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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): April 15, 2025
BEELINE HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
| Nevada | 001-38182 | 20-3937596 | ||
|
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
188 Valley Street, Suite 225
Providence, RI 02909
(Address of principal executive offices)
(Zip Code)
Registrant’s telephone number, including area code: (458) 800-9154
Securities registered pursuant to Section 12(b) of the Act:
| Common Stock, $0.0001 par value | BLNE | The Nasdaq Stock Market LLC | ||
| (Title of Each Class) | (Trading Symbol) | (Name of Each Exchange on Which Registered) |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (CFR §240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition.
On April 15, 2025, Beeline Holdings, Inc. (the “Company”) issued a press release announcing financial results for the year ended December 31, 2024. The text of the press release is furnished as Exhibit 99.1 to this current report.
The information in this Item 2.02 and Exhibit 99.1 hereto shall not be deemed “filed” for the purposes of or otherwise subject to the liabilities under Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Unless expressly incorporated into a filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, the information contained in this Item 2.02 and Exhibit 99.1 hereto shall not be incorporated by reference into any Company filing, whether made before or after the date hereof, regardless of any general incorporation language in such filing.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits.
| Exhibit | Description | |
| 99.1 | Press Release dated April 15, 2025 | |
| 104 | Cover page interactive data file (embedded within the iXBRL document) |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: April 15, 2025
| BEELINE HOLDINGS, INC. | ||
| By: | /s/ Nicholas R. Liuzza, Jr. | |
| Nicholas R. Liuzza, Jr. | ||
| Chief Executive Officer | ||
Exhibit 99.1
Beeline Holdings Reports Full Year 2024 Results and Provides Business Update
Providence, RI (April 15, 2025) – Beeline Holdings, Inc. (Nasdaq: BLNE), a technology-driven mortgage originator and title provider, today announced its financial results for the fiscal year ended December 31, 2024, and shared a strategic update on its transformation following the merger with Eastside Distilling.
CEO Nick Liuzza and the executive team, including CFO Chris Moe and COO Jess Kennedy, will present the company’s year-end earnings, highlighting the successful integration of Beeline Financial Holdings, Inc. (“Beeline Financial”) into the company and the company’s pivot to a digital-first mortgage platform supported by proprietary AI technologies.
2024 Highlights
| ● | Completed merger on October 7, 2024, rebranding as Beeline Holdings and transitioning to a fully digital mortgage and title business | |
| ● | Beeline Financial achieved 38% year-over-year growth in loan originations, significantly outpacing the 9% industry average | |
| ● | Beeline Financial grew revenue 33.5% year-over-year to just over $5M (unaudited) despite ongoing industry headwinds and elevated interest rates | |
| ● | Launched Beeline Labs, a new B2B SaaS division, and introduced BlinkQC, an AI-powered quality control solution | |
| ● | Launched Version 1 of Hive a new POS and a task-based production model built to scale higher volumes are lower costs | |
| ● | Spun out MagicBlocks, a customizable AI sales agent platform, while retaining equity and licensing rights | |
| ● | Expanded strategic partnerships with RedAwning (DSCR loans for vacation rentals) and CredEvolv (credit-improvement onboarding funnel) | |
| ● | Appointed David G. Kittle, CMB, former Chairman of the Mortgage Bankers Association, as Special Advisor to the executive team | |
| ● | Strengthened customer acquisition through upgraded AI chatbot “Bob 2.0,” driving 6X more leads and 8X more mortgage applications at near-zero marginal cost |
“Our 2024 performance is a testament to the strength of our model and the speed of our transformation,” said Nick Liuzza, Co-Founder and CEO of Beeline. “We’ve successfully shifted from a legacy spirits business to a digital mortgage and SaaS platform, and we’re already scaling through targeted innovation and execution. With just a fraction of market share in a $1.8 trillion origination market, we see a clear path to dramatic growth. We’re just getting started.”
Market Conditions and Competitive Advantage
Despite a high-rate environment and a multi-year contraction in mortgage volumes across the industry, Beeline continued to gain share due to its efficient operating model. The company’s proprietary workflow engine, Hive, enables it to close loans in 14–21 days—less than half the industry standard—while doubling loan volume per employee.
“Our lean, task-based automation model gives us a structural cost advantage, especially in tighter markets,” said Liuzza. “It’s a critical differentiator in a world where cost control is paramount.”
AI as a Growth Engine
The company spotlighted “Bob 2.0,” its 24/7 AI-powered sales chatbot, which has quickly become a key engine of top-funnel demand generation. Bob handles customer interactions in real time, enabling rapid engagement, qualification, and pre-approvals.
“AI isn’t a buzzword for us—it’s a business driver,” Liuzza added. “From Bob to BlinkQC to our upcoming AI-based underwriting automation, we’re building a tech stack that delivers both efficiency and customer satisfaction at scale.”
Consolidated Financial Results for Fiscal Year 2024
Because of forward merger accounting, the audited financial statements only reflect Beeline Holdings beginning with the October 7th merger:
| ● | Net Revenues of $3.8 million | |
| ● | Net loss from Continuing Operations of $6.2 million |
2025 Outlook
Beeline plans to continue expanding its market share through its digital lending platform, partnerships, and SaaS offerings. The company anticipates further revenue growth in 2025, with continued investment in AI automation, customer acquisition, and channel diversification.
2024 Conference Call Details
Date and Time: Tuesday, April 15, 2025 at 5:00 pm ET
The call will be led by Nick Liuzza, Chief Executive Officer, and Chris Moe, Chief Financial Officer.
Participants may join the call by dialing in using the information provided below or by accessing the live webcast via the following link:
Participant Dial In (toll free): 1-844-763-8274
Participant International Dial In: 1-647-484-8814
Listen only link: https://www.gowebcasting.com/13954
About Beeline
Beeline is a forward-thinking mortgage origination and technology company transforming home loans into a short, transparent, and easy path for millions of Americans. Using AI and proprietary technology, Beeline offers near-instant pre-approvals in as little as seven minutes, allowing borrowers to see loan options and lock their rate in one session.
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding our future growth including increase in our market share, revenue growth, and other matters referred to under 2025 Outlook and the anticipated results from building our tech stack. Forward-looking statements are prefaced by words such as “anticipate,” “expect,” “plan,” “could,” “may,” “will,” “should,” “would,” “intend,” “seem,” “potential,” “appear,” “continue,” “future,” believe,” “estimate,” “forecast,” “project,” 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, resolving our working capital needs and the other Risk Factors contained in our Form 10-K filed April 15, 2025. Any forward-looking statement made by us in this presentation 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.
Contact:
ir@makeabeeline.com