Document and Entity Information - shares	6 Months Ended
Document and Entity Information - shares	Jun. 30, 2018	Jul. 31, 2018
Entity Registrant Name	RE/MAX Holdings, Inc.
Entity Central Index Key	0001581091
Document Period End Date	Jun. 30, 2018
Current Fiscal Year End Date	--12-31
Document Type	10-Q
Document Fiscal Year Focus	2018
Document Fiscal Period Focus	Q2
Amendment Flag	false
Entity Current Reporting Status	Yes
Entity Filer Category	Large Accelerated Filer
Common Class A
Entity Common Stock, Shares Outstanding		17,746,184
Common Class B
Entity Common Stock, Shares Outstanding		1

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Jun. 30, 2018	Dec. 31, 2017
Current assets:
Cash and cash equivalents	$ 39,839	$ 50,807
Accounts and notes receivable, current portion, less allowances of $6,864 and $7,223, respectively	23,527	20,284
Income taxes receivable	1,731	963
Other current assets	5,207	7,974
Total current assets	70,304	80,028
Property and equipment, net of accumulated depreciation of $12,652 and $12,326, respectively	3,786	2,905
Franchise agreements, net	110,907	119,349
Other intangible assets, net	15,747	8,476
Goodwill	154,415	135,213
Deferred tax assets, net	60,790	62,841
Other assets, net of current portion	4,408	4,023
Total assets	420,357	412,835
Current liabilities:
Accounts payable	475	517
Accrued liabilities	10,625	15,390
Income taxes payable	42	97
Deferred revenue	25,906	25,268
Current portion of debt	2,715	2,350
Current portion of payable pursuant to tax receivable agreements	6,299	6,252
Total current liabilities	46,062	49,874
Debt, net of current portion	226,401	226,636
Payable pursuant to tax receivable agreements, net of current portion	46,923	46,923
Deferred tax liabilities, net	155	151
Deferred revenue, net of current portion	20,267	20,228
Other liabilities, net of current portion	20,013	19,897
Total liabilities	359,821	363,709
Commitments and contingencies (note 14)
Stockholders' equity:
Additional paid-in capital	454,045	451,199
Retained earnings	13,822	8,400
Accumulated other comprehensive income, net of tax	362	459
Total stockholders' equity attributable to RE/MAX Holdings, Inc.	468,231	460,060
Non-controlling interest	(407,695)	(410,934)
Total stockholders' equity	60,536	49,126
Total liabilities and stockholders' equity	420,357	412,835
Common Class A
Stockholders' equity:
Common stock	2	2
Total stockholders' equity	2	2
Common Class B
Stockholders' equity:
Common stock

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Jun. 30, 2018	Dec. 31, 2017
Accounts Receivable, allowance	$ 6,864	$ 7,223
Property and equipment, accumulated depreciation	$ 12,652	$ 12,326
Common Class A
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	180,000,000	180,000,000
Common stock, shares issued	17,746,184	17,696,991
Common stock, shares outstanding	17,746,184	17,696,991
Common Class B
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	1,000	1,000
Common stock, shares issued	1	1
Common stock, shares outstanding	1	1

Condensed Consolidated Statements of Income - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Revenue:
Total revenue	$ 54,277	$ 48,727	$ 106,919	$ 96,133
Operating expenses:
Selling, operating and administrative expenses	28,307	20,670	62,675	47,324
Depreciation and amortization	5,069	5,397	9,644	11,392
Gain on sale or disposition of assets, net	(13)	(12)	(31)	(25)
Total operating expenses	33,363	26,055	72,288	58,691
Operating income	20,914	22,672	34,631	37,442
Other expenses, net:
Interest expense	(3,171)	(2,462)	(5,895)	(4,816)
Interest income	98	25	217	50
Foreign currency transaction (losses) gains	(103)	39	(186)	16
Total other expenses, net	(3,176)	(2,398)	(5,864)	(4,750)
Income before provision for income taxes	17,738	20,274	28,767	32,692
Provision for income taxes	(3,147)	(4,735)	(5,009)	(7,765)
Net income	14,591	15,539	23,758	24,927
Less: net income attributable to non-controlling interest (note 4)	6,943	8,081	11,127	12,929
Net income attributable to RE/MAX Holdings, Inc.	$ 7,648	$ 7,458	$ 12,631	$ 11,998
Net income attributable to RE/MAX Holdings, Inc. per share of Class A common stock
Basic	$ 0.43	$ 0.42	$ 0.71	$ 0.68
Diluted	0.43	0.42	0.71	0.68
Weighted average shares of Class A common stock outstanding
Cash dividends declared per share of Class A common stock			0.40	0.36
Common Class A
Net income attributable to RE/MAX Holdings, Inc. per share of Class A common stock
Basic	0.43	0.42	0.71	0.68
Diluted	$ 0.43	$ 0.42	$ 0.71	$ 0.68
Weighted average shares of Class A common stock outstanding
Basic	17,746,042	17,696,842	17,727,671	17,679,936
Diluted	17,769,641	17,723,802	17,763,592	17,720,564
Cash dividends declared per share of Class A common stock	$ 0.20	$ 0.18	$ 0.40	$ 0.36
Continuing franchise fees
Revenue:
Total revenue	$ 25,211	$ 23,284	$ 50,451	$ 46,249
Annual dues
Revenue:
Total revenue	8,973	8,320	17,669	16,556
Broker fees
Revenue:
Total revenue	13,993	12,555	23,181	20,789
Franchise sales and other revenue
Revenue:
Total revenue	$ 6,100	$ 4,568	$ 15,618	$ 12,539

Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Condensed Consolidated Statements of Comprehensive Income
Net income	$ 14,591	$ 15,539	$ 23,758	$ 24,927
Change in cumulative translation adjustment	(85)	351	(167)	440
Other comprehensive (loss) income, net of tax	(85)	351	(167)	440
Comprehensive income	14,506	15,890	23,591	25,367
Less: comprehensive income attributable to non-controlling interest	6,912	8,277	11,057	13,176
Comprehensive income attributable to RE/MAX Holdings, Inc., net of tax	$ 7,594	$ 7,613	$ 12,534	$ 12,191

Condensed Consolidated Statement of Stockholders’ Equity - 6 months ended Jun. 30, 2018 - USD ($) $ in Thousands	Additional paid-in capital	Retained earnings	Accumulated other comprehensive income (loss)	Non-controlling interest	Common Class A	Common Class B	Total
Beginning balance, Value at Dec. 31, 2017	$ 451,199	$ 8,400	$ 459	$ (410,934)	$ 2		$ 49,126
Beginning balance, Shares at Dec. 31, 2017					17,696,991	1
Net income		12,631		11,127			23,758
Distributions to non-controlling unitholders				(7,818)			(7,818)
Equity-based compensation and related dividend equivalents, value	3,430	(113)					3,317
Equity-based compensation and related dividend equivalents, shares					64,878
Dividends to Class A common stockholders		(7,096)					(7,096)
Change in accumulated other comprehensive income			(97)	(70)			(167)
Payroll taxes related to net settled restricted stock units	(895)						(895)
Payroll taxes related to net settled restricted stock units (in shares)					(15,685)
Other	311						311
Ending balance, Value at Jun. 30, 2018	$ 454,045	$ 13,822	$ 362	$ (407,695)	$ 2		$ 60,536
Ending balance, Shares at Jun. 30, 2018					17,746,184	1

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017
Cash flows from operating activities:
Net income	$ 23,758	$ 24,927
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	9,644	11,392
Bad debt expense	823	587
Equity-based compensation expense	3,424	1,293
Deferred income tax expense	2,060	2,674
Fair value adjustments to contingent consideration	80	(170)
Other, net	426	231
Changes in operating assets and liabilities	(6,285)	(7,993)
Net cash provided by operating activities	33,930	32,941
Cash flows from investing activities:
Purchases of property, equipment and software and capitalization of trademark costs	(1,441)	(1,323)
Acquisitions, net of cash acquired of $362 and $0, respectively	(25,888)
Net cash used in investing activities	(27,329)	(1,323)
Cash flows from financing activities:
Payments on debt	(1,554)	(1,180)
Distributions paid to non-controlling unitholders	(7,818)	(10,971)
Dividends and dividend equivalents paid to Class A common stockholders	(7,209)	(6,422)
Payment of payroll taxes related to net settled restricted stock units	(895)	(816)
Payment of contingent consideration	(50)
Net cash used in financing activities	(17,526)	(19,389)
Effect of exchange rate changes on cash	(43)	479
Net (decrease) increase in cash and cash equivalents	(10,968)	12,708
Cash and cash equivalents, beginning of year	50,807	57,609
Cash and cash equivalents, end of period	39,839	70,317
Supplemental disclosures of cash flow information:
Cash paid for interest	5,616	4,904
Net cash paid for income taxes	3,741	7,564
Schedule of non-cash investing and financing activities:
Increase in accounts payable for capitalization of trademark costs and purchases of property, equipment and software	$ 259	$ 199

Condensed Consolidated Statements of Cash Flows (Parenthetical) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017
Condensed Consolidated Statements of Cash Flows
Cash acquired	$ 362	$ 0

Business and Organization	6 Months Ended
Business and Organization	Jun. 30, 2018
Business and Organization
Business and Organization	1. Business and Organization RE/MAX Holdings, Inc. (“RE/MAX Holdings”) completed an initial public offering (the “IPO”) of its shares of Class A common stock on October 7, 2013. RE/MAX Holdings’ only business is to act as the sole manager of RMCO, LLC (“RMCO”). As of June 30, 2018, RE/MAX Holdings owns 58.56% of the common membership units in RMCO, while RIHI, Inc. (“RIHI”) owns the remaining 41.44% of common membership units in RMCO. RE/MAX Holdings and its consolidated subsidiaries, including RMCO, are referred to hereinafter as the “Company.” The Company is a franchisor in the real estate industry, franchising real estate brokerages globally under the RE/MAX brand (“RE/MAX”) and mortgage brokerages within the United States (“U.S.”) under the Motto Mortgage brand. RE/MAX, founded in 1973, has over 120,000 agents operating in over 7,000 offices and a presence in more than 100 countries and territories. Motto Mortgage (“Motto”), founded in 2016, is the first nationally franchised mortgage brokerage in the U.S. During the first quarter of 2018, the Company acquired all membership interests in booj, LLC, formerly known as Active Website, LLC, (“booj”), a real estate technology company. The Company’s revenue comprises of continuing franchise fees, annual dues, broker fees and franchise sales and other revenue. See Note 3, Revenue for additional information on revenue streams.

