Offerpad Solutions Inc. announced that it has entered into a security purchase agreement for the issuance of 160,742,959 pre-funded warrants at a price of $0.5599 per warrant for the gross proceeds of approximately $90.0 million on January 31, 2023. The transaction included participation from the founder, Chief Executive Officer and chairman of the company?s board of directors Brian Bair, member of the Board Roberto Sella and returning investor First American Financial Corporation and Kenneth DeGiorgio and ACME Partnership, EGADS Investments LP, Hinsdale LLC, Ira Brind, Revocable Trust, Kaplin Investment Partners, KF Self-Directed Investments, LLC, The Irrevocable Deed of Trust of Richard B. Worley for Richard G. Worley, JLS Family Partners LP, Mark Froot 2020 Irrevocable Trust, David Froot 2020 Irrevocable Trust, John Coates Roth Contributory IRA, The Leslie Miller and Richard B. Worley Foundation, MAREK SKAWINSKI & MALGORZATA SKAWINSKI JTWROS, KFP Investors Partnership, Marjorie Miller GST Exempt Trust FBO Wendy Mnookin, Thomson Family Limited Partnership, VSF Investments LLC, Ulysses Partners, L.P., a fund managed by Ulysses Management LLC J&T Family Limited Partnership, First American Financial Corporation, Anthony Barrett, Christoph O?Donnell, David Brind, Fabio Terlevich & Mary P. Rouse JTWROS, Ivan Szeftel, Charlotte C. Weber UAD, FBO John C. Weber Jr., Charlotte C. Weber Trust FBO Peyton Weber U/A DTD, Charlotte C. Weber Trust FBO John C. Weber, Charlotte C. Weber Trust FBO Christopher Edward Weber U/A DTD, MARTHA F. MORSE, Matthew H. Taylor, MORSE CHARITABLE FOUNDATION, Ned Kaplin, Paul A. Frick & Donna M. Frick JT TEN, Paul A. Frick & Donna M. Frick JT TEN, PETER C. MORSE REMAINDER TRUST DTD, FBO LISA D. MORSE, PETER C. MORSE, Regina Latella, Richard B. Worley, Roberto Sella, RUDI MINXHA & JESSIE AI JTWROS, Samuel L, Duboc, Sarah Miller Coulson, Wilbur Kim, Brian Bair, Kenneth DeGiorgio, Irrevocable Deed of Trust of Richard B. Worley for Elizabeth Mai Worley, Peter C. Morse Remainder Trust DTD, FBO Kate M. Frantz, Shivraj Mundy, and Jim Morrissey. The pre-funded warrants are exercisable at a price of $0.0001, subject to certain customary anti-dilution adjustment provisions.

The pre-funded warrants and the shares of class A common stock issuable upon exercise of the warrants are being issued and sold pursuant to an exemption from registration provided for under the Securities Act of 1933, as amended and neither the pre-funded warrants nor the shares of Class A common stock issuable upon exercise of the warrants have been registered under the Securities Act.