reAlpha Tech Corp. Acquires Mortgage Brokerage GTG Financial, Inc. as Part of Strategic Expansion

DUBLIN, Ohio, February 24, 2025 – reAlpha Tech Corp. today announced that it has acquired GTG Financial, Inc., a mortgage brokerage operating in seven U.S. states, in a transaction that reinforces the company’s efforts to expand its mortgage operations and enhance the home financing experience offered through its AI-powered real estate platform.

According to the company’s recent SEC Form 8-K filing dated February 20, 2025, reAlpha entered into a Stock Purchase Agreement with GTG Financial and its founder, Glenn Groves, under which reAlpha acquired 100% of GTG Financial’s outstanding common stock. The transaction—valued at an aggregate consideration of up to $4.2 million—is structured with multiple components. These include an issuance of Series A Convertible Preferred Stock, a delivery of restricted shares valued based on the volume weighted average price (VWAP) of reAlpha’s common stock, scheduled cash payments in three tranches, and potential performance-based earn-out payments contingent on the achievement of defined financial metrics by GTG Financial.

Under the terms of the agreement, the initial portion of the consideration involves the issuance of 14,063 shares of Series A Convertible Preferred Stock with a stated value and conversion price of $20 per share. In addition, the agreement provides for the delivery of 700,055 restricted shares of common stock at a predetermined share price calculated from the VWAP over the week preceding the closing. The cash portion of the transaction will be paid over multiple installments, with further potential adjustments dictated by performance targets. The Purchase Agreement also outlines provisions addressing an automatic conversion mechanism for the preferred shares, including adjustments if the aggregate value upon conversion is less than the initial consideration.

In a related development disclosed on February 20, 2025, the company also filed a Certificate of Designation with the Secretary of State of Delaware that establishes the rights, preferences, and limitations of the newly created Series A Convertible Preferred Stock. This designation sets critical parameters on voting rights, dividend accrual, conversion features, and liquidation preferences related to the Series A Preferred Stock.

A press release issued on February 24, 2025, emphasized that the acquisition of GTG Financial will extend reAlpha’s geographic footprint to a total of 28 U.S. states and strengthen the company’s operational capacity in mortgage lending. While GTG Financial retains its brand identity and leadership under Glenn Groves, the company will benefit from reAlpha’s resources and integrated generative AI platform. This alignment is expected to bolster loan processing efficiency and support a more streamlined home financing process.

ReAlpha Tech Corp. stated that the acquisition represents a further step in its broader strategic effort to merge technology-driven innovation with traditional financial services, a move that the company believes will enhance its ability to offer competitive mortgage lending and refinancing services.

Investors and industry watchers are advised to refer to reAlpha’s SEC filings for a complete description of the transaction terms and related agreements.

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.