Opendoor Technologies Inc. Announces Proposed Secondary Public Offering of Common Stock by Selling Stockholder

Rhea-AI Summary

Opendoor Technologies Inc. (Nasdaq: OPEN) announced a proposed registered secondary public offering of 28,000,000 shares of common stock by an existing stockholder. Citigroup Global Markets Inc. is the sole book-running manager for the offering. The underwriter has a 30-day option to purchase an additional 4,200,000 shares. Opendoor will not sell any shares or receive proceeds from this offering, which will not alter the total number of outstanding shares. Investors are encouraged to review the prospectus supplement and base prospectus filed with the SEC for detailed information.

Positive

• Existing stockholder offering 28,000,000 shares may increase liquidity in the market.
• Citigroup Global Markets Inc. is managing the offering, providing credibility.

Negative

• Opendoor will not receive any proceeds from the offering, limiting potential financial benefits.
• The offering may lead to potential dilution for existing shareholders if additional shares are exercised.

SAN FRANCISCO, Sept. 13, 2021 (GLOBE NEWSWIRE) -- Opendoor Technologies Inc. (Nasdaq: OPEN) (“Opendoor”), a leading digital platform for residential real estate, today announced the commencement, subject to market and other conditions, of a proposed registered secondary public offering of 28,000,000 shares of common stock by an existing stockholder of Opendoor (the “Selling Stockholder”). The underwriter will have a 30-day option to purchase up to an additional 4,200,000 shares of common stock from the Selling Stockholder. Opendoor is not selling any shares and will not receive any proceeds from the proposed offering. The proposed offering will not change the number of shares of common stock that are currently outstanding.

Citigroup Global Markets Inc. is acting as sole book-running manager for the proposed offering. Citigroup proposes to offer the shares of common stock for sale from time to time in one or more transactions on The Nasdaq Global Select Market, in the over-the-counter market, through negotiated transactions or otherwise at market prices prevailing at the time of sale, at prices related to prevailing market prices or at negotiated prices, subject to receipt and acceptance by them and subject to their right to reject any order in whole or in part.

The offering is being made only by means of a prospectus supplement and accompanying base prospectus. Opendoor has filed a registration statement (including a base prospectus) which has been declared effective by the Securities and Exchange Commission (“SEC”) and has also filed a preliminary prospectus supplement with the SEC for the offering to which this communication relates and will file a final prospectus supplement relating to the offering. Prospective investors should read the prospectus supplement and base prospectus in that registration statement and other documents Opendoor has filed with the SEC for more complete information about Opendoor and the proposed offering. You may obtain these documents for free by visiting EDGAR on the SEC’s website at www.sec.gov. Alternatively, copies of the preliminary prospectus supplement and the accompanying base prospectus for the offering may be obtained by contacting: Citigroup Global Markets Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717, by telephone at (800) 831-9146 or by email at prospectus@citi.com.

This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of that jurisdiction. Any offers, solicitations or offers to buy, or any sales of securities will be made in accordance with the registration requirements of the Securities Act of 1933, as amended.

About Opendoor

Opendoor’s mission is to empower everyone with the freedom to move. Since 2014, Opendoor has provided people across the U.S. with a radically simple way to buy, sell or trade-in a home online. Opendoor currently operates in a growing number of markets across the U.S.

Cautionary Note Regarding Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, as amended. Such forward-looking statements are based on Opendoor’s beliefs and assumptions and on information currently available to it on the date of this press release. Forward-looking statements may involve known and unknown risks, uncertainties and other factors that may cause Opendoor’s actual results, performance or achievements to be materially different from those expressed or implied by the forward-looking statements. Such forward-looking statements include, among other things, statements regarding the timing, size and completion of the proposed secondary offering of common stock. The forward-looking statements contained herein are based upon Opendoor’s current expectations and involve assumptions that may never materialize or may prove to be incorrect. Actual results could differ materially from those projected in any forward-looking statements due to numerous risks and uncertainties, including, but not limited, to risks and uncertainties related to market conditions and satisfaction of customary closing conditions related to the proposed secondary offering, and other risks. Except to the extent required by law, Opendoor undertakes no obligation to update such statements to reflect events that occur or circumstances that exist after the date on which they were made.

Contact Information

Investors:
Elise Wang
Opendoor
investors@opendoor.com

Media:
Sheila Tran / Charles Stewart
Opendoor
press@opendoor.com

FAQ

What is the purpose of Opendoor's secondary public offering?

The offering allows an existing stockholder to sell shares, increasing market liquidity but does not benefit Opendoor directly.

How many shares are being offered in Opendoor's recent announcement?

Opendoor announced a proposed offering of 28,000,000 shares of common stock.

Who is managing the secondary offering for Opendoor?

Citigroup Global Markets Inc. is acting as the sole book-running manager for the offering.

Is Opendoor going to receive any funds from the sale of the shares?

No, Opendoor will not sell any shares and will not receive any proceeds from this offering.

What is the potential impact of the offering on Opendoor's stock?

The offering may increase liquidity but could also result in dilution for existing shareholders.