Summary of Significant Accounting Policies	6 Months Ended
Summary of Significant Accounting Policies	Jun. 30, 2018
Summary of Significant Accounting Policies
Summary of Significant Accounting Policies	2. Summary of Significant Accounting Policies Basis of Presentation The accompanying Condensed Consolidated Balance Sheet at December 31, 2017, which was derived from the audited consolidated financial statements at that date, and the unaudited interim condensed consolidated financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”). Certain information and footnote disclosures normally included in annual consolidated financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. The accompanying condensed consolidated financial statements are presented on a consolidated basis and include the accounts of RE/MAX Holdings and its consolidated subsidiaries. All significant intercompany accounts and transactions have been eliminated. In the opinion of management, the accompanying condensed consolidated financial statements reflect all normal and recurring adjustments necessary to present fairly the Company’s financial position as of June 30, 2018 and December 31, 2017 and the results of its operations and comprehensive income for the three and six months ended June 30, 2018 and 2017, cash flows for the six months ended June 30, 2018 and 2017 and changes in its stockholders’ equity for the six months ended June 30, 2018. Interim results may not be indicative of full-year performance. These condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements within the Company’s Annual Report on Form 10-K for the year ended December 31, 2017. Reclassifications In addition to the change in accounting principle discussed in Note 3, Revenue certain items in the accompanying condensed consolidated financial statements for the six months ended June 30, 2017 have been reclassified to conform to the current year’s presentation. These reclassifications did not affect the Company’s consolidated results of operations or cash flows. Use of Estimates The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. Segment Reporting In February 2018, the Company both (a) acquired all membership interests in booj and (b) promoted Adam Contos to the role of sole Chief Executive Officer. Because of these changes and the continued growth of Motto, in the second quarter of 2018 the Company reevaluated the information used by the chief operating decision maker to evaluate performance and make resource allocation decisions. As a result of the reevaluation, the Company determined it was operating under the following three segments: RE/MAX Franchising, Motto Franchising and booj. Due to the immateriality of the Motto Franchising and booj operating segments, the Company has only one reportable segment, RE/MAX Franchising. The RE/MAX Franchising reportable segment comprises the operations of the Company’s owned and independent global franchising operations under the RE/MAX brand name and corporate-wide shared services expenses. Other comprises Motto Franchising and booj. All prior segment information has been recasted to reflect the Company’s new segment structure. Principles of Consolidation RE/MAX Holdings consolidates RMCO and records a non-controlling interest in the accompanying Condensed Consolidated Balance Sheets and records net income attributable to the non-controlling interest and comprehensive income attributable to the non-controlling interest in the accompanying Condensed Consolidated Statements of Income and Condensed Consolidated Statements of Comprehensive Income, respectively. Recently Adopted Accounting Pronouncements In January 2017, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business, which clarifies when transactions should be accounted for as acquisitions (or disposals) of assets or businesses. ASU 2017-01 became effective prospectively for the Company on January 1, 2018. The Company concluded that the acquisition of booj meets the definition of a business. See Note 6, Acquisitions for additional information. The Company has also concluded that it expects future Independent Region acquisitions to be accounted for as an acquisition of a business. In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments, which clarifies classification for certain cash receipts and cash payments on the Consolidated Statement of Cash Flows. ASU 2016-15 became effective for the Company on January 1, 2018 and required a retrospective transition method for each period presented. Under the new guidance, the contingent consideration payments related to the purchase of Full House Mortgage Connection, Inc. (“Full House”), a franchisor of mortgage brokerages that created concepts used to develop Motto, are classified as financing outflows up to the $6.3 million acquisition date fair value and any cash payments paid in excess of the acquisition date fair value are classified as operating outflows. (See Note 6, Acquisitions). The adoption of this standard had no other material impact on its financial statements and related disclosures. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606), with several subsequent amendments, which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The ASU replaced most existing revenue recognition guidance in U.S. GAAP when it became effective for the Company on January 1, 2018. The Company applied Topic 606 retrospectively which resulted in adjusting each prior reporting period presented. Additionally, the adoption of Topic 606 resulted in net cumulative adjustments to “Retained earnings” of $4.9 million and “Non-controlling interest” of $11.6 million which were recorded to the opening balance sheet as of January 1, 2016. The adoption of the new guidance changed the timing of recognition of franchise sales and franchise renewal revenue. Previously, the Company recognized revenue upon completion of a sale or renewal. Under the new guidance, franchise sales and renewal revenue, which are included in “Franchise Sales and Other Revenue” in the Consolidated Statements of Income, are recognized over the contractual term of the franchise agreement. Previously, the Company expensed the commissions upon franchise sale completion. Under the new guidance, the commissions related to franchise sales are recorded as a contract cost when paid and are recognized as expense over the contractual term of the franchise agreement. The adoption of this standard had no material impact on other revenue streams. See Note 3, Revenue for more information. New Accounting Pronouncements Not Yet Adopted In February 2018, the FASB issued ASU 2018-02, Income Statement – Reporting Comprehensive Income (Topic 220), which adjusts the classification of stranded tax effects resulting from the Tax Cuts and Jobs Act from accumulated other comprehensive income to retained earnings. ASU 2018-02 is effective for the Company beginning January 1, 2019. The standard is to be applied either in the period of adoption or retrospectively to each period effected by the Tax Cuts and Jobs Act. The Company completed the majority of its accounting for the tax effects of the Tax Cuts and Jobs Act as of December 31, 2017. The Company believes the amendments of ASU 2018-02 will not have a significant impact on the Company’s consolidated financial statements and related disclosures. In January 2017, the FASB issued ASU 2017-04, Intangibles – Goodwill and Other (Topic 350), which simplifies the subsequent measurement of goodwill by eliminating step two from the goodwill impairment test. ASU 2017-04 is effective for annual and interim impairment tests beginning January 1, 2020 for the Company and is required to be adopted using a prospective approach. Early adoption is allowed for annual goodwill impairment tests performed on testing dates after January 1, 2017. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which requires lessees to recognize the assets and liabilities that arise from all leases on the consolidated balance sheets. ASU 2016-02 is required to be adopted by the Company on January 1, 2019. The standard requires a modified retrospective approach for leases that exist or are entered into after the beginning of the earliest comparative period in the financial statements. The Company has several building leases and other smaller leases and is still assessing the application of this standard for those leases. The Company has not yet determined the exact effect of the standard on its consolidated financial statements and related disclosures but expects a material increase in both “Total assets” and “Total liabilities” on the Condensed Consolidated Balance Sheets upon implementation.

Revenue

6 Months Ended

Jun. 30, 2018

Revenue

Revenue

3. Revenue

Changes in Revenue Recognition Policies

The Company adopted the new revenue standard on January 1, 2018. The Company applied the new revenue standard retrospectively and has recast the 2017 condensed consolidated financial statements as though the new revenue standard had been applied in all periods presented. The Company’s franchise agreements offer the following benefits to the franchisee: common use and promotion of RE/MAX trademarks; distinctive sales and promotional materials; access to technology; standardized supplies and other materials used in RE/MAX offices; and recommended procedures for operation of RE/MAX offices. The Company concluded that these benefits are all a part of one performance obligation, a license of symbolic intellectual property.

Franchise sales is comprised of revenue from the sale or renewal of franchises. The Company previously recognized revenue at the time of sale. Under the new revenue standard, the franchise sale initial fees are considered to be a part of the license of symbolic intellectual property, which is now recognized over the contractual term of the franchise agreement, which is typically 5 years for RE/MAX and 7 years for Motto franchise agreements, respectively. Correspondingly, the commissions related to franchise sales are recorded as an asset (the current portion in “Other current assets” and long-term portion in “Other assets, net of current portion”) and are recognized over the contractual term of the franchise agreement in “Selling, operating and administrative expenses”.

The following tables summarize the impacts of the new revenue standard adoption on the Company’s condensed consolidated financial statements (in thousands):

Condensed Consolidated Balance Sheet


	Impact of Changes in Accounting Policies
	As of December 31, 2017
	As previously reported		Adjustments		As adjusted
Accounts and notes receivable, current portion, net	$	21,304	$	(1,020)	$	20,284
Income taxes receivable		870		93		963
Other current assets		6,924		1,050		7,974
Deferred tax assets, net		59,151		3,690		62,841
Other assets, net of current portion		1,563		2,460		4,023
Income taxes payable		133		(36)		97
Deferred revenue		18,918		6,350		25,268
Deferred revenue, net of current		-		20,228		20,228
Retained earnings		16,027		(7,627)		8,400
Accumulated other comprehensive income, net of tax		515		(56)		459
Non-controlling interest		398,348		12,586		410,934

Condensed Consolidated Statement of Income


	Impact of Changes in Accounting Policies
	Three Months Ended June 30, 2017
	As previously reported		Adjustments		As adjusted
Franchise sales and other revenue	$	4,660	$	(92)	$	4,568
Selling, operating and administrative expenses		20,637		33		20,670
Provision for income taxes		4,762		(27)		4,735
Net income		15,637		(98)		15,539
Net income attributable to non-controlling interest		8,108		(27)		8,081
Net income attributable to RE/MAX Holdings, Inc.		7,529		(71)		7,458
Net income attributable to RE/MAX Holdings, Inc. per share of Class A common stock:
Basic		0.43		(0.01)		0.42
Diluted		0.42		(0.00)		0.42


	Impact of Changes in Accounting Policies
	Six Months Ended June 30, 2017
	As previously reported		Adjustments		As adjusted
Franchise sales and other revenue	$	13,454	$	(915)	$	12,539
Selling, operating and administrative expenses		47,431		(107)		47,324
Provision for income taxes		7,792		(27)		7,765
Net income		25,708		(781)		24,927
Net income attributable to non-controlling interest		13,266		(337)		12,929
Net income attributable to RE/MAX Holdings, Inc.		12,442		(444)		11,998
Net income attributable to RE/MAX Holdings, Inc. per share of Class A common stock:
Basic		0.70		(0.02)		0.68
Diluted		0.70		(0.02)		0.68

Condensed Consolidated Statement of Comprehensive Income


	Impact of Changes in Accounting Policies
	Three Months Ended June 30, 2017
	As previously reported		Adjustments		As adjusted
Net income	$	15,637	$	(98)	$	15,539
Change in cumulative translation adjustment		368		(17)		351
Comprehensive income		16,005		(115)		15,890
Comprehensive income attributable to non-controlling interest		8,303		(26)		8,277
Comprehensive income attributable to RE/MAX Holdings, Inc., net of tax		7,702		(89)		7,613


	Impact of Changes in Accounting Policies
	Six Months Ended June 30, 2017
	As previously reported		Adjustments		As adjusted
Net income	$	25,708	$	(781)	$	24,927
Change in cumulative translation adjustment		463		(23)		440
Comprehensive income		26,171		(804)		25,367
Comprehensive income attributable to non-controlling interest		13,513		(337)		13,176
Comprehensive income attributable to RE/MAX Holdings, Inc., net of tax		12,658		(467)		12,191

Condensed Consolidated Statement of Cash Flows


	Impact of Changes in Accounting Policies
	Six Months Ended June 30, 2017
	As previously reported		Adjustments		As adjusted
Net income	$	25,708	$	(781)	$	24,927
Deferred income tax expense		2,701		(27)		2,674
Changes in operating assets and liabilities		(8,801)		808		(7,993)

Revenue Recognition Under the New Revenue Standard

The Company generates all of its revenue from contracts with customers. The following is a description of principal activities from which the Company generates its revenue. The franchise agreements provide the franchisees the right to access intellectual property throughout the license period. The method used to measure progress is over the passage of time for most streams of revenue.

Continuing Franchise Fees

The Company provides an ongoing trademark license, operational, training and administrative services and systems to RE/MAX franchisees, which include systems and tools that are designed to help the Company’s franchisees and their agents serve their customers and help franchisees attract new or retain existing agents. Revenue from continuing franchise fees consists of fixed contractual fees paid monthly by franchise owners and franchisees based on the number of RE/MAX agents in the respective franchised region or office and the number of Motto offices (no significant continuing franchise fees were generated by Motto during the periods presented). This revenue is recognized in the month for which the fee is billed.

Annual Dues

Annual dues revenue represents amounts assessed to agents for membership affiliation in the RE/MAX network. The Company defers the annual dues revenue when billed and recognizes the revenue ratably over the 12-month period to which it relates.

The activity in the Company’s deferred revenue is included in “Deferred revenue” and “Deferred revenue, net of current portion” on the Condensed Consolidated Balance Sheets.

