Fathom Holdings and Neighborhood Intelligence Mutually Terminate Proposed Merger Over Valuations

The SEC filing said the merger agreement would become “immediately null and void,” releasing both parties from obligations arising after the termination date.
Neighborhood Intelligence’s preliminary results for the quarter ended September 30, 2026, were unaudited, subject to management review and possible adjustment, and had not been reviewed by third parties; the company cautioned that actual results could differ materially.
Fathom Chairman Scott Flanders said the companies did not believe a merger at current valuations would reflect either company’s fair value; Neighborhood Intelligence CEO Marcus Lemonis said retaining control of its blockchain assets while tZERO continues its plan was the appropriate path.
Neighborhood Intelligence said its decision to retain its blockchain assets was independent of the decision to end the merger, and that it believes their potential value is not reflected in current market valuations.
Fathom Holdings and Neighborhood Intelligence have terminated their proposed merger, both companies announced, citing current market valuations that would not fairly reflect either company's true value. Grafa reported that both boards concluded the deal made no sense at today's prices. Neighborhood Intelligence will keep control of its blockchain and digital asset investments, including its stake in tZERO, while exploring ways the firms might still work together.
Neighborhood Intelligence also reported strong business momentum, saying revenue growth is on track and gross margins are expected to exceed 30%, with cost cuts coming faster than planned. Finance Yahoo noted the companies remain independent but open to future collaboration like data sharing. CEO Marcus Lemonis said keeping the blockchain assets while tZERO pursues its own strategy was the right move.
The merger agreement is now "immediately null and void," Market Screener reported, freeing both companies from any remaining obligations. Fathom Chairman Scott Flanders said neither company believed the merger at current valuations would honor their fair value. The deal, once expected to combine two major players in real estate technology and blockchain assets, fell apart because the stock prices didn't support the transaction structure.
Neighborhood Intelligence will keep its blockchain investments and its linked stake in tZERO, Grafa reported. The company believes the potential value of these digital assets is not reflected in what the market is currently paying for its stock. By walking away, Neighborhood keeps these bets intact while tZERO continues building its own business plan without being absorbed into a combined entity.
Neighborhood Intelligence reported encouraging revenue momentum and said gross margins are on pace to exceed 30%, Finance Yahoo stated. Cost-reduction and integration efforts are moving faster than originally planned. Rather than pursue more acquisitions, the company will focus on growing its core business from within, betting that organic expansion will deliver better returns to shareholders than buying other companies.
Though the merger is off, Fathom and Neighborhood Intelligence remain on good terms and are exploring potential ways to work together, including data sharing arrangements. Market Screener noted the decision to part ways was mutual and friendly. Neither company said they would pursue deals with rivals, leaving room for the two firms to benefit each other without merging into one.
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