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reAlpha Tech Corp.

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Business Summary

reAlpha Tech Corp. is a real estate technology company focused on developing an AI-powered, end-to-end homebuying platform . The global proptech market size reached $47.08 billion in 2025 and is anticipated to grow to an estimated value of $185.31 billion by 2034 , according to Precedence Research. The company aims to position itself as a leader in this fragmented market by offering a comprehensive platform that integrates realty, mortgage brokering, and digital title and escrow services .

The company's core business model revolves around two primary revenue streams: homebuying services and technology services . Homebuying services include realty services, mortgage brokering services, and digital title and escrow services, primarily delivered through the reAlpha platform . Technology services encompass software development provided by reAlpha Nepal to both the company and third parties, and an AI-powered conversational platform offered by AiChat to customers in the Asia-Pacific (APAC) region . The company previously operated an asset-heavy short-term rental business, which was discontinued in the first quarter of 2025 due to macroeconomic conditions .

The homebuying services segment integrates AI-driven tools such as "Claire," a proprietary customer-facing AI agent, and internal AI-powered tools like the "Loan Officer Assistant" and "Engagement Agent" for loan officers . "Claire" provides 24/7 real-time customer support and guidance through the homebuying journey, complemented by licensed professionals . The internal AI tools are designed to reduce manual review time, automate loan origination tasks, and accelerate prospective borrower connections to loan officers, aiming to improve efficiency and customer engagement . The company also offers a rebate to homebuyers, providing up to 1.0% of the home purchase price for realty services and an additional 0.5% when bundling mortgage brokering services . Currently, all three homebuying services are available in Florida and Virginia, with two services in eight additional U.S. states, and at least one service in an additional 25 U.S. states and the District of Columbia .

The technology services segment includes reAlpha Nepal, which develops technology, AI, and applications, and provides technology support to the reAlpha platform and third parties . AiChat offers AI-powered conversational customer experience platforms in the APAC region, enabling businesses to automate customer service, marketing, and e-commerce processes through integration with major messaging channels . AiChat's technology supports over 270 languages and includes next-generation AI agents with contextual memory and real-time analytics . Revenue for AiChat is generated through subscription packages and performance-based pricing models .

For the fiscal year ended December 31, 2025, total revenue was $4,518,498 , a significant increase from $948,420 in the fiscal year ended December 31, 2024 , representing approximately 376% growth . Homebuying services contributed approximately $3,499,949 (77% of total revenue) , while technology services contributed approximately $1,018,549 (23% of total revenue) . Gross profit for 2025 was $2,451,438 , up from $646,336 in 2024 . The gross profit margin was 54% in 2025 , compared to 68% in 2024 . Operating loss for 2025 was $(16,006,958) , an increase from $(6,902,614) in 2024 . Net loss from continuing operations before income taxes was $(17,590,392) in 2025 , compared to $(7,736,974) in 2024 . Diluted EPS from continuing operations was $(0.23) in 2025 and $(0.17) in 2024 . Net cash used in operating activities was $(11,262,577) in 2025 , compared to $(6,042,238) in 2024 . As of December 31, 2025, cash and cash equivalents totaled $7,783,529 , and total debt (short-term loans, other long-term loans, and note payable) was $384,597 . The accumulated deficit as of December 31, 2025, was $55,980,534 .

The increase in revenue was primarily driven by mortgage brokerage transactions by reAlpha Mortgage, revenue from GTG Financial until its rescission, subscription fees from AiChat, and revenue from Prevu's realty services following its acquisition on November 21, 2025 . reAlpha Mortgage generated $1,968,330 in 2025, up from $604,128 in 2024 . GTG Financial generated $1,416,352 until its rescission on August 21, 2025 . AiChat generated $764,512 from subscription fees in 2025, compared to $140,328 in 2024 . Prevu generated $80,656 from its acquisition date through December 31, 2025 . The increase in cost of revenue by approximately 584% was mainly due to higher direct expenses for mortgage brokerage and technology solutions, including compensation for personnel at reAlpha Mortgage and GTG Financial . Operating expenses increased by approximately 145% , driven by a rise in salary expenses to $6,506,553 in 2025 from $2,841,591 in 2024 , and an increase in marketing and advertising expenses to $5,946,514 in 2025 from $793,004 in 2024 . Professional and legal services expenses also increased to $3,273,947 in 2025 from $2,124,946 in 2024 .