The activity in the Company’s annual dues deferred revenue consists of the following (in thousands):


	Balance at beginning of period		New billings		Revenue recognized(a)		Balance at end of period
Six months ended June 30, 2018	$	15,297	$	19,624	$	(17,669)	$	17,252

(a)Revenue recognized related to the beginning balance was $5.3 million and $12.8 million for the three and six months ended June 30, 2018, respectively.

Broker Fees

Revenue from broker fees represents fees received from the Company’s RE/MAX franchised regions or franchise offices that are based on a percentage of RE/MAX agents’ gross commission income. Revenue from broker fees is recognized as revenue in the month when a home sale transaction occurs. Motto franchisees do not pay any fees based on the number or dollar value of loans brokered.

Franchise Sales

The activity in the Company’s franchise sales deferred revenue accounts consists of the following (in thousands):


	Balance at beginning of period		New billings		Revenue recognized(a)		Balance at end of period
Six months ended June 30, 2018	$	27,943	$	4,237	$	(4,614)	$	27,566

(a)Revenue recognized related to the beginning balance was $1.7 million and $3.8 million for the three and six months ended June 30, 2018.

Commissions Related to Franchise Sales

Commissions paid on franchise sales are recognized as an asset and amortized over the contract life of the franchise agreement. The activity in the Company’s capitalized contract costs for commissions (which are included in “other current assets” and “other assets, net of current portion” on the Condensed Consolidated Balance Sheets) consist of the following (in thousands):


	Balance at				Additions to contract		Balance at end
	beginning of period		Expense recognized		cost for new activity		of period
Six months ended June 30, 2018	$	3,532	$	(659)	$	829	$	3,702

Other Revenue

Other revenue is primarily revenue from preferred marketing arrangements, approved supplier programs, and event-based revenue from training and other programs. Revenue from preferred marketing arrangements involves both flat fees paid in advance as well as revenue sharing, both of which are generally recognized over the period of the arrangement. Event-based revenue is recognized when the event occurs and until then is included in “Deferred revenue”. Other revenue also includes revenue from booj’s operations for its external customers.

Disaggregated Revenue

In the following table, segment revenue is disaggregated by geographical area for the three and six months ended June 30, 2018 and 2017 (in thousands):


	Three Months Ended June 30,				Six Months Ended June 30,
			2017				2017
	2018		As adjusted*		2018		As adjusted*
U.S.	$	41,173	$	38,361	$	77,922	$	72,439
Canada		6,213		5,750		11,976		10,974
Global and Other		4,724		4,546		13,806		12,638
Total RE/MAX Franchising		52,110		48,657		103,704		96,051
Other		2,167		70		3,215		82
Total	$	54,277	$	48,727	$	106,919	$	96,133

*See above within Note 3, Revenue for more information

In the following table, segment revenue is disaggregated by owned or independent regions in the U.S. and Canada for the three and six months ended June 30, 2018 and 2017 (in thousands):


	Three Months Ended June 30,				Six Months Ended June 30,
			2017				2017
	2018		As adjusted*		2018		As adjusted*
Owned Regions	$	35,692	$	32,997	$	67,055	$	61,549
Independent Regions		11,694		11,114		22,843		21,864
Global and Other		4,724		4,546		13,806		12,638
Total RE/MAX Franchising		52,110		48,657		103,704		96,051
Other		2,167		70		3,215		82
Total	$	54,277	$	48,727	$	106,919	$	96,133

*See above within Note 3, Revenue for more information

Transaction Price Allocated to the Remaining Performance Obligations

The following table includes estimated revenue by year expected to be recognized in the future related to performance obligations that are unsatisfied (or partially unsatisfied) at the end of the reporting period (in thousands):


	Remaining 6 months of 2018		2019		2020		2021		2022		2023		Thereafter		Total
Annual dues	$	12,761	$	4,491	$	-	$	-	$	-	$	-	$	-	$	17,252
Franchise sales		3,758		6,671		5,348		3,925		2,378		1,084		4,402		27,566
Total	$	16,519	$	11,162	$	5,348	$	3,925	$	2,378	$	1,084	$	4,402	$	44,818

Using the transition requirements of the new standard, the Company has elected not to disclose the amount of the transaction price allocated to the remaining performance obligations or when the Company expects to recognize that amount as revenue for the year ended December 31, 2017.

Non-controlling Interest

6 Months Ended

Jun. 30, 2018

Noncontrolling Interest

Non-controlling Interest

4. Non-controlling Interest

RE/MAX Holdings is the sole managing member of RMCO and operates and controls all of the business affairs of RMCO. The ownership of the common units in RMCO is summarized as follows:


	June 30,			December 31,
	2018			2017
	Shares	Ownership %		Shares	Ownership %
Non-controlling interest ownership of common units in RMCO	12,559,600	41.44	%	12,559,600	41.51	%
RE/MAX Holdings, Inc. outstanding Class A common stock (equal to RE/MAX Holdings, Inc. common units in RMCO)	17,746,184	58.56	%	17,696,991	58.49	%
Total common units in RMCO	30,305,784	100.00	%	30,256,591	100.00	%

The weighted average ownership percentages for the applicable reporting periods are used to calculate the net income attributable to RE/MAX Holdings. A reconciliation of “Income before provision for income taxes” to “Net Income attributable to RE/MAX Holdings, Inc.” and “Net Income attributable to non-controlling interest” in the accompanying Condensed Consolidated Statements of Income for the periods indicated is detailed as follows (in thousands, except for percentages):


	Three Months Ended June 30,
										2017
	2018									As adjusted*
	RE/MAX Holdings, Inc.			Non-controlling interest			Total			RE/MAX Holdings, Inc.			Non-controlling interest			Total
Weighted average ownership percentage of RMCO(a)		58.56	%		41.44	%		100.00	%		58.49	%		41.51	%		100.00	%
Income before provision for income taxes(a)	$	10,367		$	7,371		$	17,738		$	11,861		$	8,413		$	20,274
Provision for income taxes(b)(c)		(2,719)			(428)			(3,147)			(4,403)			(332)			(4,735)
Net income	$	7,648		$	6,943		$	14,591		$	7,458		$	8,081		$	15,539


	Six Months Ended June 30,
										2017
	2018									As adjusted*
	RE/MAX Holdings, Inc.			Non-controlling interest			Total			RE/MAX Holdings, Inc.			Non-controlling interest			Total
Weighted average ownership percentage of RMCO(a)		58.53	%		41.47	%		100.00	%		58.47	%		41.53	%		100.00	%
Income before provision for income taxes(a)	$	16,820		$	11,947		$	28,767		$	19,113		$	13,579		$	32,692
Provision for income taxes(b)(c)		(4,189)			(820)			(5,009)			(7,115)			(650)			(7,765)
Net income	$	12,631		$	11,127		$	23,758		$	11,998		$	12,929		$	24,927

*See Note 3, Revenue for more information.

(a)

The weighted average ownership percentage of RMCO differs from the allocation of income before provision for income taxes between RE/MAX Holdings and the non-controlling interest due to certain relatively insignificant expenses recorded at RE/MAX Holdings.

(b)

The provision for income taxes attributable to RE/MAX Holdings is primarily comprised of U.S. federal and state income taxes on its proportionate share of the pass-through income from RMCO. However, it also includes its share of taxes directly incurred by RMCO and its subsidiaries, related primarily to tax liabilities in certain foreign jurisdictions.

(c)

The provision for income taxes attributable to the non-controlling interest represents its share of taxes related primarily to tax liabilities in certain foreign jurisdictions directly incurred by RMCO or its subsidiaries. Because RMCO is a pass-through entity, there is no U.S. federal and state income tax provision recorded on the non-controlling interest.

Distributions and Other Payments to Non-controlling Unitholders

Under the terms of RMCO’s fourth amended and restated limited liability company operating agreement (the “New RMCO, LLC Agreement”), RMCO makes cash distributions to non-controlling unitholders on a pro-rata basis. The distributions paid or payable to non-controlling unitholders are summarized as follows (in thousands):


	Six Months Ended
	June 30,
	2018		2017
Tax and other distributions	$	2,794	$	6,450
Dividend distributions		5,024		4,521
Total distributions to non-controlling unitholders	$	7,818	$	10,971

On July 6, 2018 the Company paid $5.0 million pursuant to the terms of the TRAs.

Earnings Per Share and Dividends

6 Months Ended

Jun. 30, 2018

Earnings Per Share and Dividends

Earnings Per Share and Dividends

5. Earnings Per Share and Dividends

Earnings Per Share

Basic earnings per share (“EPS”) measures the performance of an entity over the reporting period. Diluted EPS measures the performance of an entity over the reporting period while giving effect to all potentially dilutive common shares that were outstanding during the period. The treasury stock method is used to determine the dilutive potential of stock options and restricted stock units.

The following is a reconciliation of the numerator and denominator used in the basic and diluted EPS calculations (in thousands, except share and per share information):


	Three Months Ended				Six Months Ended
	June 30,				June 30,
			2017				2017
	2018		As adjusted*		2018		As adjusted*
Numerator
Net income attributable to RE/MAX Holdings, Inc.	$	7,648	$	7,458	$	12,631	$	11,998
Denominator for basic net income per share of Class A common stock
Weighted average shares of Class A common stock outstanding		17,746,042		17,696,842		17,727,671		17,679,936
Denominator for diluted net income per share of Class A common stock
Weighted average shares of Class A common stock outstanding		17,746,042		17,696,842		17,727,671		17,679,936
Add dilutive effect of the following:
Restricted stock units		23,599		26,960		35,921		40,628
Weighted average shares of Class A common stock outstanding, diluted		17,769,641		17,723,802		17,763,592		17,720,564
Earnings per share of Class A common stock
Net income attributable to RE/MAX Holdings, Inc. per share of Class A common stock, basic	$	0.43	$	0.42	$	0.71	$	0.68
Net income attributable to RE/MAX Holdings, Inc. per share of Class A common stock, diluted	$	0.43	$	0.42	$	0.71	$	0.68

*See Note 3, Revenue for more information.

Outstanding Class B common stock does not share in the earnings of RE/MAX Holdings and is therefore not a participating security. Accordingly, basic and diluted net income per share of Class B common stock has not been presented.

Dividends

Dividends declared and paid quarterly per share on all outstanding shares of Class A common stock were as follows (in thousands, except share and per share information):


	Six Months Ended June 30,
	2018							2017
	Date paid	Per share		Amount paid to Class A stockholders		Amount paid to non-controlling unitholders		Date paid	Per share		Amount paid to Class A stockholders		Amount paid to non-controlling unitholders
Dividend declared during quarter ended:
March 31	March 21, 2018	$	0.20	$	3,547	$	2,512	March 22, 2017	$	0.18	$	3,184	$	2,261
June 30	May 30, 2018		0.20		3,549		2,512	May 31, 2017		0.18		3,185		2,261
		$	0.40	$	7,096	$	5,024		$	0.36	$	6,369	$	4,522

On August 1, 2018, the Company’s Board of Directors declared a quarterly dividend of $0.20 per share on all outstanding shares of Class A common stock, which is payable on August 29, 2018 to stockholders of record at the close of business on August 15, 2018.

Acquisitions

6 Months Ended

Jun. 30, 2018

Acquisitions and Dispositions

Acquisitions

6. Acquisitions

Booj, LLC

On February 26, 2018, RE/MAX, LLC acquired all membership interests in booj using $26.3 million in cash generated from operations, plus up to approximately $10.0 million in equity-based compensation to be earned over time, which will be accounted for as compensation expense in the future (see Note 12, Equity-Based Compensation for additional information). RE/MAX, LLC acquired booj in order to deliver core technology solutions designed for RE/MAX affiliates.

