Fathom Holdings and Neighborhood Intelligence, the company formerly known as Bed Bath & Beyond, have mutually agreed to end their planned merger. The all-stock deal, announced in June and valued at more than $53 million, will not proceed. The companies say they may still explore collaboration while pursuing separate strategies.
Key takeaways
- The companies’ boards mutually agreed to terminate the merger.
- The proposed all-stock transaction was valued at more than $53 million when announced in June.
- Both sides said current valuations did not adequately reflect the companies’ respective fair values.
- The companies may continue working together, while Neighborhood Intelligence retains control of tZERO.
The decision ends a deal that had brought together a national real estate and title business with a company focused on technology, data and digital investment assets.
Why the merger was called off
Fathom board chairman Scott Flanders said the combination had appeared capable of creating long-term value, but that the companies’ current valuations made a merger inappropriate. He said Fathom had made meaningful progress and would continue to pursue its own strategy.
Neighborhood Intelligence chairman and CEO Marcus Lemonis also cited concerns that a merger at current valuations would not properly represent either company’s fair value. He said the company had considered shareholder feedback and alternatives before deciding to retain ownership and control of its blockchain assets.
What happens to tZERO
Neighborhood Intelligence plans to retain sole ownership of tZERO, its blockchain and digital investment platform. Lemonis said keeping control would allow tZERO to continue executing its plan and give shareholders the opportunity to participate in the assets’ potential future value.
The merger’s termination therefore leaves tZERO within Neighborhood Intelligence rather than combining it with Fathom’s real estate and title operations.
Potential collaboration remains
Although the acquisition will not move forward, the companies have indicated they may continue working together. Potential areas of cooperation could include data, technology, business relationships and other assets, though they have not announced specific agreements or a timetable.
For now, Fathom and Neighborhood Intelligence will operate independently and follow their respective strategies, while leaving open the possibility of selective collaboration.