Offerpad Solutions Inc (OPAD)

Offerpad Announces Reverse Stock SplitJune 4, 2026 5:34 PM
Business Wire Offerpad Solutions Inc. (“Offerpad” or the “Company”) (NYSE: OPAD), a leading tech-enabled real estate solutions company, announced today that it will effect a 1-for-10 reverse stock split (the “Reverse Stock Split”) of its Class A common stock, par value $0.0001 per share (“Common Stock”), that is expected to become effective at 5:00 p.m. Eastern Time on June 8, 2026 (the “Effective Time”). The Company expects that its Common Stock will open for trading on the New York Stock Exchange (“NYSE”) on a reverse split-adjusted basis on June 9, 2026 under the existing trading symbol “OPAD”. The new CUSIP number for the Common Stock following the Reverse Stock Split will be 67623L 505. The Reverse Stock Split was approved by the Company’s stockholders at its 2026 Annual Meeting of Stockholders, held on June 3, 2026 with the final ratio determined thereafter by the Company’s board of directors. The Company will file an amendment to its Fourth Restated Certificate of Incorporation to implement the Reverse Stock Split as of the Effective Time. The Reverse Stock Split is intended to, among other things, increase the per share trading price of the Common Stock to satisfy the price requirements for continued listing on the NYSE. At the Effective Time of the Reverse Stock Split, every ten shares of Common Stock outstanding and held of record by each stockholder of the Company will be automatically reclassified into one new share of Common Stock. As a result of the Reverse Stock Split, proportionate adjustments will be made to the number of shares of Common Stock underlying Offerpad’s outstanding equity awards and the number of shares issuable under Offerpad’s equity incentive plans and existing agreements, as well as the exercise price and/or any stock price goals, as applicable. Additionally, the Company has both public warrants (the “Public Warrants”) and private warrants (the “Private Warrants,” and together with the Public Warrants, the “Warrants”) issued to certain investors to purchase shares of Common Stock that are currently exercisable. Under the terms of the applicable Warrant agreements, the number of shares of Common Stock issuable on exercise of each Warrant will be proportionately decreased, the Warrant purchase price will be equitably adjusted (to the nearest cent) with respect to the Public Warrants, and the exercise price with respect to the Private Warrants will be proportionately increased. The terms of the Company’s outstanding Warrants do not permit issuance of fractional shares upon exercise of such Warrants. Instead, the number of shares issuable shall be rounded down upon exercise of the Public Warrants and shall be rounded up upon exercise of the Private Warrants. The Reverse Stock Split will affect all stockholders uniformly and will not alter any stockholder’s percentage interest in the Company’s equity, except to the extent that the Reverse Stock Split results in some stockholders receiving cash in lieu of fractional shares. No fractional shares will be issued in connection with the Reverse Stock Split. Instead, each stockholder will be entitled to receive a cash payment in lieu thereof at a price equal to the fraction of one share to which the stockholder would otherwise be entitled multiplied by the closing price per share of Common Stock on the NYSE on the date of the Effective Time. Continental Stock Transfer & Trust Company is acting as transfer and exchange agent for the Reverse Stock Split. Registered stockholders who hold shares of Common Stock are not required to take any action to receive post-reverse split shares. Stockholders owning shares via a broker, bank, trust or other nominee will have their positions automatically adjusted to reflect the Reverse Stock Split, subject to such broker’s particular processes, and will not be required to take any action in connection with the Reverse Stock Split. Additional information regarding the Reverse Stock Split can be found in the Company’s definitive proxy statement filed with the Securities and Exchange Commission (the “SEC”) on April 22, 2026 (the “Proxy Statement”), which is available on the SEC’s website at www.sec.gov and on the Company’s website at https://investor.offerpad.com. About Offerpad Offerpad Solutions Inc. (NYSE: OPAD) is a real estate solutions company focused on giving homeowners more control, flexibility, and choice when buying and selling a home. Offerpad provides Cash Offers, Agent listing services, access to additional cash buyers through marketplace-enabled capabilities, and renovation services that support both internal transactions and third-party partners. Founded in 2015, the Company combines proprietary technology with local real estate expertise to simplify the home sale process and reduce friction across the transaction lifecycle, helping customers move forward with speed, transparency, and confidence. Learn more at www.offerpad.com. #OPAD_IR Forward-Looking Statements Certain statements in this press release may be considered forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements generally relate to future events or Offerpad’s future financial or operating performance. For example, statements regarding the Reverse Stock Split and timing thereof and Offerpad’s intention with respect to compliance with the price requirements for maintaining its listing on the NYSE are forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as “pro forma,” “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. Such forward-looking statements are subject to risks, uncertainties, and other important factors that could cause actual results to differ materially from those expressed or implied by such forward-looking statements. Factors that may impact such forward-looking statements include, but are not limited to, market conditions and their impact on Offerpad’s trading price on the NYSE; and other factors discussed in the Proxy Statement. These and other important factors discussed under the caption “Risk Factors” in Offerpad’s Annual Report on Form 10-K for the year ended December 31, 2025 filed with the SEC on February 24, 2026, and Offerpad’s other reports filed with the SEC could cause actual results to differ materially from those indicated by the forward-looking statements made in this press release. These forward-looking statements are based upon estimates and assumptions that, while considered reasonable by Offerpad and its management, are inherently uncertain. Nothing in this press release should be regarded as a representation by any person that the forward-looking statements set forth herein will be achieved or that any of the contemplated results of such forward-looking statements will be achieved. You should not place undue reliance on forward-looking statements, which speak only as of the date they are made. Offerpad undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws. View source version on businesswire.com: https://www.businesswire.com/news/home/20260604900009/en/ Investors & Media
Cortney Read VP, Investor Relations & Communications
Investors@offerpad.com Original: Offerpad Announces Reverse Stock Split