Significant operational developments during the period include the acquisition of Prevu, Inc. on November 21, 2025 , which expanded realty services. The proposed acquisition of InstaMortgage Inc. was announced on December 19, 2025 , which would add direct mortgage lending capabilities. The acquisition of GTG Financial, Inc., completed on February 20, 2025 , was rescinded on August 21, 2025 . The company also launched a national Loan Officer Recruitment Program in December 2025, offering equity-based compensation and access to AI-powered tools to attract experienced loan officers .

Business Outlook

Management expects continued revenue growth in 2026, driven by the integration of acquired operations, ongoing expansion into additional U.S. states, further strategic acquisitions, including the proposed acquisition of InstaMortgage if consummated, and the continued development of the reAlpha platform . The company intends to continue utilizing available capital-raising mechanisms, subject to market conditions and applicable securities laws, to fund operations and strategic initiatives .

The company's growth strategies are focused on continuously innovating, improving, and expanding the capabilities of its existing technology offerings, including the reAlpha platform, within the proptech market . This includes organic growth through internal R&D efforts to enhance the reAlpha platform and develop AI-based technologies like "Claire," the "Loan Officer Assistant," and "Engagement Agent" . Inorganic growth is pursued through strategic acquisitions of complementary businesses in the real estate and AI industries, leveraging their capabilities, expertise, and intellectual property to accelerate growth and expand competitive advantage . The proposed acquisition of InstaMortgage, if consummated, is expected to expand mortgage operations by adding direct lending capabilities, further differentiating the business by allowing the company to capture origination revenue in addition to brokerage fees .

Operationally, the company plans to offer its homebuying services nationwide, subject to factors such as acquiring and maintaining necessary real estate and mortgage licenses in each U.S. state and the District of Columbia, securing additional multiple listing service data, executing effective national marketing campaigns, and building scalable technology infrastructure . The company is committed to continuously enhancing its technology offerings, fortifying security measures, and leveraging AI-based technologies . The national Loan Officer Recruitment Program, launched in December 2025, is designed to scale mortgage origination volume, expand the licensed loan officer network, and strengthen the integration of real estate and mortgage operations by attracting experienced loan officers with equity-based compensation and access to AI-powered tools .

Planned capital allocation includes continued investment in technology development and acquisitions. The company has stockholder authorization to effect a reverse stock split to support continued compliance with Nasdaq listing requirements and maintain access to capital markets . The 2022 Equity Incentive Plan includes an evergreen provision, which, commencing October 15, 2025, permits automatic annual increases in the number of shares reserved under the plan by the lesser of 10% of total outstanding common stock or 15,000,000 shares . The company does not anticipate paying any cash dividends to common stockholders in the foreseeable future, intending to retain future earnings to finance business expansion . However, holders of Series A Preferred Stock are entitled to receive dividends at a rate of 3% per annum on a stated value of $20 per share , payable in additional Series A Preferred Stock or cash at the company's discretion . The first dividend payment on Series A Preferred Stock was made on March 1, 2026, by issuing 6,125 additional shares of Series A Preferred Stock .

Management has identified structural headwinds and execution risks. The real estate market in 2025 continued to adjust to declining mortgage rates, moderating inflation, and economic uncertainty, resulting in subdued sales . Macroeconomic factors such as interest rates, inflation, maturing debt, and general economic uncertainty play a major role in the demand and financing for real estate services . Mortgage rates remained elevated during 2025, averaging nearly 6% by year-end , which, combined with limited housing inventory, constrained affordability and weighed on home purchase activity . The residential real estate market is inherently cyclical and exhibits seasonal patterns, with higher activity in spring and summer and lower activity in fall and winter . The company's ability to raise additional capital depends on market conditions, investor demand, and financial performance, and there is no assurance that financing will be available on acceptable terms .

Risk Factors

The company faces several material risks, including its limited operating history and a history of operating losses, with a net loss of $17,590,392 for the fiscal year ended December 31, 2025 , and an accumulated deficit of $55,980,534 , raising substantial doubt about its ability to continue as a going concern . The business is highly dependent on broader macroeconomic and U.S. residential real estate market conditions, which are seasonal and cyclical, and can be adversely affected by factors such as increased interest rates, inflation, and low home inventory levels . Competition in the real estate technology market is significant, with established players and emerging entrants, and the company may be unable to compete successfully . The reAlpha platform and services are currently limited to certain geographic markets, and unsuccessful expansion into new markets could adversely affect growth prospects . The company's reliance on AI technologies presents operational challenges, compliance risks, reputational concerns, and privacy risks, as AI algorithms can produce unexpected or inaccurate results . Compliance with evolving governmental laws and regulations, including those related to data privacy, real estate brokerage, and mortgage brokering, requires significant resources and any failure could result in damages, regulatory action, or loss of business . Litigation, such as the ongoing disputes with GEM Yield Bahamas Limited (GYBL) regarding the GEM Warrants, could be costly, time-consuming, and result in a significant downward adjustment of the GEM Warrants' exercise price, potentially impacting financial position . The company is also subject to federal, state, and local laws and regulations, and rules issued by the CFPB, which may increase compliance burdens and costs . Failure to comply with MLS rules and data license agreements could restrict access to real estate listing data, adversely affecting the business . The company is permanently barred from raising capital in Massachusetts pursuant to a Consent Order , which could limit its access to capital markets. The market price and trading volume of its common stock may continue to be highly volatile, potentially leading to substantial losses for stockholders , and the company expects to continue to experience significant dilution of its common stock .

