Exhibit
99.1
Beeline
Q3 2026 Revenue Increases 30% Year-Over-Year; Net Loss Decreases 6% and Adjusted EBITDA Loss Narrows 33% Sequentially
Proposed TYTL Acquisition Expected to Finalize Definitive Agreements Within Days Positioning Beeline as a Leader in AI-Powered, Blockchain-Enabled Real Estate Finance
CEO to Cancel 3 Million TYTL Merger Shares
Upon Closing to Contribute to Lowering Dilution for Beeline
$3 Million Annualized Cost Reduction Plan Underway
Management
to host a conference call on November 12 at 5:00 p.m. ET to review results and discuss outlook
PROVIDENCE,
R.I. – November 12, 2026 (GLOBE NEWSWIRE) – via IBN – Beeline Holdings, Inc. (Nasdaq: BLNE) (“Beeline”
or the “Company”), a technology-driven mortgage lender and fractional equity platform, today announced financial results
for the third quarter ended September 30, 2026.
Q3
2026 Financial Highlights
| ● | Net
revenues of $3.0 million, up 30% year-over-year and 15% from Q2 2026. |
| ● | 268
loans originated, up 11% from 242 in Q3 2025 and 11% from Q2 2026. |
| ● | Overall
margins increased to 3.56%, from 3.07% in Q2 2026 and 2.78% in Q1 2026. |
| ● | Operating
expenses of $6.8 million declined 5% from $7.1 million in Q2 2026. |
| ● | Net
loss of $3.8 million, compared with $4.0 million in both Q3 2025 and Q2 2026. |
| ● | Adjusted
EBITDA loss of $1.8 million improved 35% from $2.7 million in Q3 2025 and 33% from $2.6 million
in Q2 2026. |
| ● | Monthly
savings of $250,000 are in progress, with $160,000 expected to be realized in November. |
Adjusted
EBITDA is a non-GAAP financial measure. See the reconciliation and discussion below.
“Despite
challenging market conditions, our third quarter
reflects measurable progress in the core business,” said Nick Liuzza, Chief Executive Officer of Beeline. “Revenue grew 30%
year-over-year while operating expenses declined sequentially. We are focusing on higher-margin mortgage products, improved conversion
and AI-enabled efficiency. We remain disciplined about liquidity and cost reduction as we work toward a more scalable operating model.”
The
Company closed 268 loans during the quarter and overall mortgage margin increased for the third consecutive quarter to 3.56%, compared
with 3.07% in Q2 2026 and 2.78% in Q1 2026, emphasizing the product mix shift to debt-service coverage ratio and bank statement loans.
Management
believes its merger with TYTL is days away from definitive docs being signed subject to shareholder approval and closing
conditions. The proposed acquisition would combine Beeline’s AI-powered mortgage and national title infrastructure with TYTL’s
proprietary, patent-pending blockchain securitization platform. TYTL is already placing residential home equity data on-chain and digitally
securitizing these assets for sale to investors. The combined companies would present institutional investors with attractive home equity
investment opportunities offering compelling potential IRRs, defined risk profiles, and the potential for faster liquidity through Regulation
D digital securities offerings, while exploring future applications for tokenized mortgage assets. The combination of the two companies
potentially creates an interesting opportunity for shareholders while distancing Beeline from traditional mortgage lending.
Of the anticipated nine million
TYTL merger shares to be issued to Beeline’s CEO Nick Liuzza upon closing, approximately three million shares will
be forfeited and cancelled, reducing potential dilution for existing Beeline shareholders and supporting the Company’s future capital-raising
efforts. An additional 33% will be restricted until performance milestones are met, if ever. A total of 16.5% will be earned when Beeline
achieves a $100 million market capitalization for five consecutive trading days and another 16.5% at $200 million. The remaining 34%
will be issued at closing, subject to lockup restrictions.
Management expects fourth-quarter
seasonality and impact from a challenging interest-rate environment. Priorities include protecting margins, increasing funnel efficiency,
realizing planned cost savings, expanding automation and maintaining sufficient liquidity.
Conference
Call
Management
will host a conference call on November 12, 2026, at 5:00 p.m. ET to discuss third-quarter results. The call will be led by Nick Liuzza,
Chief Executive Officer, Jess Kennedy, Chief Operating Officer, and Chris Moe, Chief Financial Officer.
Participants
may join via webcast or by phone using the details below:
| ● | Listen-only
webcast: https://event.choruscall.com/mediaframe/webcast.html?webcastid=mxJpJirm |
| | | |
| ● | Toll-Free
Dial-In (U.S.): 877-317-6789 |
| | | |
| ● | International
Dial-In: 412-317-6789 |
Use
of Non-GAAP Measures
This
press release includes both financial measures in accordance with Generally Accepted Accounting Principles, or GAAP, as well as non-GAAP
financial measures. Generally, a non-GAAP financial measure is a numerical measure of a company’s performance, financial position
or cash flows that either excludes or includes amounts that are not normally included or excluded in the most directly comparable measure
calculated and presented in accordance with GAAP. Non-GAAP financial measures should be viewed as supplemental and should not be considered
as alternatives to net income (loss), operating income (loss), and cash flow from operating activities, liquidity or any other financial
measures. They may not be indicative of the historical operating results of Beeline nor are they intended to be predictive of potential
future results. Investors should not consider non-GAAP financial measures in isolation or as substitutes for performance measures calculated
in accordance with GAAP.