Booj constitutes a business and was accounted for using the fair value acquisition method. The Company has not completed the analysis necessary to conclude on its purchase price allocation. However, the following table summarizes the Company’s best, current estimate of the allocation of the purchase price to the fair value of assets acquired and liabilities assumed (in thousands):


	booj
Cash	$	362
Other current assets		367
Property and equipment		625
Other intangible assets		7,875
Other assets, net of current portion		336
Total assets acquired, excluding goodwill		9,565
Current portion of debt		(606)
Other current liabilities		(557)
Debt, net of current portion		(805)
Total liabilities assumed		(1,968)
Goodwill		18,653
Total purchase price	$	26,250

The preliminary estimated fair value of the assets acquired and liabilities assumed is subject to adjustments based on the Company’s final assessment of the fair values of the Other intangible assets, which are the acquired assets with the highest likelihood of changing upon finalization of the valuation process. The excess of the total purchase price over the preliminary fair value of the identifiable assets acquired and liabilities assumed was recorded as goodwill. The goodwill is attributable to expected synergies and projected long-term revenue growth. All of the goodwill recognized is tax deductible.

Revenue and net income attributable to the acquisition of booj were not material for the three and six months ended June 30, 2018.

RE/MAX of Northern Illinois, Inc.

On November 15, 2017, RE/MAX, LLC acquired certain assets of RE/MAX of Northern Illinois, Inc. (“RE/MAX of Northern Illinois”), including the franchise agreements issued by the Company permitting the sale of RE/MAX franchises in the region as well as the franchise agreements between the Independent Region and the franchisees, using $35.7 million in cash generated from operations. RE/MAX, LLC acquired these assets in order to expand its owned and operated regional franchising operations.

The following table summarizes the allocation of the purchase price to the fair value of assets acquired for RE/MAX of Northern Illinois (in thousands):


	RE/MAX of Northern Illinois
Franchise agreements	$	22,800
Goodwill		12,920
Total purchase price	$	35,720

The Company finalized its accounting for the acquisition of RE/MAX of Northern Illinois during the three months ended June 30, 2018. RE/MAX of Northern Illinois constitutes a business and was accounted for using the fair value acquisition method. The total purchase price was allocated to the assets acquired based on their estimated fair values. The franchise agreements acquired were valued using an income approach which utilizes level 3 inputs and are being amortized over a weighted-average useful life using the straight-line method. The excess of the total purchase price over the fair value of the identifiable assets acquired was recorded as goodwill. The goodwill recognized is attributable to expected synergies and projected long term revenue growth. All of the goodwill recognized is tax deductible.

Adjustments recorded during the measurement period are calculated as if they were known at the acquisition date, but are recognized in the reporting period in which they are determined. Revisions or adjustments are not made to any prior period information. Adjustments to the accounting for RE/MAX of Northern Illinois were made during the six months ended June 30, 2018 to the consolidated balance sheet to increase “Goodwill” by $0.7 million with a corresponding decrease to “Franchise agreements, net.”

Unaudited Pro Forma Financial Information

The following unaudited pro forma financial information reflects the consolidated results of operations of the Company as if the acquisition of booj had occurred on January 1, 2017 and RE/MAX of Northern Illinois had occurred on January 1, 2016. The historical financial information has been adjusted to give effect to events that are (1) directly attributed to the acquisitions, (2) factually supportable and (3) expected to have a continuing impact on the combined results, including additional amortization expense associated with the valuation of the acquired franchise agreements. This unaudited pro forma information should not be relied upon as necessarily being indicative of the historical results that would have been obtained if the acquisitions had actually occurred on that date, nor of the results that may be obtained in the future.


	Three Months Ended June 30,				Six Months Ended June 30,
	2018		2017		2018		2017
	(in thousands, except per share amounts)
Total revenue	$	54,277	$	51,719	$	108,185	$	102,096
Net income attributable to RE/MAX Holdings, Inc.	$	7,648	$	6,886	$	11,939	$	10,773
Basic earnings per common share	$	0.43	$	0.39	$	0.67	$	0.61
Diluted earnings per common share	$	0.43	$	0.39	$	0.67	$	0.61

Intangible Assets and Goodwill

6 Months Ended

Jun. 30, 2018

Goodwill and Intangible Assets Disclosure [Abstract]

Intangible Assets and Goodwill

7. Intangible Assets and Goodwill

The following table provides the components of the Company’s intangible assets (in thousands, except weighted average amortization period in years):


	Weighted
	Average	As of June 30, 2018						As of December 31, 2017
	Amortization	Initial		Accumulated		Net		Initial		Accumulated		Net
	Period	Cost		Amortization		Balance		Cost		Amortization		Balance
Franchise agreements	12.5	$	180,867	$	(69,960)	$	110,907	$	181,567	$	(62,218)	$	119,349
Other intangible assets:
Software(a)	4.5	$	13,859	$	(8,344)	$	5,515	$	13,762	$	(8,111)	$	5,651
Trademarks	10.2		1,336		(714)		622		1,539		(902)		637
Non-compete	10.0		2,500		(437)		2,063		2,500		(312)		2,188
Other(b)			7,875		(328)		7,547		—		—		—
Total other intangible assets	6.3	$	25,570	$	(9,823)	$	15,747	$	17,801	$	(9,325)	$	8,476

(a)

As of June 30, 2018 and December 31, 2017, capitalized software development costs of $0.9 million and $0.6 million, respectively, were related to technology projects not yet complete and ready for their intended use and thus were not subject to amortization.

(b)

Includes the preliminary intangible assets assumed with the acquisition of booj. See Note 6, Acquisitions for additional information.

Amortization expense for the three months ended June 30, 2018 and 2017 was $4.7 million and $5.2 million, respectively. Amortization expense for the six months ended June 30, 2018 and 2017 was $9.1 million and $11.0 million, respectively.

As of June 30, 2018 the estimated future amortization expense for the next five years related to intangible assets includes the estimated amortization expense associated with the Company’s preliminary estimate of the acquisition date fair value of the intangible assets assumed with the acquisition of booj and is as follows (in thousands):


As of June 30, 2018:
Remainder of 2018	$	9,506
2019		18,928
2020		18,739
2021		18,255
2022		15,780
	$	81,208

The following table presents changes to goodwill for the period from January 1, 2018 to June 30, 2018 (in thousands):


	RE/MAX Franchising		Other		Total
Balance, January 1, 2018	$	123,413	$	11,800	$	135,213
Goodwill recognized related to current year acquisitions(a)		18,653		-		18,653
Adjustments to acquisition accounting during the measurement period		700		-		700
Effect of changes in foreign currency exchange rates		(151)		-		(151)
Balance, June 30, 2018	$	142,615	$	11,800	$	154,415

(a)

The purpose of the booj acquisition is to develop technology for brokers and agents of RE/MAX franchising. As such, we expect the majority of goodwill arising from this acquisition to be allocated to RE/MAX Franchising. However, the allocation of goodwill between the RE/MAX Franchising segment and Other segment is preliminary and will be finalized in conjunction with the finalization of the purchase price allocation for booj. See Note 6, Acquisitions for additional information.

- Definition

The entire disclosure for the aggregate amount of goodwill and a description of intangible assets, which may include (a) for amortizable intangible assets (also referred to as finite-lived intangible assets), the carrying amount, the amount of any significant residual value, and the weighted-average amortization period, (b) for intangible assets not subject to amortization (also referred to as indefinite-lived intangible assets), the carrying amount, and (c) the amount of research and development assets acquired and written off in the period, including the line item in the income statement in which the amounts written off are aggregated, if not readily apparent from the income statement. Also discloses (a) for amortizable intangibles assets in total and by major class, the gross carrying amount and accumulated amortization, the total amortization expense for the period, and the estimated aggregate amortization expense for each of the five succeeding fiscal years, (b) for intangible assets not subject to amortization the carrying amount in total and by major class, and (c) for goodwill, in total and for each reportable segment, the changes in the carrying amount of goodwill during the period (including the aggregate amount of goodwill acquired, the aggregate amount of impairment losses recognized, and the amount of goodwill included in the gain (loss) on disposal of a reporting unit). If any part of goodwill has not been allocated to a reportable segment, discloses the unallocated amount and the reasons for not allocating. For each impairment loss recognized related to an intangible asset (excluding goodwill), discloses: (a) a description of the impaired intangible asset and the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method for determining fair value, (c) the caption in the income statement or the statement of activities in which the impairment loss is aggregated, and (d) the segment in which the impaired intangible asset is reported. For each goodwill impairment loss recognized, discloses: (a) a description of the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method of determining the fair value of the associated reporting unit, and (c) if a recognized impairment loss is an estimate not finalized and the reasons why the estimate is not final. May also disclose the nature and amount of any significant adjustments made to a previous estimate of an impairment loss.

+ References + Details

Accrued Liabilities

6 Months Ended

Jun. 30, 2018

Accrued Liabilities.

Accrued Liabilities

8. Accrued Liabilities

Accrued liabilities consist of the following (in thousands):


	June 30,		December 31,
	2018		2017
Accrued payroll and related employee costs	$	5,003	$	3,874
Accrued taxes		886		1,635
Accrued professional fees		1,779		2,339
Other(a)		2,957		7,542
	$	10,625	$	15,390

(a)

Other accrued liabilities as of December 31, 2017 includes a $4.5 million payable in connection with the February 13, 2018 settlement, and subsequent payment, resulting from the litigation matter concerning the Company’s 2013 acquisition of the net assets of Tails, Inc. (“Tails”), as discussed in Note 14, Commitments and Contingencies.

Debt

6 Months Ended

Jun. 30, 2018

Debt

Debt

9. Debt

Debt, net of current portion, consists of the following (in thousands):


	June 30,		December 31,
	2018		2017
2016 Senior Secured Credit Facility	$	230,888	$	232,063
Other long-term financing(a)		1,048		—
Less unamortized debt issuance costs		(1,631)		(1,780)
Less unamortized debt discount costs		(1,189)		(1,297)
Less current portion(a)		(2,715)		(2,350)
	$	226,401	$	226,636

(a)

Includes long-term financing assumed with the acquisition of booj.

Maturities of debt are as follows (in thousands):


As of June 30, 2018:
Remainder of 2018	$	1,353
2019		2,733
2020		2,837
2021		2,350
2022		2,350
Thereafter		220,313
	$	231,936

Senior Secured Credit Facility

On December 15, 2016, RMCO and RE/MAX, LLC, a wholly owned subsidiary of RMCO, entered into a credit agreement with JPMorgan Chase Bank, N.A., as administrative agent, and various lenders party thereto (the “Senior Secured Credit Facility”). Borrowings under the term loans and revolving loans, if any outstanding, accrue interest at LIBOR (as long as LIBOR is not less than the floor of 0.75%) plus an applicable margin of 2.75%. As of June 30, 2018, the interest rate was 4.84%.

As of June 30, 2018, the Company had no revolving loans outstanding under its Senior Secured Credit Facility. Whenever amounts are drawn under the revolving line of credit, the Senior Secured Credit Facility requires compliance with a leverage ratio and an interest coverage ratio. A commitment fee of 0.5% per annum accrues on the amount of unutilized revolving line of credit.