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Offerpad Announces Q1 2026 Financial ResultsApril 30, 2026 4:10 PM
Business Wire
Delivers Consistent Execution with Growing Platform Momentum and Continued Progress Toward Profitability


Offerpad Solutions Inc. (NYSE: OPAD), a leading tech-enabled real estate solutions company, today reported financial results for the first quarter ended March 31, 2026.


During the quarter, Offerpad generated $80.1 million in revenue and closed 263 real estate transactions. Results reflect continued execution against the Company’s 2026 priorities, including growing engagement across its multi-solution platform, improving conversion, and advancing its AI-driven operating capabilities to support more efficient, scalable growth.


“We’ve made meaningful progress in how Offerpad operates and serves customers,” said Brian Bair, Chairman and Chief Executive Officer of Offerpad. “Across our platform, we believe each of our solutions is expanding our ability to serve more sellers, improve conversion, and create a consistent experience from first engagement through close. As we move through 2026, we remain focused on disciplined execution, delivering the right solution for each customer, and scaling the business with efficiency and consistency.”


Offerpad serves customers through four solutions with distinct margin profiles, operating characteristics, and capital requirements. Together, they broaden reach, improve conversion, and allow the Company to deploy capital with discipline.



Cash Offer is the foundation of the platform, providing sellers with pricing certainty and control while operating within disciplined risk, margin, and hold-period guardrails.



Cash Offer Marketplace expands buyer demand beyond Offerpad’s balance sheet by connecting homes with a growing network of professional capital providers. This increases bid depth, improves execution certainty, and generates fee-based revenue.



Brokerage Services, including HomePro, the Agent Partnership Program, and the Homebuilder Program, guide sellers to the right solution while improving retention and conversion across the platform. In the first quarter of 2026, referral volume exceeded full-year 2025 levels, highlighting accelerating engagement and the growing role of Brokerage Services in driving platform performance.



Renovate is a fee-based services business delivering strong margins while supporting both internal transactions and third-party partners generating 20% to 30% margins. It produced $27 million in revenue in 2025, up approximately 50% year over year, and during the first quarter of 2026 expanded partner relationships that we believe contribute to a solid foundation for continued growth.



“Our first quarter results reflect continued progress in building a more disciplined and predictable operating model,” said Peter Knag, Chief Financial Officer of Offerpad. “We delivered within our guidance range, improved our cost structure, and reduced our Adjusted EBITDA loss sequentially. As we scale transaction volumes and continue to improve conversion, we expect operating leverage to increase and drive continued progress toward profitability.”


Looking Ahead


Offerpad's objective is to exit 2026 at a run-rate of approximately 1,000 home transactions per quarter across Cash Offer, Cash Offer Marketplace, and Brokerage Services, excluding Renovate.


For the second quarter of 2026, Offerpad expects revenue in the range of $80 million to $90 million, with 300-350 real estate transactions (14-33% sequential increase), and anticipates Adjusted EBITDA to improve sequentially, reaching Adjusted EBITDA positive before the end of 2026.