Management Priorities

Management's message to shareholders emphasizes the company's transition to an AI-powered, end-to-end homebuying platform, aiming for a more affordable and streamlined homeownership experience. They highlight continuous efforts to commercialize, enhance, and refine AI technologies to support both homebuying and technology services, and to generate revenue. Management explicitly states their expectation for continued revenue growth in 2026, driven by the integration of acquired operations, expansion into additional U.S. states, further strategic acquisitions, including the proposed acquisition of InstaMortgage if consummated, and the ongoing development of the reAlpha platform . The three strategic priorities emphasized are: (1) organic growth through internal R&D to improve the reAlpha platform and AI-based technologies, (2) inorganic growth through strategic acquisitions of complementary businesses in real estate and AI, and (3) deepening technology offerings to customers by targeting synergistic technologies and businesses in the proptech market . Management also acknowledges the company's recurring losses and negative operating cash flows, and its dependence on external financing, stating plans to seek additional capital through existing at-the-market equity offering agreements and potential warrant exercises .

View Source Annual Report on SEC.gov ↗

References

  1. [1] Item 1, Business — Overview
  2. [2] Item 1, Business — Our Industry
  3. [3] Item 1, Business — Our Industry
  4. [4] Item 1, Business — Our Industry
  5. [5] Item 1, Business — Overview
  6. [6] Item 1, Business — Overview
  7. [7] Item 1, Business — Overview
  8. [8] Item 1, Business — Overview
  9. [9] Item 1, Business — Homebuying Services
  10. [10] Item 1, Business — Homebuying Services
  11. [11] Item 1, Business — Homebuying Services
  12. [12] Item 1, Business — Homebuying Services
  13. [13] Item 1, Business — Homebuying Services
  14. [14] Item 1, Business — reAlpha Nepal’s Software Development Services
  15. [15] Item 1, Business — AiChat’s Conversational Platform
  16. [16] Item 1, Business — AiChat’s Conversational Platform
  17. [17] Item 1, Business — AiChat’s Conversational Platform
  18. [18] Item 7, MD&A — Results of Operations
  19. [19] Item 7, MD&A — Results of Operations
  20. [20] Item 7, MD&A — Results of Operations
  21. [21] Item 7, MD&A — Results of Operations
  22. [22] Item 7, MD&A — Results of Operations
  23. [23] Item 7, MD&A — Results of Operations
  24. [24] Item 7, MD&A — Results of Operations
  25. [25] Item 7, MD&A — Key Business Metrics
  26. [26] Item 7, MD&A — Key Business Metrics
  27. [27] Item 7, MD&A — Results of Operations
  28. [28] Item 7, MD&A — Results of Operations
  29. [29] Item 7, MD&A — Results of Operations
  30. [30] Item 7, MD&A — Results of Operations
  31. [31] Item 8, Consolidated Statements of Operations and Comprehensive (Loss) Income
  32. [32] Item 8, Consolidated Statements of Operations and Comprehensive (Loss) Income
  33. [33] Item 7, MD&A — Cash Flows
  34. [34] Item 7, MD&A — Cash Flows
  35. [35] Item 7, MD&A — Liquidity and Capital Resources
  36. [36] Item 8, Consolidated Balance Sheet
  37. [37] Item 7, MD&A — Liquidity and Capital Resources
  38. [38] Item 7, MD&A — Results of Operations
  39. [39] Item 7, MD&A — Results of Operations
  40. [40] Item 7, MD&A — Results of Operations
  41. [41] Item 7, MD&A — Results of Operations
  42. [42] Item 7, MD&A — Results of Operations
  43. [43] Item 7, MD&A — Results of Operations
  44. [44] Item 7, MD&A — Results of Operations
  45. [45] Item 7, MD&A — Results of Operations
  46. [46] Item 7, MD&A — Results of Operations
  47. [47] Item 7, MD&A — Results of Operations
  48. [48] Item 7, MD&A — Results of Operations
  49. [49] Item 7, MD&A — Recent Developments
  50. [50] Item 7, MD&A — Recent Developments
  51. [51] Item 1, Business — Overview
  52. [52] Item 1, Business — Overview
  53. [53] Item 1, Business — National Loan Officer Recruitment Program
  54. [54] Item 7, MD&A — Liquidity and Capital Resources
  55. [55] Item 7, MD&A — Liquidity and Capital Resources
  56. [56] Item 1, Business — Our Growth Strategies
  57. [57] Item 1, Business — Our Growth Strategies
  58. [58] Item 1, Business — Our Growth Strategies
  59. [59] Item 1, Business — Competition and Competitive Strengths
  60. [60] Item 1, Business — Homebuying Services