Fair Value Measurements

6 Months Ended

Jun. 30, 2018

Fair Value Measurements

Fair Value Measurements

10. Fair Value Measurements

Fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering assumptions, the Company follows a three-tier fair value hierarchy, which is described in detail in the Company’s Annual Report on Form 10-K for the year ended December 31, 2017.

A summary of the Company’s liabilities measured at fair value on a recurring basis as of June 30, 2018 and December 31, 2017 is as follows (in thousands):


	As of June 30, 2018								As of December 31, 2017
	Fair Value		Level 1		Level 2		Level 3		Fair Value		Level 1		Level 2		Level 3
Liabilities
Contingent consideration	$	6,610	$	-	$	-	$	6,610	$	6,580	$	-	$	-	$	6,580

The Company is required to pay additional purchase consideration totaling eight percent of gross revenues collected by Motto each year (the “Revenue Share Year”), beginning after September 30, 2017 and continuing through September 30, 2026, with no limitation as to the maximum payout. The annual payment to the former owner of Full House is required to be made within 120 days of the end of each Revenue Share Year. Each Revenue Share Year ends September 30. The fair value of the contingent purchase consideration represents the forecasted discounted cash payments that the Company expects to pay Full House with respect to the acquired business. The Company measures this liability each reporting period and recognizes changes in fair value, if any, in earnings of the Company. Any changes are included in “Selling, operating and administrative expenses” in the accompanying Condensed Consolidated Statements of Income. Increases or decreases in the fair value of the contingent purchase consideration can result from changes in discount rates as well as the timing and amount of forecasted cash payments derived from anticipated gross revenues.

The table below presents a reconciliation of all liabilities of the Company measured at fair value on a recurring basis using significant unobservable inputs for the period from January 1, 2018 to June 30, 2018 (in thousands):


	Fair Value of Contingent Consideration Liability
Balance at January 1, 2018	$	6,580
Fair value adjustments		80
Cash payments		(50)
Balance at June 30, 2018	$	6,610

The Company assesses categorization of assets and liabilities by level at each measurement date, and transfers between levels are recognized on the actual date of the event or change in circumstances that caused the transfer. There were no transfers between Levels I, II and III during the six months ended June 30, 2018.

The following table summarizes the carrying value and fair value of the Senior Secured Credit Facility as of June 30, 2018 and December 31, 2017 (in thousands):


	June 30,				December 31,
	2018				2017
	Carrying Amount		Fair Value Level 2		Carrying Amount		Fair Value Level 2
Senior Secured Credit Facility	$	228,068	$	230,022	$	228,986	$	232,933

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Income Taxes	6 Months Ended
Income Taxes	Jun. 30, 2018
Income Taxes
Income Taxes	11. Income Taxes The “Provision for income taxes” in the accompanying Condensed Consolidated Statements of Income for the three and six months ended June 30, 2018 and 2017 is based on an estimate of the Company’s annualized effective income tax rate. The Company recognizes the effect of income tax positions only if those positions are more likely than not of being sustained. Recognized income tax positions are measured at the largest amount that is greater than 50% likely of being realized. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs. As of June 30, 2018, the Company does not believe it has any significant uncertain tax positions. On December 22, 2017, the Tax Cuts and Jobs Act was enacted which includes significant changes to the U.S. corporate tax system. On December 22, 2017, the SEC staff issued Staff Accounting Bulletin 118, which provides guidance on accounting for the tax effects of the Tax Cuts and Jobs Act for which the accounting under ASC 740, Income Taxes (“ASC 740”) is incomplete. To the extent that a company's accounting for certain income tax effects of the Tax Cuts and Jobs Act is incomplete but it is able to determine a reasonable estimate, it must record a provisional estimate in the financial statements. If a company cannot determine a provisional estimate to be included in the financial statements, it should continue to apply ASC 740 on the basis of the provisions of the tax laws that were in effect immediately before enactment of the Tax Cuts and Jobs Act. The Company completed the majority of the accounting for the tax effects of the Tax Cuts and Jobs Act as of December 31, 2017. However, the Company’s analysis around the new foreign-derived intangible income (“FDII”) deduction remains incomplete. As such, the Company has not estimated or included a provisional adjustment for deferred tax assets related to the FDII deduction. Also, there is uncertainty around the depreciable life of qualified property as well as eligibility for accelerated depreciation after September 27, 2017. Therefore the Company has not estimated a provisional amount for deferred tax assets related to qualified property depreciation expense. In addition, the Company re-measured the applicable deferred tax assets and liabilities based on the rates at which they are expected to reverse. The Company is still analyzing certain aspects of the Tax Cuts and Jobs Act and is refining its calculations, which could potentially affect the measurement of these balances. In accordance with current SEC guidance, the Company will report the impact of these items in the reporting period in which the accounting is completed, which will not exceed one year from the date of enactment of the Tax Cuts and Jobs Act.

Equity-Based Compensation

6 Months Ended

Jun. 30, 2018

Equity-Based Compensation

Equity-Based Compensation

12. Equity-Based Compensation

The RE/MAX Holdings, Inc. 2013 Omnibus Incentive Plan (the “2013 Incentive Plan”) includes restricted stock units (“RSUs”) which may have time-based or performance-based vesting criteria. The Company recognizes equity-based compensation expense in “Selling, operating and administrative expenses” in the accompanying Condensed Consolidated Statements of Income. The Company recognizes corporate income tax benefits relating to the vesting of restricted stock units in “Provision for income taxes” in the accompanying Condensed Consolidated Statements of Income.

Employee stock-based compensation expense under the Company’s 2013 Incentive Plan, net of the amount capitalized in internally developed software, is as follows (in thousands):


	Three Months Ended				Six Months Ended
	June 30,				June 30,
	2018		2017		2018		2017
Expense from Time-based RSUs	$	1,058	$	615	$	1,858	$	1,142
Expense from Performance-based RSUs		1,098		117		1,566		151
Equity-based compensation expense		2,156		732		3,424		1,293
Tax benefit from equity-based compensation		(305)		(161)		(484)		(284)
Excess tax benefit from equity-based compensation		(73)		(117)		(145)		(324)
Net compensation cost	$	1,778	$	454	$	2,795	$	685

Time-based Restricted Stock Units

Time-based RSUs are valued using the Company’s closing stock price on the date of grant. Grants awarded to the Company’s Board of Directors generally vest over a one-year period. Grants awarded to the Company’s employees, other than booj employees and former owners in connection with the acquisition, generally vest equally in annual installments over a three-year period. Grants awarded to booj employees and former owners in connection with the acquisition vest in three installments over a four-year period. Compensation expense is recognized on a straight-line basis over the vesting period.

The following table summarizes equity-based compensation activity related to time-based RSUs as of and for the six months ended June 30, 2018:


	Time-based restricted stock units		Weighted average grant date fair value per share
Balance, January 1, 2018	105,862	$	41.67
Granted	231,413	$	54.68
Shares vested (including tax withholding)(a)	(64,878)	$	40.96
Forfeited	(4,477)	$	42.38
Balance, June 30, 2018	267,920	$	53.07

(a)

Pursuant to the terms of the 2013 Incentive Plan, RSUs withheld by the Company for the payment of the employee's tax withholding related to an RSU vesting are added back to the pool of shares available for future awards.

At June 30, 2018, there was $12.8 million of total unrecognized time-based RSU expense, all of which is related to unvested awards. This compensation expense is expected to be recognized over the weighted-average remaining vesting period of 3.06 years for time-based restricted stock units.

Performance-based Restricted Stock Units

Performance-based RSUs for employees, other than booj employees and former owners in connection with the acquisition, are stock-based awards in which the number of shares ultimately received depends on the Company’s achievement of a specified revenue as well as the Company’s total shareholder return (“TSR”) relative to the TSR of all companies in the S&P SmallCap 600 Index over a three-year performance period. The number of shares that could be issued range from 0% to 150% of the participant’s target award. Performance-based RSUs are valued on the date of grant using a Monte Carlo simulation for the TSR element of the award. The Company’s expense will be adjusted based on the estimated achievement of revenue versus target. Earned performance-based RSUs cliff-vest at the end of the three-year performance period. Compensation expense is recognized on a straight line basis over the vesting period based on the Company’s estimated performance.

Performance-based RSUs granted to booj employees and former owners in connection with the acquisition are stock-based awards in which the number of shares ultimately received depends on the achievement of certain technology requirements set forth in the related purchase agreement. The number of shares that could be issued range from 0% to 100% of the participant’s target award. The awards were valued using the Company’s closing stock price on the date of grant. The Company’s expense will be adjusted based on the estimated achievement of the requirements. Earned performance-based RSUs vest May 31, 2019 and November 1, 2019 to the extent the corresponding requirements are achieved. Compensation expense is recognized on a straight line basis over the vesting period based on the Company’s estimated performance.

The following table summarizes equity-based compensation activity related to performance-based RSUs as of and for the six months ended June 30, 2018:


	Performance-based restricted stock units		Weighted average grant date fair value per share
Balance, January 1, 2018	31,831	$	57.88
Granted(a)	156,694	$	55.38
Forfeited	(3,213)	$	57.55
Balance, June 30, 2018	185,312	$	55.77

(a)

Represents the total participant target award.

At June 30, 2018, there was $7.9 million of total unrecognized performance-based RSU expense, all of which is related to unvested awards. This compensation expense is expected to be recognized over the weighted-average remaining vesting period of 1.69 years for performance-based RSUs.

After giving effect to all outstanding awards (assuming maximum achievement of performance goals for performance-based awards), there were 2,263,325 additional shares available for the Company to grant under the 2013 Incentive Plan as of June 30, 2018.

Leadership Change	6 Months Ended
Leadership Change	Jun. 30, 2018
Leadership Change
Leadership Change	13. Leadership Change On February 9, 2018, the Company announced the retirement of the Company’s President. The Company entered into a Separation Agreement with the President, and pursuant to the terms of this agreement, the Company incurred a total cost of $1.8 million which was recorded to “Selling, operating and administrative expenses” in the accompanying Condensed Consolidated Statements of Income during the six months ended June 30, 2018, which will be paid over a 39-month period.

Commitments and Contingencies	6 Months Ended
Commitments and Contingencies	Jun. 30, 2018
Commitments and Contingencies
Commitments and Contingencies	14. Commitments and Contingencies Commitments The Company leases offices and equipment under noncancelable leases, subject to certain provisions for renewal options and escalation clauses. Additionally, the Company acquired an office lease in connection with the acquisition of booj. Future lease payments are approximately $0.2 million per year for the next five years with payments thereafter totaling approximately $2.0 million. Contingencies In connection with the purchase of Full House, the Company entered into an arrangement to pay additional purchase consideration based on Motto’s future gross revenues collected, excluding certain fees, for each year beginning October 1, 2017 through September 30, 2026. As of June 30, 2018, this liability was estimated to be $6.6 million. See Note 10, Fair Value Measurements for additional information. In connection with the sale of the assets and liabilities related to the Company’s previously owned brokerages, the Company entered into three Assignment and Assumption of Lease Agreements (the “Assignment Agreements”) pursuant to which the Company assigned its obligations under and rights, title and interest in 21 leases to the respective purchasers. For certain leases, the Company remains secondarily liable for future lease payments through July 2021 under the respective lease agreements and accordingly, as of June 30, 2018, the Company has outstanding lease guarantees of $2.7 million. This amount represents the maximum potential amount of future payments under the respective lease guarantees. In the event of default by the purchaser, the indemnity and default clauses in the Assignment Agreements govern the Company’s ability to pursue and recover damages incurred, if any, against the purchaser. Litigation The Company is subject to litigation claims arising in the ordinary course of business. The Company believes that it has adequately accrued for legal matters as appropriate. The Company records litigation accruals for legal matters which are both probable and estimable and for related legal costs as incurred. The Company does not reduce these liabilities for potential insurance or third-party recoveries. On October 7, 2013, RE/MAX Holdings acquired the net assets, excluding cash, of Tails for consideration paid of $20.2 million. Following earlier litigation that was dismissed, several shareholders of Tails filed a complaint entitled Robert B. Fisher, Carla L. Fisher, Bradley G. Rhodes and James D. Schwartz v. Gail Liniger, Dave Liniger, Bruce Benham, RE/MAX Holdings, Inc. and Tails Holdco, Inc. in Denver District Court ("Tails II"). On February 13, 2018, the parties signed a formal Settlement Agreement and Mutual General Release. On February 27, 2018 the Company received $1.9 million from its insurance carriers as reimbursement of attorneys’ fees and a portion of the settlement. On February 28, 2018, the Company paid $4.5 million to satisfy the terms of the Settlement Agreement. As a result of the settlement, the litigation was dismissed with prejudice on March 1, 2018. Management of the Company believes no other such litigation matters involving a reasonably possible chance of loss will not, individually or in the aggregate, result in a material adverse effect on the Company's financial condition, results of operations and cash flows.