For additional information, please refer to Offerpad’s full financial results available at investor.offerpad.com.


Q1 2026 Financial Results (year over year)




 






Q1 2026






Q1 2025






Percentage Change








Homes acquired






159






454






(65%)








Homes sold






211






460






(54%)








Total real estate transactions1






263






519






(49%)








Revenue






$80.1M






$160.7M






(50%)








Gross profit






$5.6M






$10.5M






(47%)








Net loss






($10.1M)






($15.1M)






33%








Adjusted EBITDA






($6.7M)






($7.8M)






14%








Diluted net loss per share






($0.22)






($0.55)






60%








Gross profit per home sold






$26,300






$22,800






15%








Gross profit per real estate transaction






$21,100






$20,200






4%








Contribution profit after interest per home sold






$6,800






$500






*








Contribution profit after interest per real estate transaction






$5,500






$400






*








Cash and cash equivalents






$40.8M






$30.8M






32%








*Not Meaningful







1 Total real estate transactions represents the total number of closed real estate transactions including Cash Offer homes sold, Cash Offer Marketplace transactions, and listings closed under our Brokerage Services solutions.


Additional information regarding Offerpad’s first quarter of 2026 financial results and management commentary can be found by accessing the Company’s Quarterly Shareholder presentation on the Offerpad investor relations website.


Second Quarter 2026 Outlook


Offerpad is providing its second quarter outlook for 2026 as follows:




 






Q2 2026 Outlook








Real estate transactions






300 to 350








Revenue






$80M to $90M








Adjusted EBITDA2






Improve Sequentially







2 See Non-GAAP financial measures below for an explanation of why a reconciliation of this guidance cannot be provided.


Conference Call and Webcast Details


Brian Bair, Chairman and CEO, and Peter Knag, CFO, will host a conference call and accompanying webcast on April 30th, 2026, at 4:30 p.m. ET. The webcast can be accessed on Offerpad’s Investor Relations website. Those interested can register here. Access to a replay of the webcast will be available from the same website address shortly after the live webcast concludes.


About Offerpad


Offerpad Solutions Inc. (NYSE: OPAD) is a real estate solutions company focused on giving homeowners more control, flexibility, and choice when buying and selling a home. Offerpad provides Cash Offers, Agent listing services, access to additional cash buyers through marketplace-enabled capabilities, and renovation services that support both internal transactions and third-party partners.


Founded in 2015, the Company combines proprietary technology with local real estate expertise to simplify the home sale process and reduce friction across the transaction lifecycle, helping customers move forward with speed, transparency, and confidence. Learn more at www.offerpad.com.


#OPAD_IR


Forward-Looking Statements


Certain statements in this press release may be considered forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements generally relate to future events or Offerpad’s future financial or operating performance. For example, statements regarding Offerpad’s financial outlook, including transactions across Cash Offer, Cash Offer Marketplace and Brokerage Services, revenue, and Adjusted EBITDA, and expectations regarding cost structure, run-rate, , profitability, transaction volume, conversion, growth and AI capabilities are forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as “pro forma,” “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. Such forward-looking statements are subject to risks, uncertainties, and other important factors that could cause actual results to differ materially from those expressed or implied by such forward-looking statements. Factors that may impact such forward-looking statements include, but are not limited to, Offerpad’s ability to respond to general economic conditions; the health of the U.S. residential real estate industry; real estate inventory; Offerpad’s ability to successfully launch, market to customers, manage or expand its products and services; Offerpad’s ability to grow market share in its existing markets or any new markets it may enter; Offerpad’s ability to grow effectively; Offerpad’s ability to achieve and maintain profitability in the future; Offerpad’s underwriting process, ability to accurately value and manage real estate inventory, maintain an adequate and desirable supply of real estate inventory, and manage renovations; Offerpad’s ability to manage, develop and refine its technology platform; the success of strategic relationships with third parties; Offerpad’s ability to regain compliance with New York Stock Exchange (“NYSE”) Rule 802.01B and 802.01C, sufficiently execute its business plan, or failure to comply with other NYSE continued listing rules; macroeconomic trends, including due to conflict in the Middle East; and Offerpad’s ability to use net operating loss carryforwards and other tax attributes due to ownership changes. These and other important factors discussed under the caption "Risk Factors" in Offerpad’s Annual Report on Form 10-K for the year ended December 31, 2025 filed with the Securities and Exchange Commission on February 24, 2026, Offerpad’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2026 to be filed with the SEC and Offerpad’s other reports filed with the Securities and Exchange Commission could cause actual results to differ materially from those indicated by the forward-looking statements made in this press release. These forward-looking statements are based upon estimates and assumptions that, while considered reasonable by Offerpad and its management, are inherently uncertain. Nothing in this press release should be regarded as a representation by any person that the forward-looking statements set forth herein will be achieved or that any of the contemplated results of such forward-looking statements will be achieved. You should not place undue reliance on forward-looking statements, which speak only as of the date they are made. Offerpad undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.




