Bed Bath & Beyond drops $53M deal to acquire Fathom
Months after the deal was announced, both parties have concluded that it wouldn’t “appropriately reflect the fair value of either company for its shareholders.”
The latest attempt at combining a retail chain with a residential real estate company is off the table — at least for now.
$53.4M deal falls through: Fathom Holdings and Neighborhood Intelligence, parent company to Bed Bath & Beyond, announced Oct. 5 that they have terminated the proposed acquisition first announced in June.
Under the original agreement, Neighborhood Intelligence was slated to acquire Fathom, which was valued at about $53.4 million, in an all-stock deal. Fathom's holdings include mortgage, title and insurance, as well as Fathom Realty, the 17th largest U.S. brokerage by sales volume in 2025.
But this week, the two companies concluded that the agreement "would not appropriately reflect the fair value of either company for its shareholders." They also said that "the timing is not right" to combine the two businesses.
Decision made after shareholder weigh-in: "We entered into the merger transaction because we believed that combining Fathom's national real estate and title businesses with Neighborhood Intelligence's technology, data and other assets had the potential to create long-term value," Fathom Chairman Scott Flanders said.
"At current valuations, however," Flanders added, "we do not believe a merger appropriately reflects the fair value of either company."
Neighborhood Intelligence CEO Marcus Lemonis said company leadership listened to shareholders and considered other options before concluding that nixing the deal was for the best.
Fathom and Neighborhood Intelligence do, however, plan to explore ways to work together moving forward, the companies said, with data sharing serving as one potential avenue for that collaboration.
From 'transformational' to bad timing: When the merger was first announced, Fathom Holdings Interim CEO Adam Rothstein described the opportunity as "transformational," citing Bed Bath & Beyond's broad customer reach and the potential for the deal to position Fathom for long-term growth.
But the deal soon hit some speedbumps over company valuations, leading the firms to announce a restructured agreement focused on digital assets last month. At that time, the companies said they were also discussing pursuing a long-term data sharing agreement instead of going through with their acquisition plans.
A kind of deal that's been tried before: The proposed deal isn't the first of its kind. Perhaps the best-known example of an attempt to combine a retail chain with a real estate company occurred in 1981 when Sears acquired Coldwell Banker. Twelve years later, Sears went on to sell the brokerage, which recently became part of Compass International Holdings following the company's acquisition of Anywhere brands.