Related-Party Transactions	6 Months Ended
Related-Party Transactions	Jun. 30, 2018
Related Party Transactions
Related-Party Transactions	15. Related-Party Transactions The majority stockholders of RIHI, including the Company’s current Chairman and Co-Founder and the Company’s Vice Chair and Co-Founder have made and continue to make a golf course they own available to the Company for business purposes. The Company used the golf course and related facilities for business purposes at minimal charge during the six months ended June 30, 2018 and 2017. Additionally, the Company recorded expense of $0.3 million for the value of the benefits provided to Company personnel and others for the complimentary use of the golf course during the six months ended June 30, 2018, with an offsetting increase in additional paid in capital. The Company provides services, such as accounting, legal, marketing, technology, human resources and public relations services, to certain affiliated entities (primarily the Company’s affiliated advertising funds), and it allows these companies to share its leased office space. During the three months ended June 30, 2018 and 2017, the total amounts allocated for services rendered and rent for office space provided on behalf of affiliated entities were $0.9 million and $0.7 million, respectively. During the six months ended June 30, 2018 and 2017, the total amounts allocated for services rendered and rent for office space provided on behalf of affiliated entities were $1.9 million and $1.5 million, respectively. Amounts are generally paid within 30 days and no amounts were outstanding at June 30, 2018 or December 31, 2017. Related party advertising funds had current outstanding amounts due from the Company of $0.1 million as of both June 30, 2018 and December 31, 2017. Such amounts are included in “Accounts payable” in the accompanying Condensed Consolidated Balance Sheets.

Segment Information

6 Months Ended

Jun. 30, 2018

Segment Information

Segment Information

16. Segment Information

As of June 30, 2018 the Company has one reportable segment: RE/MAX Franchising. Other consists of the Motto Franchising and booj operating segments. Management evaluates the operating results of its segments based upon revenue and adjusted earnings before interest, the provision for income taxes, depreciation and amortization and other non-cash and non-recurring cash charges or other items (“Adjusted EBITDA”). The Company’s presentation of Adjusted EBITDA may not be comparable to similar measures used by other companies. The accounting policies of the reportable segments are the same as those described in Note 2, Summary of Significant Accounting Policies.

The following table presents revenue from external customers by segment for the three and six months ended June 30, 2018 and 2017 (in thousands):


	Three Months Ended				Six Months Ended
	June 30,				June 30,
			2017				2017
	2018		As adjusted*		2018		As adjusted*
Revenue:
RE/MAX Franchising	$	52,110	$	48,657	$	103,704	$	96,051
Other		2,167		70		3,215		82
Total revenue	$	54,277	$	48,727	$	106,919	$	96,133

*See Note 3, Revenue for more information.

The following table presents a reconciliation of adjusted EBITDA by segment to income before provision for income taxes for the three and six months ended June 30, 2018 and 2017 (in thousands):


	Three Months Ended				Six Months Ended
	June 30,				June 30,
			2017				2017
	2018		As adjusted*		2018		As adjusted*
Adjusted EBITDA: RE/MAX Franchising	$	29,990	$	29,492	$	53,797	$	52,155
Adjusted EBITDA: Other		(1,245)		(752)		(2,208)		(1,471)
Adjusted EBITDA: Consolidated		28,745		28,740		51,589		50,684
Gain on sale or disposition of assets and sublease, net(a)		113		74		141		121
Equity-based compensation expense		(2,156)		(732)		(3,424)		(1,293)
Acquisition-related expense(b)		(313)		(274)		(1,487)		(832)
Special Committee investigation and remediation expense(c)		(564)		-		(2,650)		-
Fair value adjustments to contingent consideration(d)		55		300		(80)		170
Interest income		98		25		217		50
Interest expense		(3,171)		(2,462)		(5,895)		(4,816)
Depreciation and amortization		(5,069)		(5,397)		(9,644)		(11,392)
Income before provision for income taxes	$	17,738	$	20,274	$	28,767	$	32,692

*See Note 3, Revenue for more information.

(a)

Represents gain (loss) on the sale or disposition of assets as well as the gains (losses) on the sublease of a portion of our corporate headquarters office building.

(b)

Acquisition-related expense includes legal, accounting, advisory and consulting fees incurred in connection with the acquisition and integration of acquired companies that are included in “Selling, operating and administrative expenses” in the accompanying Condensed Consolidated Statements of Income.

(c)

Special Committee investigation and remediation expense relates to costs incurred in relation to the previously disclosed investigation by the special committee of independent directors of actions of certain members of our senior management and the implementation of the remediation plan.

(d)

Fair value adjustments to contingent consideration include amounts recognized for changes in the estimated fair value of the contingent consideration liability related to the acquisition of Full House. See Note 10, Fair Value Measurements for additional information.

Summary of Significant Accounting Policies (Policies)	6 Months Ended
Summary of Significant Accounting Policies (Policies)	Jun. 30, 2018
Summary of Significant Accounting Policies
Basis of Presentation	Basis of Presentation The accompanying Condensed Consolidated Balance Sheet at December 31, 2017, which was derived from the audited consolidated financial statements at that date, and the unaudited interim condensed consolidated financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”). Certain information and footnote disclosures normally included in annual consolidated financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. The accompanying condensed consolidated financial statements are presented on a consolidated basis and include the accounts of RE/MAX Holdings and its consolidated subsidiaries. All significant intercompany accounts and transactions have been eliminated. In the opinion of management, the accompanying condensed consolidated financial statements reflect all normal and recurring adjustments necessary to present fairly the Company’s financial position as of June 30, 2018 and December 31, 2017 and the results of its operations and comprehensive income for the three and six months ended June 30, 2018 and 2017, cash flows for the six months ended June 30, 2018 and 2017 and changes in its stockholders’ equity for the six months ended June 30, 2018. Interim results may not be indicative of full-year performance. These condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements within the Company’s Annual Report on Form 10-K for the year ended December 31, 2017.
Reclassifications	Reclassifications In addition to the change in accounting principle discussed in Note 3, Revenue certain items in the accompanying condensed consolidated financial statements for the six months ended June 30, 2017 have been reclassified to conform to the current year’s presentation. These reclassifications did not affect the Company’s consolidated results of operations or cash flows.
Use of Estimates	Use of Estimates The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.
Principles of Consolidation	Principles of Consolidation RE/MAX Holdings consolidates RMCO and records a non-controlling interest in the accompanying Condensed Consolidated Balance Sheets and records net income attributable to the non-controlling interest and comprehensive income attributable to the non-controlling interest in the accompanying Condensed Consolidated Statements of Income and Condensed Consolidated Statements of Comprehensive Income, respectively.
Segment Reporting	Segment Reporting In February 2018, the Company both (a) acquired all membership interests in booj and (b) promoted Adam Contos to the role of sole Chief Executive Officer. Because of these changes and the continued growth of Motto, in the second quarter of 2018 the Company reevaluated the information used by the chief operating decision maker to evaluate performance and make resource allocation decisions. As a result of the reevaluation, the Company determined it was operating under the following three segments: RE/MAX Franchising, Motto Franchising and booj. Due to the immateriality of the Motto Franchising and booj operating segments, the Company has only one reportable segment, RE/MAX Franchising. The RE/MAX Franchising reportable segment comprises the operations of the Company’s owned and independent global franchising operations under the RE/MAX brand name and corporate-wide shared services expenses. Other comprises Motto Franchising and booj. All prior segment information has been recasted to reflect the Company’s new segment structure.
Revenue Recognition	Changes in Revenue Recognition Policies The Company adopted the new revenue standard on January 1, 2018. The Company applied the new revenue standard retrospectively and has recast the 2017 condensed consolidated financial statements as though the new revenue standard had been applied in all periods presented. The Company’s franchise agreements offer the following benefits to the franchisee: common use and promotion of RE/MAX trademarks; distinctive sales and promotional materials; access to technology; standardized supplies and other materials used in RE/MAX offices; and recommended procedures for operation of RE/MAX offices. The Company concluded that these benefits are all a part of one performance obligation, a license of symbolic intellectual property. Franchise sales is comprised of revenue from the sale or renewal of franchises. The Company previously recognized revenue at the time of sale. Under the new revenue standard, the franchise sale initial fees are considered to be a part of the license of symbolic intellectual property, which is now recognized over the contractual term of the franchise agreement, which is typically 5 years for RE/MAX and 7 years for Motto franchise agreements, respectively. Correspondingly, the commissions related to franchise sales are recorded as an asset (the current portion in “Other current assets” and long-term portion in “Other assets, net of current portion”) and are recognized over the contractual term of the franchise agreement in “Selling, operating and administrative expenses”.
Recently Adopted Accounting Pronouncements	Recently Adopted Accounting Pronouncements In January 2017, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business, which clarifies when transactions should be accounted for as acquisitions (or disposals) of assets or businesses. ASU 2017-01 became effective prospectively for the Company on January 1, 2018. The Company concluded that the acquisition of booj meets the definition of a business. See Note 6, Acquisitions for additional information. The Company has also concluded that it expects future Independent Region acquisitions to be accounted for as an acquisition of a business. In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments, which clarifies classification for certain cash receipts and cash payments on the Consolidated Statement of Cash Flows. ASU 2016-15 became effective for the Company on January 1, 2018 and required a retrospective transition method for each period presented. Under the new guidance, the contingent consideration payments related to the purchase of Full House Mortgage Connection, Inc. (“Full House”), a franchisor of mortgage brokerages that created concepts used to develop Motto, are classified as financing outflows up to the $6.3 million acquisition date fair value and any cash payments paid in excess of the acquisition date fair value are classified as operating outflows. (See Note 6, Acquisitions). The adoption of this standard had no other material impact on its financial statements and related disclosures. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606), with several subsequent amendments, which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The ASU replaced most existing revenue recognition guidance in U.S. GAAP when it became effective for the Company on January 1, 2018. The Company applied Topic 606 retrospectively which resulted in adjusting each prior reporting period presented. Additionally, the adoption of Topic 606 resulted in net cumulative adjustments to “Retained earnings” of $4.9 million and “Non-controlling interest” of $11.6 million which were recorded to the opening balance sheet as of January 1, 2016. The adoption of the new guidance changed the timing of recognition of franchise sales and franchise renewal revenue. Previously, the Company recognized revenue upon completion of a sale or renewal. Under the new guidance, franchise sales and renewal revenue, which are included in “Franchise Sales and Other Revenue” in the Consolidated Statements of Income, are recognized over the contractual term of the franchise agreement. Previously, the Company expensed the commissions upon franchise sale completion. Under the new guidance, the commissions related to franchise sales are recorded as a contract cost when paid and are recognized as expense over the contractual term of the franchise agreement. The adoption of this standard had no material impact on other revenue streams. See Note 3, Revenue for more information.
New Accounting Pronouncements Not Yet Adopted	New Accounting Pronouncements Not Yet Adopted In February 2018, the FASB issued ASU 2018-02, Income Statement – Reporting Comprehensive Income (Topic 220), which adjusts the classification of stranded tax effects resulting from the Tax Cuts and Jobs Act from accumulated other comprehensive income to retained earnings. ASU 2018-02 is effective for the Company beginning January 1, 2019. The standard is to be applied either in the period of adoption or retrospectively to each period effected by the Tax Cuts and Jobs Act. The Company completed the majority of its accounting for the tax effects of the Tax Cuts and Jobs Act as of December 31, 2017. The Company believes the amendments of ASU 2018-02 will not have a significant impact on the Company’s consolidated financial statements and related disclosures. In January 2017, the FASB issued ASU 2017-04, Intangibles – Goodwill and Other (Topic 350), which simplifies the subsequent measurement of goodwill by eliminating step two from the goodwill impairment test. ASU 2017-04 is effective for annual and interim impairment tests beginning January 1, 2020 for the Company and is required to be adopted using a prospective approach. Early adoption is allowed for annual goodwill impairment tests performed on testing dates after January 1, 2017. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which requires lessees to recognize the assets and liabilities that arise from all leases on the consolidated balance sheets. ASU 2016-02 is required to be adopted by the Company on January 1, 2019. The standard requires a modified retrospective approach for leases that exist or are entered into after the beginning of the earliest comparative period in the financial statements. The Company has several building leases and other smaller leases and is still assessing the application of this standard for those leases. The Company has not yet determined the exact effect of the standard on its consolidated financial statements and related disclosures but expects a material increase in both “Total assets” and “Total liabilities” on the Condensed Consolidated Balance Sheets upon implementation.