OFFERPAD SOLUTIONS INC.








Condensed Consolidated Statements of Operations










 



 






 






Three Months Ended








 






 






March 31,








(in thousands, except per share data) (Unaudited)






 






2026






 






2025








Revenue






 






$






80,075






 






 






$






160,698






 








Cost of revenue






 






 






74,518






 






 






 






150,191






 








Gross profit






 






 






5,557






 






 






 






10,507






 








Operating expenses:






 






 






 






 






 






 








Sales, marketing and operating






 






 






7,574






 






 






 






13,828






 








General and administrative






 






 






6,127






 






 






 






7,196






 








Technology and development






 






 






886






 






 






 






1,020






 








Total operating expenses






 






 






14,587






 






 






 






22,044






 








Loss from operations






 






 






(9,030






)






 






 






(11,537






)








Other income (expense):






 






 






 






 






 






 








Change in fair value of warrant liabilities






 






 






169






 






 






 






(257)






 








Interest expense






 






 






(1,617)






 






 






 






(3,522






)








Other income, net






 






 






361






 






 






 






296






 








Total other expense






 






 






(1,087






)






 






 






(3,483






)








Loss before income taxes






 






 






(10,117






)






 






 






(15,020






)








Income tax expense






 






 






(16)






 






 






 






(37)






 








Net loss






 






$






(10,133






)






 






$






(15,057






)








Net loss per share, basic






 






$






(0.22






)






 






$






(0.55






)








Net loss per share, diluted






 






$






(0.22






)






 






$






(0.55






)








Weighted average common shares outstanding, basic






 






 






46,194






 






 






 






27,564






 








Weighted average common shares outstanding, diluted






 






 






46,194






 






 






 






27,564






 









OFFERPAD SOLUTIONS INC.








Condensed Consolidated Balance Sheets









 





As of March 31,







As of December 31,








(in thousands, except par value per share) (Unaudited)






 






2026






 






2025








ASSETS






 






 






 






 






 






 








Current assets:






 






 






 






 






 






 








Cash and cash equivalents






 






$






40,823






 






 






$






26,543






 








Restricted cash






 






 






810






 






 






 






1,627






 








Accounts receivable






 






 






8,219






 






 






 






7,938






 








Real estate inventory






 






 






74,672






 






 






 






93,793






 








Prepaid expenses and other current assets






 






 






2,613






 






 






 






1,792






 








Total current assets






 






 






127,137






 






 






 






131,693






 








Property and equipment, net






 






 






14,386






 






 






 






14,673






 








Other non-current assets






 






 






8,248






 






 






 






8,405






 








TOTAL ASSETS






 






$






149,771






 






 






$






154,771






 








LIABILITIES AND STOCKHOLDERS’ EQUITY






 






 






 






 






 






 








Current liabilities:






 






 






 






 






 






 








Accounts payable






 






$






2,122






 






 






$






1,667






 








Accrued and other current liabilities






 






 






8,379






 






 






 






8,698






 








Secured credit facilities and other debt, net






 






 






63,202






 






 






 






75,494






 








Secured credit facilities with a related party, net






 






 






2,547






 






 






 






2,582






 








Warrant liabilities






 






 






192






 






 






 






361






 








Total current liabilities






 






 






76,442






 






 






 






88,802






 








Revolving credit facility, net






 






 






14,684






 






 






 






14,650






 








Other long-term liabilities






 






 






12,804






 






 






 






13,100






 








Total liabilities






 






 






103,930






 






 






 






116,552






 








Stockholders’ equity:






 






 






 






 






 






 








Class A common stock, $0.0001 par value; 2,000,000 shares authorized; 47,287 and 37,211 shares issued and outstanding as of March 31, 2026 and December 31, 2025, respectively






 






 






5






 






 






 






4






 








Additional paid in capital






 






 






562,399






 






 






 






544,645






 








Accumulated deficit






 






 






(516,563






)






 






 






(506,430






)








Total stockholders’ equity






 






 






45,841






 






 






 






38,219






 








TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY






 






$






149,771






 







$






154,771






 









OFFERPAD SOLUTIONS INC.








