NEIGHBORHOOD INTELLIGENCE, INC.
For the period ended Nov 5, 2026. Filed Nov 5, 2026.
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Nov 5, 2026 · Filed Nov 5, 2026
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Contents
EX-99.1 · Cautionary Note Regarding Forward-Looking Statements
Cautionary Note Regarding Forward-Looking Statements
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Such forward-looking statements include all statements other than statements of historical fact, including but not limited to statements regarding revenue growth, gross margins, operating efficiencies, financial outlook and guidance, integration and merger synergies, cost savings, expected cash flow, long-term operating and financial objectives and the timing of any of the foregoing. You should not place undue reliance on any forward-looking statements, which speak only as of the date they were made. We undertake no obligation to update any forward-looking statements as a result of any new information, future developments, or otherwise. These forward-looking statements are inherently difficult to predict. Actual results could differ materially due to variety of risks, uncertainties, and other important factors including but not limited to: our dependence on third parties, including our fulfillment partners; our competition; consumer needs, expectations, or trends; our reliance on effective marketing; economic factors including recessions, downturns, inflation, exposure to the housing market, and consumer spending; trade policies or restrictions, including tariffs, and related macroeconomic effects; our changing business model and use of our brands, such as the Overstock brand, Bed Bath & Beyond brand, buybuy BABY brand, Kirkland’s and Kirkland’s Home brands, SFV Services, and The Container Store; the changing job market and changes to our leadership team or compensation approach; our reliance on paid and natural search engines; our ability to become profitable or generate positive cash flows; our ability to raise additional capital, obtain financing, or monetize significant assets; our dependence on the Internet; our infrastructure; and transaction-processing systems; compliance with ever-evolving federal, state, and foreign laws; cyberattacks or data security incidents; legal proceedings to which we are subject; damage to our reputation or brand image; shipping and customer service; operations; technological advancements, including artificial intelligence; global conflicts; product safety and quality concerns, content and quality; our ever evolving business model; risks related to our Warrants; risks related to our completed merger with TBHC and The Container Store and our proposed merger with Fathom Holdings, Inc.; our investments in new business strategies, acquisitions, dispositions, partnerships, or other transactions; and regulatory changes or actions related to cryptocurrencies and blockchain technology. Additional information regarding risks, uncertainties, and other important factors that could materially affect results and the accuracy of the forward-looking statements contained herein may be found in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2025, and in our subsequent filings with the SEC including, without limitation, our Quarterly Report on Form 10-Q for the Quarterly period ended September 30, 2026. Forward-looking statements speak only as of the date they are made and, except as may be required under applicable law, we undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
| Neighborhood Intelligence, Inc.Consolidated Balance Sheets (Unaudited)(in thousands, except per share data) | ||
|---|---|---|
| September 30,2026 | December 31,2025 | |
| Assets | ||
| Current assets: | ||
| Cash and cash equivalents | $100,435 | $175,295 |
| Restricted cash | 26,795 | 26,924 |
| Accounts receivable, net of allowance for credit losses of $2,818 and $3,377 | 50,501 | 20,829 |
| Inventories | 227,845 | 5,162 |
| Prepaids and other current assets | 38,739 | 11,905 |
| Total current assets | 444,315 | 240,115 |
| Property and equipment, net | 177,348 | 13,712 |
| Intangible assets, net | 68,600 | 45,140 |
| Goodwill | 140,564 | 6,160 |
| Equity securities, including securities measured at fair value of $17,075 and $26,903 | 54,905 | 66,641 |
| Operating lease right-of-use assets | 443,587 | 5,156 |
| Other long-term assets, net | 29,292 | 48,554 |
| Total assets | $1,358,611 | $425,478 |
| Liabilities and Stockholders' Equity | ||
| Current liabilities: | ||
| Accounts payable | $208,170 | $89,992 |
| Accrued liabilities | 127,343 | 51,297 |
| Unearned revenue | 47,804 | 34,429 |
| Operating lease liabilities, current | 100,233 | 928 |
| Short-term debt, net | — | 15,500 |
| Total current liabilities | 483,550 | 192,146 |
| Long-term debt, net | 212,807 | — |
| Operating lease liabilities, non-current | 343,232 | 5,643 |
| Deferred tax liabilities, long-term | 9,436 | — |
| Other long-term liabilities, including commitments measured at fair value of $— and $2,766 | 17,044 | 9,745 |
| Total liabilities | 1,066,069 | 207,534 |
| Stockholders' equity: | ||
| Preferred stock, $0.0001 par value, authorized shares - 5,000, issued and outstanding - none | — | — |
| Outstanding shares - 98,626 and 68,863 | 11 | 8 |
| Additional paid-in capital | 1,401,528 | 1,239,338 |
| Accumulated deficit | (924,750) | (842,711) |
| Accumulated other comprehensive loss | (4,896) | (2,574) |
| Treasury stock at cost - 8,145 and 7,495 | (179,675) | (176,478) |
| Equity attributable to stockholders of Neighborhood Intelligence, Inc. | 292,218 | 217,583 |