Revenue (Tables)

6 Months Ended

Jun. 30, 2018

Revenue, Initial Application Period Cumulative Effect Transition [Line Items]

Commissions related to franchise sales

The activity in the Company’s capitalized contract costs for commissions (which are included in “other current assets” and “other assets, net of current portion” on the Condensed Consolidated Balance Sheets) consist of the following (in thousands):


	Balance at				Additions to contract		Balance at end
	beginning of period		Expense recognized		cost for new activity		of period
Six months ended June 30, 2018	$	3,532	$	(659)	$	829	$	3,702

Schedule of disaggregated revenue

In the following table, segment revenue is disaggregated by geographical area for the three and six months ended June 30, 2018 and 2017 (in thousands):


	Three Months Ended June 30,				Six Months Ended June 30,
			2017				2017
	2018		As adjusted*		2018		As adjusted*
U.S.	$	41,173	$	38,361	$	77,922	$	72,439
Canada		6,213		5,750		11,976		10,974
Global and Other		4,724		4,546		13,806		12,638
Total RE/MAX Franchising		52,110		48,657		103,704		96,051
Other		2,167		70		3,215		82
Total	$	54,277	$	48,727	$	106,919	$	96,133

*See above within Note 3, Revenue for more information

In the following table, segment revenue is disaggregated by owned or independent regions in the U.S. and Canada for the three and six months ended June 30, 2018 and 2017 (in thousands):


	Three Months Ended June 30,				Six Months Ended June 30,
			2017				2017
	2018		As adjusted*		2018		As adjusted*
Owned Regions	$	35,692	$	32,997	$	67,055	$	61,549
Independent Regions		11,694		11,114		22,843		21,864
Global and Other		4,724		4,546		13,806		12,638
Total RE/MAX Franchising		52,110		48,657		103,704		96,051
Other		2,167		70		3,215		82
Total	$	54,277	$	48,727	$	106,919	$	96,133

*See above within Note 3, Revenue for more information

Schedule of Transaction Price Allocated to the Remaining Performance Obligations


	Remaining 6 months of 2018		2019		2020		2021		2022		2023		Thereafter		Total
Annual dues	$	12,761	$	4,491	$	-	$	-	$	-	$	-	$	-	$	17,252
Franchise sales		3,758		6,671		5,348		3,925		2,378		1,084		4,402		27,566
Total	$	16,519	$	11,162	$	5,348	$	3,925	$	2,378	$	1,084	$	4,402	$	44,818

Annual dues

Revenue, Initial Application Period Cumulative Effect Transition [Line Items]

Schedule of contract liability

The activity in the Company’s annual dues deferred revenue consists of the following (in thousands):


	Balance at beginning of period		New billings		Revenue recognized(a)		Balance at end of period
Six months ended June 30, 2018	$	15,297	$	19,624	$	(17,669)	$	17,252

(a)Revenue recognized related to the beginning balance was $5.3 million and $12.8 million for the three and six months ended June 30, 2018, respectively.

Franchise sales

Revenue, Initial Application Period Cumulative Effect Transition [Line Items]

Schedule of contract liability

The activity in the Company’s franchise sales deferred revenue accounts consists of the following (in thousands):


	Balance at beginning of period		New billings		Revenue recognized(a)		Balance at end of period
Six months ended June 30, 2018	$	27,943	$	4,237	$	(4,614)	$	27,566

(a)Revenue recognized related to the beginning balance was $1.7 million and $3.8 million for the three and six months ended June 30, 2018.

ASU 2014-09

Revenue, Initial Application Period Cumulative Effect Transition [Line Items]

Schedule of Cumulative impact on financial statements

The following tables summarize the impacts of the new revenue standard adoption on the Company’s condensed consolidated financial statements (in thousands):

Condensed Consolidated Balance Sheet


	Impact of Changes in Accounting Policies
	As of December 31, 2017
	As previously reported		Adjustments		As adjusted
Accounts and notes receivable, current portion, net	$	21,304	$	(1,020)	$	20,284
Income taxes receivable		870		93		963
Other current assets		6,924		1,050		7,974
Deferred tax assets, net		59,151		3,690		62,841
Other assets, net of current portion		1,563		2,460		4,023
Income taxes payable		133		(36)		97
Deferred revenue		18,918		6,350		25,268
Deferred revenue, net of current		-		20,228		20,228
Retained earnings		16,027		(7,627)		8,400
Accumulated other comprehensive income, net of tax		515		(56)		459
Non-controlling interest		398,348		12,586		410,934

Condensed Consolidated Statement of Income


	Impact of Changes in Accounting Policies
	Three Months Ended June 30, 2017
	As previously reported		Adjustments		As adjusted
Franchise sales and other revenue	$	4,660	$	(92)	$	4,568
Selling, operating and administrative expenses		20,637		33		20,670
Provision for income taxes		4,762		(27)		4,735
Net income		15,637		(98)		15,539
Net income attributable to non-controlling interest		8,108		(27)		8,081
Net income attributable to RE/MAX Holdings, Inc.		7,529		(71)		7,458
Net income attributable to RE/MAX Holdings, Inc. per share of Class A common stock:
Basic		0.43		(0.01)		0.42
Diluted		0.42		(0.00)		0.42


	Impact of Changes in Accounting Policies
	Six Months Ended June 30, 2017
	As previously reported		Adjustments		As adjusted
Franchise sales and other revenue	$	13,454	$	(915)	$	12,539
Selling, operating and administrative expenses		47,431		(107)		47,324
Provision for income taxes		7,792		(27)		7,765
Net income		25,708		(781)		24,927
Net income attributable to non-controlling interest		13,266		(337)		12,929
Net income attributable to RE/MAX Holdings, Inc.		12,442		(444)		11,998
Net income attributable to RE/MAX Holdings, Inc. per share of Class A common stock:
Basic		0.70		(0.02)		0.68
Diluted		0.70		(0.02)		0.68

Condensed Consolidated Statement of Comprehensive Income


	Impact of Changes in Accounting Policies
	Three Months Ended June 30, 2017
	As previously reported		Adjustments		As adjusted
Net income	$	15,637	$	(98)	$	15,539
Change in cumulative translation adjustment		368		(17)		351
Comprehensive income		16,005		(115)		15,890
Comprehensive income attributable to non-controlling interest		8,303		(26)		8,277
Comprehensive income attributable to RE/MAX Holdings, Inc., net of tax		7,702		(89)		7,613


	Impact of Changes in Accounting Policies
	Six Months Ended June 30, 2017
	As previously reported		Adjustments		As adjusted
Net income	$	25,708	$	(781)	$	24,927
Change in cumulative translation adjustment		463		(23)		440
Comprehensive income		26,171		(804)		25,367
Comprehensive income attributable to non-controlling interest		13,513		(337)		13,176
Comprehensive income attributable to RE/MAX Holdings, Inc., net of tax		12,658		(467)		12,191

Condensed Consolidated Statement of Cash Flows


	Impact of Changes in Accounting Policies
	Six Months Ended June 30, 2017
	As previously reported		Adjustments		As adjusted
Net income	$	25,708	$	(781)	$	24,927
Deferred income tax expense		2,701		(27)		2,674
Changes in operating assets and liabilities		(8,801)		808		(7,993)

Non-controlling Interest (Tables)

6 Months Ended

Jun. 30, 2018

Noncontrolling Interest

Summary of Ownership of the Common Units


	June 30,			December 31,
	2018			2017
	Shares	Ownership %		Shares	Ownership %
Non-controlling interest ownership of common units in RMCO	12,559,600	41.44	%	12,559,600	41.51	%
RE/MAX Holdings, Inc. outstanding Class A common stock (equal to RE/MAX Holdings, Inc. common units in RMCO)	17,746,184	58.56	%	17,696,991	58.49	%
Total common units in RMCO	30,305,784	100.00	%	30,256,591	100.00	%

Reconciliation from Income Before Provision for Income Taxes to Net Income

A reconciliation of “Income before provision for income taxes” to “Net Income attributable to RE/MAX Holdings, Inc.” and “Net Income attributable to non-controlling interest” in the accompanying Condensed Consolidated Statements of Income for the periods indicated is detailed as follows (in thousands, except for percentages):


	Three Months Ended June 30,
										2017
	2018									As adjusted*
	RE/MAX Holdings, Inc.			Non-controlling interest			Total			RE/MAX Holdings, Inc.			Non-controlling interest			Total
Weighted average ownership percentage of RMCO(a)		58.56	%		41.44	%		100.00	%		58.49	%		41.51	%		100.00	%
Income before provision for income taxes(a)	$	10,367		$	7,371		$	17,738		$	11,861		$	8,413		$	20,274
Provision for income taxes(b)(c)		(2,719)			(428)			(3,147)			(4,403)			(332)			(4,735)
Net income	$	7,648		$	6,943		$	14,591		$	7,458		$	8,081		$	15,539


	Six Months Ended June 30,
										2017
	2018									As adjusted*
	RE/MAX Holdings, Inc.			Non-controlling interest			Total			RE/MAX Holdings, Inc.			Non-controlling interest			Total
Weighted average ownership percentage of RMCO(a)		58.53	%		41.47	%		100.00	%		58.47	%		41.53	%		100.00	%
Income before provision for income taxes(a)	$	16,820		$	11,947		$	28,767		$	19,113		$	13,579		$	32,692
Provision for income taxes(b)(c)		(4,189)			(820)			(5,009)			(7,115)			(650)			(7,765)
Net income	$	12,631		$	11,127		$	23,758		$	11,998		$	12,929		$	24,927

*See Note 3, Revenue for more information.