Condensed Consolidated Statements of Cash Flows








 






 






 






 






 






 






 






 






 








 






 






Three Months Ended








 






 






March 31,








($ in thousands) (Unaudited)






 






2026






 






2025








Cash flows from operating activities:






 






 






 






 






 






 








Net loss






 






$






(10,133






)






 






$






(15,057






)








Adjustments to reconcile net loss to net cash provided by (used in) operating activities:






 






 






 






 






 






 








Depreciation






 






 






287






 






 






 






206






 








Amortization of debt financing costs






 






 






101






 






 






 






341






 








Real estate inventory valuation adjustment






 






 






414






 






 






 






1,743






 








Stock-based compensation






 






 






942






 






 






 






1,782






 








Change in fair value of warrant liabilities






 






 






(169)






 






 






 






257






 








Loss on disposal of property and equipment






 






 






2






 






 






 






75






 








Changes in operating assets and liabilities:






 






 






 






 






 






 








Accounts receivable






 






 






(281






)






 






 






(2,446)






 








Real estate inventory






 






 






18,707






 






 






 






1,584






 








Prepaid expenses and other assets






 






 






(664)






 






 






 






465






 








Accounts payable






 






 






455






 






 






 






229






 








Accrued and other liabilities






 






 






(615






)






 






 






645






 








Net cash provided by (used in) operating activities






 






 






9,046






 






 






 






(10,176)






 








Cash flows from investing activities:






 






 






 






 






 






 








Purchases of property and equipment






 






 






(19






)






 






 






(994






)








Proceeds from sale of property and equipment






 






 






17






 






 






 






-






 








Net cash used in investing activities






 






 






(2






)






 






 






(994






)








Cash flows from financing activities:






 






 






 






 






 






 








Borrowings from secured credit facilities and other debt






 






 






45,895






 






 






 






162,795






 








Repayments of secured credit facilities and other debt






 






 






(58,260






)






 






 






(189,408






)








Payment of debt financing costs






 






 






(29






)






 






 






-






 








Proceeds from January 2026 Offering






 






 






18,000






 






 






 






-






 








Issuance costs of January 2026 Offering






 






 






(1,187






)






 






 






-






 








Payments for taxes related to stock-based awards






 






 






-






 






 






 






(160






)








Net cash provided by (used in) financing activities






 






 






4,419






 






 






 






(26,773






)








Net change in cash, cash equivalents and restricted cash






 






 






13,463






 






 






 






(37,943






)








Cash, cash equivalents and restricted cash, beginning of period






 






 






28,170






 






 






 






73,626






 








Cash, cash equivalents and restricted cash, end of period






 






$






41,633






 






 






$






35,683






 








Reconciliation of cash, cash equivalents and restricted cash to the condensed consolidated balance sheet:






 






 






 






 






 






 








Cash and cash equivalents






 






$






40,823






 






 






$






30,826






 








Restricted cash






 






 






810






 






 






 






4,857






 








Total cash, cash equivalents and restricted cash






 






$






41,633






 






 






$






35,683






 








Supplemental disclosure of cash flow information:






 






 






 






 






 






 








Cash payments for interest






 






$






1,978






 






 






$






4,593






 








Cash payments (refunds) for taxes, net






 






$






(2)






 






 






$






3






 







Non-GAAP Financial Measures


In addition to Offerpad’s results of operations above, Offerpad reports certain financial measures that are not required by, or presented in accordance with, U.S. generally accepted accounting principles (“GAAP”). These measures have limitations as analytical tools when assessing Offerpad’s operating performance and should not be considered in isolation or as a substitute for GAAP measures, including gross profit and net income.


Offerpad may calculate or present its non-GAAP financial measures differently than other companies who report measures with similar titles and, as a result, the non-GAAP financial measures Offerpad reports may not be comparable with those of companies in Offerpad’s industry or in other industries. Offerpad has not provided a quantitative reconciliation of forecasted Adjusted EBITDA to forecasted net income (loss) within this press release because Offerpad is unable to calculate certain reconciling items without making unreasonable efforts. These items, which include, but are not limited to, stock-based compensation with respect to future grants and forfeitures, could materially affect the computation of forward-looking net income (loss), are inherently uncertain and depend on various factors, some of which are outside of Offerpad’s control.


