) | $ | (0.06 | ) | ||
| Net Loss per share — diluted | $ | (0.03 | ) | $ | (0.06 | ) | ||
| Weighted-average outstanding shares — basic | 132,384,827 | 45,913,591 | ||||||
| Weighted-average outstanding shares — diluted | 132,384,827 | 45,913,591 | ||||||
5
reAlpha Tech Corp. and Subsidiaries
Condensed Consolidated Statements of Cash Flows
For the Three Months Ended March 31, 2026, and 2025 (unaudited)
| For the Three Months Ended | For the Three Months Ended | |||||||
| March 31, 2026 | March 31, 2025 | |||||||
| Cash Flows from Operating Activities: | ||||||||
| Net Loss | $ | (4,338,495 | ) | $ | (2,850,167 | ) | ||
| Adjustments to reconcile net loss to net cash used in operating activities: | ||||||||
| Depreciation and amortization | 165,202 | 179,149 | ||||||
| Amortization of loan discounts and origination fees | - | 72,501 | ||||||
| Common stock issued to non-employee | 3,115 | - | ||||||
| Stock based compensation - employees | 340,848 | 78,355 | ||||||
| Change in fair value of contingent consideration | (18,350 | ) | 93,000 | |||||
| Non-cash commitment fee expenses | - | 125,000 | ||||||
| Change in fair value of derivative liability | 27,500 | - | ||||||
| Non-cash marketing and advertising | 593,429 | - | ||||||
| Interest expense on deferred consideration | - | - | ||||||
| Loss from equity method investment | 2,229 | 872 | ||||||
| Changes in operating assets and liabilities | ||||||||
| Accounts receivable | (28,965 | ) | 17,732 | |||||
| Receivable from related parties | - | 5,465 | ||||||
| Pre-paid expenses | 14,024 | (3,810 | ) | |||||
| Other current assets | 224,908 | (7,160 | ) | |||||
| Accounts payable | 245,317 | 184,803 | ||||||
| Payable to related parties | (32 | ) | 93 | |||||
| Accrued expenses | (387,081 | ) | (187,813 | ) | ||||
| Deferred liabilities | 65,208 | - | ||||||
| Deferred revenue | (32,609 | ) | 24,877 | |||||
| Total adjustments | 1,214,743 | 583,064 | ||||||
| Net cash used in operating activities | (3,123,752 | ) | (2,267,103 | ) | ||||
| Cash Flows from Investing Activities: | ||||||||
| Additions to property and equipment | (47,334 | ) | (13,665 | ) | ||||
| Cash paid for acquisitions, net | - | 349,529 | ||||||
| Cash used for additions to capitalized software | (16,476 | ) | (91,310 | ) | ||||
| Net cash (used in) provided by investing activities | (63,810 | ) | 244,554 | |||||
| Cash Flows from Financing Activities: | ||||||||
| Proceeds from issuance of debt- related parties | - | 155,481 | ||||||
| Proceeds from issuance of common stock | 131,341 | 231,235 | ||||||
| Payments of debt | (54,083 | ) | (283,711 | ) | ||||
| Equity issuance expenses | (5,191 | ) | - | |||||
| Net cash provided by financing activities | 72,067 | 103,005 | ||||||
| Net decrease in cash | (3,115,495 | ) | (1,919,544 | ) | ||||
| Effect of exchange rate changes on cash | (422 | ) | - | |||||
| Cash - Beginning of Period | 7,783,529 | 3,123,944 | ||||||
| Cash - End of Period | $ | 4,667,612 | $ | 1,204,400 | ||||
| Supplemental disclosure of cash flow information | ||||||||
| Interest expense | $ | (6,659 | ) | - | ||||
| Non-cash Investing and Financing Activities: | ||||||||
| Series A Convertible Preferred Stock issuance - MMC | - | 5,000,000 | ||||||
| Series A Convertible Preferred Stock issuance - GTG Financial | - | 284,992 | ||||||
| Deferred cash payments - GTG Financial | - | 1,344,750 | ||||||
| Deferred issuance of common stock - GTG Financial | - | 1,287,000 | ||||||
| Deferred issuance of common stock - Prevu | 617,495 | - | ||||||
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Non-GAAP Financial Measures
To supplement our financial information presented in accordance with U.S. GAAP, we believe “Adjusted EBITDA,” a “non-U.S. GAAP financial measure,” as such term is defined under the rules of the SEC, is useful in evaluating our operating performance. We use Adjusted EBITDA to evaluate our ongoing operations and for internal planning and forecasting purposes. We believe that this non-U.S. GAAP financial measure may be helpful to investors because it provides consistency and comparability with past financial performance. However, this non-U.S. GAAP financial measure is presented for supplemental informational purposes only, have limitations as an analytical tool, and should not be considered in isolation or as a substitute for financial information presented in accordance with U.S. GAAP. In addition, other companies, including companies in our industry, may calculate a similarly titled non-U.S. GAAP measure differently or may use other measures to evaluate their performance, all of which could reduce the usefulness of this non-U.S. GAAP financial measure as a tool for comparison. A reconciliation is provided below for our non-U.S. GAAP financial measure to the most directly comparable financial measure stated in accordance with U.S. GAAP. Investors are encouraged to review the related U.S. GAAP financial measure and the reconciliation of this non-U.S. GAAP financial measure to its most directly comparable U.S. GAAP financial measure, and not to rely on any single financial measure to evaluate our business.
We use Adjusted EBITDA, a non-U.S. GAAP financial measure, to evaluate our operating performance and facilitate comparisons across periods and with peer companies. We reconcile our Adjusted EBITDA to our net income (loss) adjusted to exclude interest expense, depreciation and amortization, share-based compensation, and other non-cash, non-operating, or non-recurring items that we believe are not indicative of our core business operations. We believe this measure provides useful insight into our ongoing performance; however, it should not be considered a substitute for, or superior to, net income or other financial information prepared in accordance with U.S. GAAP.
The following table provides a reconciliation of net income to Adjusted EBITDA for the periods presented below:
| For the Three Months Ended March 31, | ||||||||
| 2026 | 2025 | |||||||
| Net loss | $ | (4,338,495 | ) | $ | (2,850,167 | ) | ||
| preAdjusted to exclude the following | ||||||||
| Depreciation and amortization | 165,202 | 179,149 | ||||||
| Amortization of loan discounts and origination fee | - | 121,251 | ||||||
| Changes in fair value of contingent consideration (1) | (18,350 | ) | 93,000 | |||||
| Change in fair value of derivative liability (2) | 27,500 | - | ||||||
| Interest expense | 24,680 | 205,063 | ||||||
| GEM commitment fee | - | 125,000 | ||||||
| Stock based compensation (3) | 343,963 | 78,355 | ||||||
| Acquisition-related expenses | - | 87,352 | ||||||
| Adjusted EBITDA | $ | (3,795,500 | ) | $ | (1,960,997 | ) | ||
| (1) | Represents non-cash changes in the fair value of contingent consideration payable to reAlpha Mortgage which is calculated based on revenue and EBITDA targets. |
| (2) | Represents non-cash changes in the fair value of derivative liability recorded in connection with our media-for-equity transaction with MMC. |
| (3) | Represents non-cash stock-based compensation expenses recognized during the period. |
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