  61. [61] Item 1, Business — Competition and Competitive Strengths
  62. [62] Item 1, Business — National Loan Officer Recruitment Program
  63. [63] Item 3, Legal Proceedings — Note 3 - Going Concern
  64. [64] Item 11, Executive Compensation — Equity Incentive Plan
  65. [65] Item 5, Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
  66. [66] Item 5, Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
  67. [67] Item 5, Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
  68. [68] Item 5, Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
  69. [69] Item 1, Business — Our Industry
  70. [70] Item 1, Business — Proptech Market Recent Trends and Developments
  71. [71] Item 7, MD&A — Impact of Macroeconomic Conditions, Cyclicality and Seasonality on our Business
  72. [72] Item 7, MD&A — Impact of Macroeconomic Conditions, Cyclicality and Seasonality on our Business
  73. [73] Item 7, MD&A — Impact of Macroeconomic Conditions, Cyclicality and Seasonality on our Business
  74. [74] Item 7, MD&A — Liquidity and Capital Resources
  75. [75] Item 1A, Risk Factors — Risks Related to Our Business and Operations
  76. [76] Item 1A, Risk Factors — Risks Related to Our Business and Operations
  77. [77] Item 1A, Risk Factors — Our financial condition raises substantial doubt as to our ability to continue as a going concern.
  78. [78] Item 1A, Risk Factors — Our financial results are highly dependent on broader macroeconomic and U.S. residential real estate market conditions, which are seasonal and cyclical in nature.
  79. [79] Item 1A, Risk Factors — The business and industry in which we participate are highly competitive, and we may be unable to compete successfully with our current or future competitors.
  80. [80] Item 1A, Risk Factors — The reAlpha platform and our services are currently limited to certain geographic markets and if we are unable to successfully expand the reAlpha platform and our services to new markets, our growth prospects, results of operations and financial condition may be adversely affected.
  81. [81] Item 1A, Risk Factors — We have integrated, and intend to continue to integrate, AI in our operations and services which may result in operational challenges, compliance challenges, reputational concerns, privacy risks and competitive risks, which could have material adverse effects on our financial condition, results of operations, or reputation.
  82. [82] Item 1A, Risk Factors — We process, store, and use personal information and other data, which subjects us to governmental regulation and other legal obligations related to data privacy, and any actual or perceived failure to comply with these privacy obligations could result in a claim for damages, regulatory action, loss of business, and/or unfavorable publicity.
  83. [83] Item 1A, Risk Factors — Our ongoing disputes with GYBL may be costly, time consuming and, if adversely determined against us, could result in a significant downward adjustment of the GEM Warrants’ exercise price, and potentially other penalties and expenses, which could have a material adverse effect on our financial position and business operations.
  84. [84] Item 1A, Risk Factors — We are subject to federal, state and local laws and regulations and rules issued by the CFPB that monitor the loan origination and servicing sectors, which may increase our regulatory compliance burden and associated costs.
  85. [85] Item 1A, Risk Factors — If we fail to comply with the rules, compliance requirements and data license agreements of MLSs, we may be unable to obtain and provide comprehensive and accurate real estate listing data, which could materially and adversely affect our business.
  86. [86] Item 1A, Risk Factors — We are permanently barred from raising capital in Massachusetts pursuant to a Consent Order.
  87. [87] Item 1A, Risk Factors — The market price and trading volume of our common stock may continue to be highly volatile, which could lead to a loss of all or part of a stockholder’s investment.
  88. [88] Item 1A, Risk Factors — We have experienced, and expect to continue to experience, significant dilution of our common stock, which may adversely affect the market price of our common stock and make it more difficult to raise capital in the future.
  89. [89] Item 7, MD&A — Liquidity and Capital Resources
  90. [90] Item 1, Business — Our Growth Strategies
  91. [91] Item 7, MD&A — Liquidity and Capital Resources

Analysis on 5/19/2026