Adjusted Gross Profit, Contribution Profit, and Contribution Profit After Interest (and related margins)


To provide investors with additional information regarding Offerpad’s margins, Offerpad has included Adjusted Gross Profit, Contribution Profit, and Contribution Profit After Interest (and related margins), which are non-GAAP financial measures. Offerpad believes that Adjusted Gross Profit, Contribution Profit, and Contribution Profit After Interest are useful financial measures for investors as they are used by management in evaluating unit level economics and operating performance across Offerpad’s markets. Each of these measures is intended to present the economics related to the number of homes sold or other real estate transactions during a given period. Offerpad does so by including revenue generated from its Cash Offer, Cash Offer Marketplace, and Brokerage Services solutions in the period and only the expenses that are directly attributable to these transactions, even if such expenses were recognized in prior periods, and excluding expenses related to homes that remain in real estate inventory as of the end of the period presented. Contribution Profit provides investors a measure to assess Offerpad’s ability to generate returns during a reporting period after considering home acquisition costs, renovation and repair costs, and adjusting for holding costs and selling costs. Contribution Profit After Interest further impacts gross profit by including interest costs (including senior and mezzanine secured credit facilities and other senior secured debt) attributable to homes sold during a reporting period. Offerpad believes these measures facilitate meaningful period over period comparisons and illustrate Offerpad’s ability to generate returns on its homes sold and other real estate transactions after considering the costs directly related to such transactions in a presented period.


Adjusted Gross Profit, Contribution Profit and Contribution Profit After Interest (and related margins) are supplemental measures of Offerpad’s operating performance and have limitations as analytical tools. For example, these measures include costs that were recorded in prior periods under GAAP and exclude, in connection with homes held in real estate inventory at the end of the period, costs required to be recorded under GAAP in the same period.


Accordingly, these measures should not be considered in isolation or as a substitute for analysis of Offerpad’s results as reported under GAAP. Offerpad includes a reconciliation of these measures to the most directly comparable GAAP financial measure, which is gross profit.


Adjusted Gross Profit / Margin


Offerpad calculates Adjusted Gross Profit as gross profit under GAAP adjusted for (1) net real estate inventory valuation adjustment plus (2) interest expense associated with homes sold in the presented period and recorded in cost of revenue. Net real estate inventory valuation adjustment is calculated by adding back the real estate inventory valuation adjustment charges recorded during the period on homes that remain in real estate inventory at period end and subtracting the real estate inventory valuation adjustment charges recorded in prior periods on homes sold in the current period. Offerpad defines Adjusted Gross Margin as Adjusted Gross Profit as a percentage of revenue.


Offerpad views this metric as an important measure of business performance, as it captures gross margin performance isolated to homes sold in a given period and provides comparability across reporting periods. Adjusted Gross Profit helps management assess performance across the key phases of processing a home (acquisitions, renovations, and resale) for a specific resale cohort.


Contribution Profit / Margin


Offerpad calculates Contribution Profit as Adjusted Gross Profit, minus (1) direct selling costs incurred on homes sold during the presented period, minus (2) holding costs incurred in the current period on homes sold during the period recorded in sales, marketing, and operating, minus (3) holding costs incurred in prior periods on homes sold in the current period recorded in sales, marketing, and operating, plus (4) other income, net which is primarily comprised of interest income earned on our cash and cash equivalents. The composition of Offerpad’s holding costs is described in the footnotes to the reconciliation table below. Offerpad defines Contribution Margin as Contribution Profit as a percentage of revenue.


Offerpad views this metric as an important measure of business performance as it captures the unit level performance isolated to homes sold in a given period and provides comparability across reporting periods. Contribution Profit helps management assess inflows and outflow directly associated with a specific resale cohort.


Contribution Profit / Margin After Interest


Offerpad defines Contribution Profit After Interest as Contribution Profit, minus (1) interest expense associated with homes sold in the presented period and recorded in cost of revenue, minus (2) interest expense associated with homes sold in the presented period, recorded in costs of sales, and previously excluded from Adjusted Gross Profit, and minus (3) interest expense under Offerpad’s senior and mezzanine secured credit facilities and other senior secured debt incurred on homes sold during the period. This includes interest expense recorded in prior periods in which the sale occurred. Offerpad’s senior and mezzanine secured credit facilities and other senior secured debt are secured by its homes in real estate inventory and drawdowns are made on a per-home basis at the time of purchase and are required to be repaid at the time the homes are sold. Offerpad defines Contribution Margin After Interest as Contribution Profit After Interest as a percentage of revenue.