| Equity attributable to noncontrolling interests | 324 | 361 |
| Total stockholders' equity | 292,542 | 217,944 |
| Total liabilities and stockholders' equity | $1,358,611 | $425,478 |
| Neighborhood Intelligence, Inc. Consolidated Statements of Operations (Unaudited)(in thousands, except per share data) | ||||
|---|---|---|---|---|
| Three months endedSeptember 30, | Nine months endedSeptember 30, | |||
| 2026 | 2025 | 2026 | 2025 | |
| Net revenue | $509,314 | $257,187 | $1,118,228 | $771,186 |
| Cost of goods sold | 336,369 | 192,024 | 789,404 | 580,922 |
| Gross profit | 172,945 | 65,163 | 328,824 | 190,264 |
| Operating expenses | ||||
| Sales and marketing | 54,272 | 36,126 | 129,690 | 105,625 |
| Technology | 33,549 | 20,645 | 79,097 | 70,584 |
| General and administrative | 131,238 | 11,971 | 203,628 | 40,373 |
| Customer service and merchant fees | 16,217 | 8,873 | 36,814 | 27,561 |
| Other operating expense (income), net | (262) | — | 2,754 | (5,790) |
| Total operating expenses | 235,014 | 77,615 | 451,983 | 238,353 |
| Operating loss | (62,069) | (12,452) | (123,159) | (48,089) |
| Interest income (expense), net | (3,749) | 1,186 | (1,270) | 2,837 |
| Other income (expense), net | 20,712 | 6,978 | 21,161 | (17,780) |
| Loss before income taxes | (45,106) | (4,288) | (103,268) | (63,032) |
| Provision (benefit) for income taxes | (18,962) | 233 | (21,229) | 714 |
| Consolidated net loss | (26,144) | (4,521) | (82,039) | (63,746) |
| Less: Net loss attributable to noncontrolling interests | — | — | — | — |
| Net loss | $(26,144) | $(4,521) | $(82,039) | $(63,746) |
| Net loss per share of common stock: | ||||
| Basic | $(0.28) | $(0.07) | $(1.03) | $(1.11) |
| Diluted | $(0.28) | $(0.07) | $(1.03) | $(1.11) |
| Weighted average shares of common stock outstanding: | ||||
| Basic | 94,911 | 60,333 | 79,517 | 57,190 |
| Diluted | 94,911 | 60,333 | 79,517 | 57,190 |
| Neighborhood Intelligence, Inc.Consolidated Statements of Cash Flows (Unaudited)(in thousands) | ||
|---|---|---|
| Nine months endedSeptember 30, | ||
| 2026 | 2025 | |
| Cash flows from operating activities: | ||
| Net loss | $(82,039) | $(63,746) |
| Adjustments to reconcile net loss to net cash used in operating activities: | ||
| Depreciation and amortization | 28,494 | 12,803 |
| Amortization of debt issuance and original issue discount cost | 1,159 | — |
| Non-cash operating lease cost | 2,407 | 1,461 |
| Stock-based compensation to employees and directors | 2,146 | 8,002 |
| Deferred income tax | (18,287) | — |
| Gain on sale of intangible assets | — | (5,790) |
| Impairment of long-lived assets (including leases) | 4,491 | — |
| Gain on lease termination | (2,232) | — |
| Loss on disposal of fixed assets | 1,463 | — |
| Loss from equity method securities | 3,427 | 16,644 |
| Gain on loan commitment | (2,766) | — |
| Gain on fair value adjustment for derivative | (20,959) | — |
| Other non-cash adjustments | (913) | 1,720 |
| Changes in operating assets and liabilities, net of acquisitions: | ||
| Accounts receivable, net | (11,715) | (1,460) |
| Inventories | (35,707) | 4,333 |
| Prepaids and other current assets | (1,445) | 2,251 |
| Other long-term assets, net | 186 | (493) |
| Accounts payable | 16,630 | 12,375 |
| Accrued liabilities | 1,324 | (26,990) |
| Unearned revenue | 2,578 | (7,275) |
| Operating lease assets and liabilities, net | (3,447) | (1,016) |
| Other long-term liabilities | (3,256) | (3,031) |
| Income taxes payable | 12 | — |
| Net cash used in operating activities | (118,449) | (50,212) |
| Cash flows from investing activities: | ||
| Expenditures for property and equipment | (11,963) | (5,249) |
| Purchase of intangible assets | (1,973) | (15,214) |
| Acquisitions of businesses, net of cash acquired | 13,114 | — |
| Purchase of equity securities | — | (8,000) |
| Proceeds from the sale of intangible assets | — | 6,250 |
| Disbursement of notes receivable | (27,168) | (8,232) |
| Proceeds from settlement of loan participation agreement | 6,465 | — |
| Other investing activities, net | 50 | 29 |
| Net cash used in investing activities | (21,475) | (30,416) |
| Neighborhood Intelligence, Inc.Consolidated Statements of Cash Flows (Unaudited)(in thousands) | ||
|---|---|---|
| Nine months endedSeptember 30, | ||
| (Continued) | 2026 | 2025 |
| Cash flows from financing activities: | ||
| Proceeds from sale of common stock, net of offering costs | $18,329 | $101,690 |
| Proceeds from short-term debt | 7,500 | — |
| Payments on short-term debt | — | (7,000) |
| Proceeds from long-term debt | 15,778 | — |
| Payments on long-term debt | (73) | — |
| Proceeds from revolving line of credit, net | 26,298 | — |
| Refinancing costs | (149) | — |
| Repurchase of shares | — | (6,218) |
| Payments of taxes withheld upon vesting of employee stock awards | (1,781) | (544) |
| Proceeds from employee stock purchase plan | 500 | 683 |
| Dividends from token offering | (37) | — |
| Other financing activities, net | (348) | 341 |
| Net cash provided by financing activities | 66,017 | 88,952 |
| Effect of exchange rate changes on cash | (1,082) | — |
| Net increase (decrease) in cash, cash equivalents, and restricted cash | (74,989) | 8,324 |
| Cash, cash equivalents, and restricted cash, beginning of period | 202,219 | 186,093 |
| Cash, cash equivalents, and restricted cash, end of period | $127,230 | $194,417 |
| Supplemental disclosures of cash flow information: | ||
| Non-cash investing and financing activities: | ||
| Non-cash acquisition of TBHC, SFV Services, and TCS | $271,198 | $— |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.