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Fathom Announces $3.0 Million Registered Direct Offering

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CARY, N.C., March 11, 2025 /PRNewswire/ -- Fathom Holdings, Inc. (Nasdaq: FTHM) ("Fathom"; or the "Company"), a national, technology-driven, end-to-end real estate services platform integrating residential brokerage, mortgage, title, and SaaS offerings for brokerages and agents, today announced that it has entered into a definitive securities purchase agreement for the purchase of an aggregate of 3,505,364 shares of its common stock to certain investors at a purchase price of $0.6847 per share, and an aggregate of 832,639 shares of its common stock to members of its Board of Directors (the "Board") at a purchase price of $0.7206 per share, which was the consolidated closing bid price per share on March 10, 2025, in a registered direct offering (the "Offering"). The closing of the Offering is expected to occur on or about March 14, 2025, subject to the satisfaction of customary closing conditions.

(PRNewsfoto/Fathom Realty)
(PRNewsfoto/Fathom Realty)

As a part of the Offering and in connection with the closing of the Offering, the Company has agreed to appoint Adam Rothstein to the Board, subject to approval by the Board upon the recommendation of the Nominating and Corporate Governance Committee of the Board.

The financing is being led by new investors, including, Adam Rothstein and ReMY Capital Partners III LP, with participation from current members of the Board, Scott Flanders and Steve Murray.

The aggregate gross proceeds to the Company from the Offering are expected to be approximately $3.0 million, before deducting estimated offering expenses payable by the Company.  The Company intends to use the net proceeds from the Offering for general corporate and working capital purposes and funding strategic acquisitions of businesses that are complementary to its own.

The securities described above are being offered pursuant to a "shelf" registration statement (File No. 333-276318) filed with the Securities and Exchange Commission ("SEC") on December 29, 2023 and declared effective on January 11, 2024. The Offering is being made only by means of a prospectus forming a part of the effective registration statement. The prospectus supplement and the accompanying prospectus relating to the securities being offered will be filed with the SEC and be available at the SEC's website at www.sec.gov. Electronic copies of the prospectus supplement and the accompanying prospectus relating to the securities being offered may also be obtained, when available, by contacting the Company at 2000 Regency Parkway Drive, Suite 300 Cary, North Carolina 27518 or by telephone at (888) 455-6040.