Offerpad views this metric as an important measure of business performance. Contribution Profit After Interest helps management assess Contribution Margin performance, per above, when fully burdened with costs of financing.


The following table presents a reconciliation of Offerpad’s Adjusted Gross Profit, Contribution Profit and Contribution Profit After Interest to Offerpad’s Gross Profit, which is the most directly comparable GAAP measure, for the periods indicated:




 






 






Three Months Ended








(in thousands, except percentages, homes sold, and real estate transactions, unaudited)






 






March 31, 2026







December 31, 2025







March 31, 2025








Gross profit (GAAP)






 






$






5,557






 






 






$






8,011






 






 






$






10,507






 








Gross margin






 






 






6.9






%






 







7.0






%







 






6.5






%








Homes sold






 






 






211






 






 







312






 






 






 






460






 








Gross profit per home sold






 






$






26.3






 






 






$






25.7






 







$






22.8






 








Total real estate transactions (1)






 






 






263






 






 






 






403






 






 






 






519






 








Gross profit per real estate transaction






 






$






21.1






 






 






$






19.9






 






 






$






20.2






 








Adjustments:






 






 







 






 








 






 






 







 








Real estate inventory valuation adjustment - current period (2)






 






 






414






 






 







548






 







 






1,743






 








Real estate inventory valuation adjustment - prior period (3)






 






 






(755






)






 







(1,851






)






 






 






(2,211






)








Interest expense capitalized (4)






 






 






724






 






 







902






 







 






1,422






 








Adjusted gross profit






 






$






5,940






 






 






$






7,610






 






 






$






11,461






 








Adjusted gross margin






 






 






7.4






%






 







6.7






%







 






7.1






%








Adjustments:






 






 







 






 








 






 






 







 








Direct selling costs (5)






 






 






(1,937






)






 







(2,831






)







 






(4,388






)








Holding costs on sales - current period (6)(7)






 






 






(390






)






 







(335






)






 






 






(535






)








Holding costs on sales - prior period (6)(8)






 






 






(389






)






 







(481






)







 






(690






)








Other income, net (9)






 






 






361






 






 







288






 






 






 






296






 








Contribution profit






 






$






3,585






 






 






$






4,251






 







$






6,144






 








Contribution margin






 






 






4.5






%






 







3.7






%






 






 






3.8






%








Homes sold






 






 






211






 






 







312






 







 






460






 








Contribution profit per home sold






 






$






17.0






 






 






$






13.6






 






 






$






13.4






 








Total real estate transactions (1)






 






 






263






 






 






 






403






 






 






 






519






 








Contribution profit per real estate transaction






 






$






13.6






 






 






$






10.5






 






 






$






11.8






 








Adjustments:






 






 







 






 








 







 







 








Interest expense capitalized (4)






 






 






(724






)






 







(902






)






 






 






(1,422






)








Interest expense on homes sold - current period (10)






 






 






(283






)






 







(609






)







 






(1,617






)








Interest expense on homes sold - prior period (11)






 






 






(1,138






)






 







(1,887






)






 






 






(2,883






)








Contribution profit after interest






 






$






1,440






 






 






$






853






 







$






$222






 








Contribution margin after interest






 






 






1.8






%






 







0.7






%






 






 






0.1






%








Homes sold






 






 






211






 






 







312






 







 






460






 








Contribution profit after interest per home sold






 






$






6.8






 






 






$






2.7






 






 






$






$0.5






 








Total real estate transactions (1)






 






 






263






 






 






 






403






 






 






 






519






 








Contribution profit after interest per real estate transaction






 






$






5.5






 






 






$






2.1






 






 






$






0.4






 









(1)







Total real estate transactions represents the total number of closed real estate transactions including Cash Offer homes sold, Cash Offer Marketplace transactions, and listings closed under our Brokerage Services solutions.








(2)







Real estate inventory valuation adjustment – current period is the real estate inventory valuation adjustments recorded during the period presented associated with homes that remain in real estate inventory at period end.








(3)







Real estate inventory valuation adjustment – prior period is the real estate inventory valuation adjustments recorded in prior periods associated with homes that sold in the period presented.








(4)







Interest expense capitalized represents all interest related costs under our senior and mezzanine secured credit facilities and other senior secured debt, incurred on homes sold in the period presented that were capitalized and expensed in cost of sales at the time of sale.