Our
management uses and relies on Adjusted EBITDA, a non-GAAP financial measure, to evaluate and assess our core operating results from period-to-period
after removing the impact of items that affect comparability. Our management recognizes that the non-GAAP financial measure has inherent
limitations because of the excluded items described below. We also review our operating metrics without including stock-based compensation,
which is another non-GAAP financial measure.
We
have included a reconciliation of our non-GAAP financial measure to the most comparable GAAP financial measure. We believe that providing
the non-GAAP financial measure, together with the reconciliation to GAAP, helps investors make comparisons between Beeline and other
companies. In making any comparisons to other companies, investors need to be aware that companies use different non-GAAP measures to
evaluate their financial performance. Investors should pay close attention to the specific definition being used and to the reconciliation
between such measure and the corresponding GAAP measure provided by each.
The
Company defines Adjusted EBITDA as earnings before interest, taxes, depreciation and amortization, stock-based compensation, and other
one-time items.
The
following table presents a reconciliation of net income (loss) to adjusted EBITDA for the three and nine months ended September 30, 2026
and 2025 (unaudited):
| | |
Three Months Ended
September 30, | | |
Nine Months Ended
September 30, | |
| (Dollars in thousands) | |
2026 | | |
2025 | | |
2026 | | |
2025 | |
| Net loss | |
$ | (3,810 | ) | |
$ | (3,962 | ) | |
$ | (13,122 | ) | |
$ | (15,029 | ) |
| Interest expense | |
| 55 | | |
| 69 | | |
| 55 | | |
| 2,346 | |
| Depreciation and amortization | |
| 845 | | |
| 831 | | |
| 2,466 | | |
| 2,487 | |
| Stock-based compensation expense | |
| 1,089 | | |
| - | | |
| 3,129 | | |
| 130 | |
| Non-recurring expenses (1) | |
| 63 | | |
| - | | |
| 571 | | |
| 321 | |
| Gain on remeasurement of previously held equity interest | |
| - | | |
| - | | |
| (480 | ) | |
| - | |
| Net loss from discontinued operations | |
| - | | |
| 361 | | |
| - | | |
| 719 | |
| Adjusted EBITDA | |
$ | (1,758 | ) | |
$ | (2,701 | ) | |
$ | (7,381 | ) | |
$ | (9,026 | ) |
| |
(1) |
For
the three and nine months ended September 30, 2026, non-recurring expenses included costs related to the class action complaint.
For the nine months ended September 30, 2025, non-recurring expenses included merger costs related to the shareholder meeting on
March 7, 2025 to approve the name changing to Beeline Holdings, Inc. and to approve the Series F and F-1 Preferred Stock (shares
received in the merger) to convert to common shares, as well as costs related to the Nasdaq initial listing. |
About
Beeline Holdings, Inc.
Beeline
is a next-generation mortgage and home equity service company simplifying the path to homeownership and liquidity. By combining blockchain
technology, automation, and a customer-first digital experience, Beeline makes financing a home, or unlocking its value, faster, fairer,
and more transparent. For more information, visit www.makeabeeline.com.
Forward-Looking
Statements
This
press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995,
including statements about cost reductions, increasing margins, liquidity and closing the TYTL merger. Forward-looking statements
may be prefaced by words such as “anticipate,” “expect,” “plan,” “could,”
“may,” “will,” “should,” “would,” “intend,” “seem,”
“potential,” “appear,” “continue,” “future,” “believe,”
“estimate,” “forecast,” “project,” “target,” and similar words. Forward-looking
statements are based on our current expectations and assumptions regarding our business, the economy and other future conditions.
Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in
circumstances that are difficult to predict. We caution you, therefore, against relying on any of these forward-looking statements.
Our actual results may differ materially from those contemplated by the forward-looking statements for a variety of reasons,
including, without limitation, the possibility that estimates, projections and assumptions on which the forward-looking statements
are based prove to be incorrect, central bank interest rates and future interest rate changes, the risks arising from the impact of
affordability, inflation, tariffs, the war in the Middle East, the deterioration of the labor market of the United States, a
recession which may result on the Company’s business, prospective customers, and on the national and global economy, our
ability to raise additional capital to meet working capital needs, our ability to attract homeowners to our products and services,
our ability to comply with applicable regulatory requirements and new regulations and developments that may arise including the
potential for regulatory changes regarding digital assets, artificial intelligence, and other areas that impact and may in the
future impact the Company’s business, the possibility that our expectations and perceived benefits with respect to strategic
transactions, whether our shareholders will approve the acquisition of TYT and whether TYTL can arrange the necessary financing it
needs to meet the closing conditions. Additional information regarding these and other risks is contained in Beeline’s
filings with the Securities and Exchange Commission, including the Risk Factors contained in the Company’s 2025 Annual Report
on Form 10-K and our prospectus supplement dated March 10, 2026. Any forward-looking statement made by us in this press release
speaks only as of the date on which it is made. Factors or events that could cause our actual results to differ may emerge from time
to time, and it is not possible for us to predict all of them. We undertake no obligation to publicly update any forward-looking
statement, whether as a result of new information, future developments or otherwise, except as may be required by law.
Contacts
Investor Relations
ir@makeabeeline.com
Media Inquiries
press@makeabeeline.com
Corporate Communications
IBN.Ai
Austin, Texas
www.IBN.Ai
512.354.7000
Office
Editor@IBN.Ai
