Real Estate Firm Uncovers High-Grade Growth Potential Across 28 States
Research Report

1.  Beeline Holdings Inc. has a consulting relationship with Street Smart an affiliate of Streetwise Reports. Street Smart Clients pay a monthly consulting fee between US$8,000 and US$20,000.
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Disclosures for Ladenburg Thalmann, Beeline Holdings Inc., July 16, 2025

ANALYST CERTIFICATION I, Glenn G. Mattson, attest that the views expressed in this research report accurately reflect my personal views about the subject security and issuer. Furthermore, no part of my compensation was, is, or will be directly or indirectly related to the specific recommendation or views expressed in this research report, provided, however, that: The research analyst primarily responsible for the preparation of this research report has or will receive compensation based upon various factors, including the volume of trading at the firm in the subject security, as well as the firm’s total revenues, a portion of which is generated by investment banking activities. Additional information regarding the contents of this publication will be furnished upon request. Please contact Ladenburg Thalmann, Compliance Department, 640 Fifth Avenue, 4th floor, New York, New York 10019 (or call 212-409-2000) for any information regarding current disclosures, and where applicable, relevant price charts, in regard to companies that are the subject of this research report. COMPANY BACKGROUND Beeline Holdings, Inc. is an independent mortgage broker which is expanding into new offerings such as AI software and new products such as cash out equity offerings for homeowners. VALUATION METHODOLOGY We use a peer multiple applied to our out year forecast to determine our $4.50 price target. RISKS In addition to normal economic and market risk factors that impact most all equities, we believe that the primary risks to our recommendation and price target of an investment in Beeline Holdings, Inc. shares include, but are not limited to: Financial Risks Related to the Company: Because there is substantial doubt as to the company’s ability to continue as a going concern, Beeline's ability to continue Beeline's operations is in doubt unless Beeline can access sufficient working capital within the timeframe needed. Beeline has a history of continued operating losses, and Beeline may not become profitable in future periods. Risks Related to Beeline’s Mortgage Lending Business: Because Beeline depends on third party partners and vendors to maintain and grow its business, the loss of some or all of these third parties may have a material adverse effect on its results of operations. Beeline is also subject to regulatory risks associated with all of the above relationships, including changes in law or interpretations of law that could result in increased scrutiny of these relationships, require restructuring of these relationships, and/or diminish the value of these relationships. Because Beeline depends on its ability to sell loans and MSRs in the secondary market to a limited number of loan purchasers and to secondary market participants for each relevant product, its ability to originate loans and offer related mortgage service rights would be materially and adversely affected, if its ability to sell loans and mortgage service rights became impaired. Because Beeline relies on the secondary mortgage market for loan sales, an economic downturn or other adverse market trends or development could halt or limit its ability to sell its loans and lend money to future borrowers. Beeline's mortgage business faces intense competition that could materially and adversely affect it if it cannot adequately address competitive challenges. Beeline's loans to customers originated outside of GSE guidelines or the guidelines of the Federal Housing Authority or Veterans Administration involve a high degree of business and financial risk, which can result in substantial losses to Beeline. Because Beeline relies on highly-skilled personnel with knowledge of the mortgage industry, the loss of key personnel which may negatively impact its business. If Beeline encounter material fraud, it could result in significant financial losses and harm to Beeline's reputation. There can be no assurance that any increased marketing and advertising spend to maintain and increase the number of visitors directed to Beeline's website will be effective. The company’s business is subject to underwriting limitations and the potential of mortgage defaults.