(5)







Direct selling costs represents selling costs incurred related to homes sold in the period presented. This primarily includes broker commissions and title and escrow closing fees.








(6)







Holding costs primarily include insurance, utilities, homeowners association dues, property taxes, cleaning, and maintenance costs.








(7)







Represents holding costs incurred on homes sold in the period presented and expensed to Sales, marketing, and operating on the Condensed Consolidated Statements of Operations.








(8)







Represents holding costs incurred in prior periods on homes sold in the period presented and expensed to Sales, marketing, and operating on the Condensed Consolidated Statements of Operations.








(9)







Other income, net principally represents interest income earned on our cash and cash equivalents.








(10)







Represents interest expense under our senior and mezzanine secured credit facilities and other senior secured debt incurred on homes sold in the period presented and expensed to interest expense on the Condensed Consolidated Statements of Operations.








(11)







Represents interest expense under our senior and mezzanine secured credit facilities and other senior secured debt incurred in prior periods on homes sold in the period presented and expensed to interest expense on the Condensed Consolidated Statements of Operations.







Adjusted Net Income (Loss) and Adjusted EBITDA


Offerpad also presents Adjusted Net Income (Loss) and Adjusted EBITDA, which are non-GAAP financial measures, which the management team uses to assess Offerpad’s underlying financial performance. Offerpad believes these measures provide insight into period over period performance, adjusted for non-recurring or non-cash items.


Offerpad calculates Adjusted Net Income (Loss) as GAAP Net Income (Loss) adjusted for the change in fair value of warrant liabilities. Offerpad defines Adjusted Net Income (Loss) Margin as Adjusted Net Income (Loss) as a percentage of revenue.


Offerpad calculates Adjusted EBITDA as Adjusted Net Income (Loss) adjusted for interest expense, amortization of capitalized interest, taxes, depreciation and amortization and stock-based compensation expense. Offerpad defines Adjusted EBITDA Margin as Adjusted EBITDA as a percentage of revenue.


Adjusted Net Income (Loss) and Adjusted EBITDA are supplemental to Offerpad’s operating performance measures calculated in accordance with GAAP and have important limitations. For example, Adjusted Net Income (Loss) and Adjusted EBITDA exclude the impact of certain costs required to be recorded under GAAP and could differ substantially from similarly titled measures presented by other companies in Offerpad’s industry or companies in other industries. Accordingly, these measures should not be considered in isolation or as a substitute for analysis of Offerpad’s results as reported under GAAP.


The following table presents a reconciliation of Offerpad’s Adjusted Net Income (Loss) and Adjusted EBITDA to its GAAP Net Income (Loss), which is the most directly comparable GAAP measure, for the periods indicated:






Three Months Ended








(in thousands, except percentages, unaudited)







March 31, 2026







December 31, 2025







March 31, 2025








Net loss (GAAP)







$






(10,133)





 

 






$






(8,820)





 


$






(15,057)





 



Change in fair value of warrant liabilities







 






(169)





 

 







(785)





 

 






 






257





 



Adjusted net loss







$






(10,302)





 

 






$






(9,605)





 


$






(14,800)





 



Adjusted net loss margin







 






(12.9%)





 

 







(8.4%)





 

 






 






(9.2%)





 



Adjustments:







 






 

 







 


 






 



Interest expense







 






1,617





 

 







2,570





 

 






 






3,522





 



Amortization of capitalized interest (1)







 






724





 

 







902





 


 






1,422





 



Income tax expense (benefit)







 






16





 

 







( 6)





 

 






 






37





 



Depreciation and amortization







 






287





 

 







267





 


 






206





 



Amortization of stock-based compensation







 






942





 

 







(1,026)





 

 






 






1,782





 



Adjusted EBITDA







$






(6,716)





 

 






$






(6,898)





 


$






(7,831)





 



Adjusted EBITDA margin







 






(8.4%)





 

 







(6.0%)





 

 






 






(4.9%)





 




(1)







Amortization of capitalized interest represents all interest related costs under our senior and mezzanine secured credit facilities and other senior secured debt, incurred on homes sold in the period presented that were capitalized and expensed in cost of sales at the time of sale.







 

View source version on businesswire.com: https://www.businesswire.com/news/home/20260430246887/en/
Investors & Media

Cortney Read

VP, Investor Relations & Communications

Investors@offerpad.com


Original: Offerpad Announces Q1 2026 Financial Results