A majority of the company’s loan originations have been Non-QM loans. Accordingly, there may be more risk of non-payment, especially if the real estate rental market collapses and rents decrease or rental vacancies increase. Because Beeline relies on indebtedness to fund Beeline's mortgage operations and growth objectives, its future results of operations and financial condition are subject to numerous risks arising from its incurring this indebtedness. Borrowings under the warehouse lines of credit are at variable rates of interest, which also expose Beeline to interest rate risk. Beeline's ability to comply with the terms and conditions of Beeline's debt may be affected by events beyond Beeline's control, and if Beeline are unable to meet or maintain the necessary covenant requirements or satisfy, or obtain waivers for, the covenants, Beeline may lose the ability to borrow under all of Beeline's debt facilities, which could materially and adversely affect Beeline's business. If Beeline are unable to access or utilize the warehouse lines of credit in the future, Beeline will be unable to fund loans and thus continue its business operations as a lender and would need to act as a broker on all loans it originates or completely discontinue operations. If Beeline originate loans ineligible for warehouse funding or experience increases in buybacks, Beeline's loan advance rates may be negatively impacted which may present a liquidity risk. Beeline’s mortgage lending business relies on technology infrastructure, which exposes Beeline to cybersecurity and technology infrastructure risks. Beeline are dependent on the secure, efficient, and uninterrupted operation of Beeline's technology infrastructure, including computer systems, and related software applications, as well as those of certain third parties. Its website and computer/telecommunication networks must accommodate a high volume of traffic and deliver frequently updated information, the accuracy and timeliness of which is critical to its business. If the company is not able to protect the privacy, use, and security of customer information, it could sustain damages that may have a material adverse effect on its business, financial condition and results of operations. Beeline’s Mortgage Regulatory Risks: Beeline’s mortgage business is a heavily regulated industry, and its business operations expose it to risks of noncompliance with a large and increasing body of complex mortgage and lending laws and regulations at the federal and state levels. Changes in GSEs and other applicable government programs could negatively impact Beeline’s business operations. Beeline’s business model and competitive edge requires the use of AI and various technologies to process loans and service its customers. While there is currently no federal legislation regarding AI, it is possible that new federal legislation regarding AI may be adopted, which could negatively impact Beeline’s business operations. In addition, the emergent nature of AI presents numerous risks and uncertainties, including the potential for defects in the design and development of the technologies used to automate processes. Since the lending laws and regulations to which Beeline is subject are constantly evolving, its compliance costs continue to increase. Beeline must maintain adequate terms from Beeline's supply partner Agaveros Unidos de Amatitan, SA. de CV, which if not done, will likely result in deteriorating performance of Beeline's Azuñia brand. Failure of Beeline's distributors to distribute Beeline's products adequately within their territories or any “under-investment” by Beeline's distributors in Beeline's brands could result in deteriorating operating performance. Beeline Spirits Risks: Beeline faces substantial competition in the spirits industry and has limited financial resources compared to other competitors. It competes on product quality, and image. It must maintain adequate distribution and it carries other risks inherent in selling a controlled substance. Risks Relating to Beeline's Common Stock: The market price of Beeline's shares of common stock is subject to volatility, which could result in substantial losses to investors. A failure to maintain Beeline's Nasdaq listing could negatively impact Beeline's future capital-raising abilities. The sale or issuance of Beeline's Common Stock under the ELOC and other financing transactions could cause dilution to existing holders. An active trading market for Beeline's common stock may not develop. Beeline's failure to maintain effective disclosure controls and internal controls over financial reporting could have an adverse impact on Beeline. Beeline is required to establish and maintain appropriate disclosure controls and internal controls over financial reporting. Beeline's Board may authorize and issue shares of new series of preferred stock that could be superior to or adversely affect current holders of Beeline's common stock. From time to time, the company is a party to, or otherwise involved in, legal proceedings arising in the normal course of business. As of the date of this report, the company is not aware of any pending legal proceedings to which the company or any of its subsidiaries is a party.

STOCK RATING DEFINITIONS Buy: The stock’s return is expected to exceed 12.5% over the next twelve months. Neutral: The stock’s return is expected to be plus or minus 12.5% over the next twelve months. Sell: The stock’s return is expected to be negative 12.5% or more over the next twelve months. Investment Ratings are determined by the ranges described above at the time of initiation of coverage, a change in risk, or a change in target price. At other times, the expected returns may fall outside of these ranges because of price movement and/or volatility. Such interim deviations from specified ranges will be permitted but will become subject to review. RATINGS DISPERSION AND BANKING RELATIONSHIPS AS OF (July 16, 2025) Rating % IB % BUY 76.3 53.3 NEUTRAL 22.9 48.2 SELL 0.8 0.0 COMPANIES UNDER GLENN'S COVERAGE Beeline Holdings, Inc. (BLNE) LightPath Technologies Inc. (LPTH) FiscalNote Holdings, Inc. (NOTE) Red Cat Holdings Inc. (RCAT) SoundHound AI Inc. (SOUN) Kopin Corporation (KOPN) Neonode Inc. (NEON) Ondas Holdings Inc. (ONDS) Serve Robotics Inc. (SERV) Veritone Inc. (VERI) COMPANY SPECIFIC DISCLOSURES Ladenburg Thalmann & Co. Inc. intends to seek compensation for investment banking and/or advisory services from Beeline Holdings, Inc. within the next 3 months. Ladenburg Thalmann & Co. Inc received compensation for investment banking services from Beeline Holdings, Inc. within the past 12 months. Ladenburg Thalmann & Co. Inc had an investment banking relationship with Beeline Holdings, Inc. within the last 12 months. Ladenburg Thalmann & Co. Inc. served as exclusive sales agent in a securities offering for the subject company in the last 12 months. INVESTMENT RATING AND PRICE TARGET HISTORY Beeline Holdings, Inc. Rating History as of 07/15/2025

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On July 16, 2025, Ladenburg Thalmann analyst Glenn G. Mattson initiated coverage on Beeline Holdings Inc. (BLNE:NASDAQ) with a Buy rating and a US$4.50 price target, representing 226% upside from the current share price of US$1.38.

The analyst cited the company's novel innovation for the mortgage industry, including proprietary AI-powered platforms and a unique cash-out equity offering that provides "significant room for growth."

Company Overview and Technology Platform

Beeline Holdings, Inc. is a real estate technology company that has developed a proprietary mortgage and title platform leveraging AI and advanced tools to serve younger customers who "expects a digital first experience and often have trouble qualifying for loans given less traditional income streams." The company operates through two main business lines: Beeline Financial, a wholly owned subsidiary providing fintech mortgage lending and title services, and a 53% stake in a spirits business that management is expected to divest.

The company's technology platform includes several innovative products. BlinkQC is a mortgage quality control platform that "can automate the QC process by reducing the time to completion from multiple days for standard manual review down to minutes" with 95% data extraction accuracy. The platform applies over 400 compliance rules and is being offered to other Independent Mortgage Brokers as a Software-as-a-Service subscription platform.

Innovative Cash-Out Equity Product

In late June 2025, Beeline announced a groundbreaking product allowing homeowners to sell equity stakes to investors rather than taking traditional debt instruments. Mattson noted that "by selling equity instead of taking on debt instruments the homeowner will not have to service the debt through monthly payments." The funding comes from a third-party entity that will issue a stable coin backed by the pool of equity ownership interests.

On June 25, 2025, the company closed its first transaction of this type, which "Beeline believes... is the first-ever residential real estate transaction funded through the sale of a cryptocurrency token." The product targets high-quality homeowners with homes valued at US$1 million or more and mortgages less than 50% of home value, with transactions limited to US$500,000 per deal.

Financial Performance and Growth Projections

Beeline's lending revenue peaked at US$6.9 million in 2021 before declining to US$2.2 million in 2022 due to rising interest rates, then recovering to US$3.9 million in 2024. The company's focus on Non-QM loans, which now represent 60% of originations, has driven this recovery despite challenging market conditions. For 2024, approximately 59% of loans originated were Non-QM loans, with the company serving as lender for 62% of transactions and mortgage broker for 38%.

Mattson projects revenue growth from US$12.3 million in 2025 to US$30.6 million in 2026, driven by stronger originations, new software product launches, and the cash-out equity offering. The analyst expects the expense infrastructure to support this growth is "already in place, meaning we potentially should see a relatively rapid path to profitability" with adjusted EBITDA rising to positive US$7.1 million in 2026 from negative US$8.9 million in 2025.

Strategic Partnerships and AI Development

The company maintains a 47% stake in MagicBlocks, an agentic AI software platform for digital sales that "converts conversations into applications at a rate six times more efficiently than its human loan officers." MagicBlocks has developed a system where "AI bots can scour a company's website and develop a dedicated intelligent chatbot unique to that site in minutes" and is currently running 16 pilot programs.

Beeline has also formed strategic partnerships with companies like RedAwning and CredEvolv to build a pipeline of credit-challenged customers for non-QM offerings. The company is licensed to operate in 28 states, including major markets like California, Texas, and Florida.

Market Position and Competitive Landscape

The U.S. mortgage origination market totaled approximately US$1.8 trillion in 2024, with the top 10 players accounting for only 23% of volume across 871 independent mortgage bankers. Non-QM loans represented approximately US$40 billion in 2024, or 2.2% of the total market, presenting a significant opportunity for specialized lenders like Beeline.

Mattson emphasized that Beeline "is somewhat unique in that it is mainly looking to grow with the Non-QM customer, a group that is currently underserved by the market." The company targets the growing demographic of Millennials and Gen Z homebuyers, who represent approximately 60% of the home purchase market but often struggle with traditional qualification metrics.

Valuation and Risk Assessment

The analyst's US$4.50 price target is based on a 3.1x revenue multiple applied to 2026 estimates, consistent with real estate technology sector peers. The valuation reflects the company's position in serving the underserved Non-QM market and potential for rapid scalability through its technology platform.

Key risks include the company's history of operating losses, dependence on third-party partners, regulatory compliance challenges, and the need for additional capital to fund growth. The analyst noted "substantial doubt as to the company's ability to continue as a going concern" unless sufficient working capital can be accessed within required timeframes.

Cash Position and Funding Requirements

As of June 2025, Beeline reported over US$6 million in cash and reduced third-party debt to US$2.3 million, excluding mortgage warehouse lines of credit used for short-term origination financing.

The company's ability to access warehouse credit facilities remains critical for loan origination capacity and growth prospects.