(a)

The weighted average ownership percentage of RMCO differs from the allocation of income before provision for income taxes between RE/MAX Holdings and the non-controlling interest due to certain relatively insignificant expenses recorded at RE/MAX Holdings.

(b)

The provision for income taxes attributable to RE/MAX Holdings is primarily comprised of U.S. federal and state income taxes on its proportionate share of the pass-through income from RMCO. However, it also includes its share of taxes directly incurred by RMCO and its subsidiaries, related primarily to tax liabilities in certain foreign jurisdictions.

(c)

The provision for income taxes attributable to the non-controlling interest represents its share of taxes related primarily to tax liabilities in certain foreign jurisdictions directly incurred by RMCO or its subsidiaries. Because RMCO is a pass-through entity, there is no U.S. federal and state income tax provision recorded on the non-controlling interest.

Distributions Paid or Payable

The distributions paid or payable to non-controlling unitholders are summarized as follows (in thousands):


	Six Months Ended
	June 30,
	2018		2017
Tax and other distributions	$	2,794	$	6,450
Dividend distributions		5,024		4,521
Total distributions to non-controlling unitholders	$	7,818	$	10,971

Earnings Per Share and Dividends (Tables)

6 Months Ended

Jun. 30, 2018

Earnings Per Share and Dividends

Reconciliation of Numerator and Denominator used in Basic and Diluted EPS Calculations

The following is a reconciliation of the numerator and denominator used in the basic and diluted EPS calculations (in thousands, except share and per share information):


	Three Months Ended				Six Months Ended
	June 30,				June 30,
			2017				2017
	2018		As adjusted*		2018		As adjusted*
Numerator
Net income attributable to RE/MAX Holdings, Inc.	$	7,648	$	7,458	$	12,631	$	11,998
Denominator for basic net income per share of Class A common stock
Weighted average shares of Class A common stock outstanding		17,746,042		17,696,842		17,727,671		17,679,936
Denominator for diluted net income per share of Class A common stock
Weighted average shares of Class A common stock outstanding		17,746,042		17,696,842		17,727,671		17,679,936
Add dilutive effect of the following:
Restricted stock units		23,599		26,960		35,921		40,628
Weighted average shares of Class A common stock outstanding, diluted		17,769,641		17,723,802		17,763,592		17,720,564
Earnings per share of Class A common stock
Net income attributable to RE/MAX Holdings, Inc. per share of Class A common stock, basic	$	0.43	$	0.42	$	0.71	$	0.68
Net income attributable to RE/MAX Holdings, Inc. per share of Class A common stock, diluted	$	0.43	$	0.42	$	0.71	$	0.68

Schedule of Dividends Declared and Paid Quarterly per Share

Dividends declared and paid quarterly per share on all outstanding shares of Class A common stock were as follows (in thousands, except share and per share information):


	Six Months Ended June 30,
	2018							2017
	Date paid	Per share		Amount paid to Class A stockholders		Amount paid to non-controlling unitholders		Date paid	Per share		Amount paid to Class A stockholders		Amount paid to non-controlling unitholders
Dividend declared during quarter ended:
March 31	March 21, 2018	$	0.20	$	3,547	$	2,512	March 22, 2017	$	0.18	$	3,184	$	2,261
June 30	May 30, 2018		0.20		3,549		2,512	May 31, 2017		0.18		3,185		2,261
		$	0.40	$	7,096	$	5,024		$	0.36	$	6,369	$	4,522

Acquisitions (Tables)

6 Months Ended

Jun. 30, 2018

Acquisitions and Dispositions

Summary of Unaudited Pro Forma Information


	Three Months Ended June 30,				Six Months Ended June 30,
	2018		2017		2018		2017
	(in thousands, except per share amounts)
Total revenue	$	54,277	$	51,719	$	108,185	$	102,096
Net income attributable to RE/MAX Holdings, Inc.	$	7,648	$	6,886	$	11,939	$	10,773
Basic earnings per common share	$	0.43	$	0.39	$	0.67	$	0.61
Diluted earnings per common share	$	0.43	$	0.39	$	0.67	$	0.61

Booj Llc

Acquisitions and Dispositions

Schedule of Estimated Fair Value Of Assets at Acquisition Date

However, the following table summarizes the Company’s best, current estimate of the allocation of the purchase price to the fair value of assets acquired and liabilities assumed (in thousands):


	booj
Cash	$	362
Other current assets		367
Property and equipment		625
Other intangible assets		7,875
Other assets, net of current portion		336
Total assets acquired, excluding goodwill		9,565
Current portion of debt		(606)
Other current liabilities		(557)
Debt, net of current portion		(805)
Total liabilities assumed		(1,968)
Goodwill		18,653
Total purchase price	$	26,250

Remax Of Northern Illinois Inc

Acquisitions and Dispositions

Summary of Final Fair Value of Assets at Acquisition Date

The following table summarizes the allocation of the purchase price to the fair value of assets acquired for RE/MAX of Northern Illinois (in thousands):


	RE/MAX of Northern Illinois
Franchise agreements	$	22,800
Goodwill		12,920
Total purchase price	$	35,720

Intangible Assets and Goodwill (Tables)

6 Months Ended

Jun. 30, 2018

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of components of intangible assets

The following table provides the components of the Company’s intangible assets (in thousands, except weighted average amortization period in years):


	Weighted
	Average	As of June 30, 2018						As of December 31, 2017
	Amortization	Initial		Accumulated		Net		Initial		Accumulated		Net
	Period	Cost		Amortization		Balance		Cost		Amortization		Balance
Franchise agreements	12.5	$	180,867	$	(69,960)	$	110,907	$	181,567	$	(62,218)	$	119,349
Other intangible assets:
Software(a)	4.5	$	13,859	$	(8,344)	$	5,515	$	13,762	$	(8,111)	$	5,651
Trademarks	10.2		1,336		(714)		622		1,539		(902)		637
Non-compete	10.0		2,500		(437)		2,063		2,500		(312)		2,188
Other(b)			7,875		(328)		7,547		—		—		—
Total other intangible assets	6.3	$	25,570	$	(9,823)	$	15,747	$	17,801	$	(9,325)	$	8,476

(a)

As of June 30, 2018 and December 31, 2017, capitalized software development costs of $0.9 million and $0.6 million, respectively, were related to technology projects not yet complete and ready for their intended use and thus were not subject to amortization.

(b)

Includes the preliminary intangible assets assumed with the acquisition of booj. See Note 6, Acquisitions for additional information.

Schedule of estimated future amortization of intangible assets, other than goodwill

As of June 30, 2018 the estimated future amortization expense for the next five years related to intangible assets includes the estimated amortization expense associated with the Company’s preliminary estimate of the acquisition date fair value of the intangible assets assumed with the acquisition of booj and is as follows (in thousands):


As of June 30, 2018:
Remainder of 2018	$	9,506
2019		18,928
2020		18,739
2021		18,255
2022		15,780
	$	81,208

Schedule of changes to goodwill

The following table presents changes to goodwill for the period from January 1, 2018 to June 30, 2018 (in thousands):


	RE/MAX Franchising		Other		Total
Balance, January 1, 2018	$	123,413	$	11,800	$	135,213
Goodwill recognized related to current year acquisitions(a)		18,653		-		18,653
Adjustments to acquisition accounting during the measurement period		700		-		700
Effect of changes in foreign currency exchange rates		(151)		-		(151)
Balance, June 30, 2018	$	142,615	$	11,800	$	154,415

The purpose of the booj acquisition is to develop technology for brokers and agents of RE/MAX franchising. As such, we expect the majority of goodwill arising from this acquisition to be allocated to RE/MAX Franchising. However, the allocation of goodwill between the RE/MAX Franchising segment and Other segment is preliminary and will be finalized in conjunction with the finalization of the purchase price allocation for booj. See Note 6, Acquisitions for additional information.

Accrued Liabilities (Tables)

6 Months Ended

Jun. 30, 2018

Accrued Liabilities.

Schedule of Accrued Liabilities

Accrued liabilities consist of the following (in thousands):


	June 30,		December 31,
	2018		2017
Accrued payroll and related employee costs	$	5,003	$	3,874
Accrued taxes		886		1,635
Accrued professional fees		1,779		2,339
Other(a)		2,957		7,542
	$	10,625	$	15,390

Other accrued liabilities as of December 31, 2017 includes a $4.5 million payable in connection with the February 13, 2018 settlement, and subsequent payment, resulting from the litigation matter concerning the Company’s 2013 acquisition of the net assets of Tails, Inc. (“Tails”), as discussed in Note 14, Commitments and Contingencies.

Debt (Tables)

6 Months Ended

Jun. 30, 2018

Debt

Schedule of debt

Debt, net of current portion, consists of the following (in thousands):


	June 30,		December 31,
	2018		2017
2016 Senior Secured Credit Facility	$	230,888	$	232,063
Other long-term financing(a)		1,048		—
Less unamortized debt issuance costs		(1,631)		(1,780)
Less unamortized debt discount costs		(1,189)		(1,297)
Less current portion(a)		(2,715)		(2,350)
	$	226,401	$	226,636

(a)

Includes long-term financing assumed with the acquisition of booj.

Schedule of Maturities of Debt

Maturities of debt are as follows (in thousands):


As of June 30, 2018:
Remainder of 2018	$	1,353
2019		2,733
2020		2,837
2021		2,350
2022		2,350
Thereafter		220,313
	$	231,936

- Definition

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 210
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02.22)
-URI http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=84159872&loc=d3e21475-112644

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 470
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=75038535&loc=d3e64711-112823

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08.(e),(f))
-URI http://asc.fasb.org/extlink&oid=26873400&loc=d3e23780-122690

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 55
-Paragraph 8
-URI http://asc.fasb.org/extlink&oid=64930739&loc=d3e28878-108400

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 8
-URI http://asc.fasb.org/extlink&oid=84159872&loc=d3e21538-112644

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 6
-URI http://asc.fasb.org/extlink&oid=84159872&loc=d3e21506-112644

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 45
-Paragraph 1A
-URI http://asc.fasb.org/extlink&oid=64930785&loc=d3e28541-108399

Reference 9: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 45
-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=64930785&loc=d3e28551-108399

Reference 10: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 7
-URI http://asc.fasb.org/extlink&oid=84159872&loc=d3e21521-112644

+ Details

Fair Value Measurements (Tables)

6 Months Ended

Jun. 30, 2018

Fair Value Measurements

Liabilities Measured at Fair Value on a Recurring Basis

A summary of the Company’s liabilities measured at fair value on a recurring basis as of June 30, 2018 and December 31, 2017 is as follows (in thousands):


	As of June 30, 2018								As of December 31, 2017
	Fair Value		Level 1		Level 2		Level 3		Fair Value		Level 1		Level 2		Level 3
Liabilities
Contingent consideration	$	6,610	$	-	$	-	$	6,610	$	6,580	$	-	$	-	$	6,580

Reconciliation of Assets And Liabilities Measured Using Significant Unobservable Inputs

The table below presents a reconciliation of all liabilities of the Company measured at fair value on a recurring basis using significant unobservable inputs for the period from January 1, 2018 to June 30, 2018 (in thousands):


	Fair Value of Contingent Consideration Liability
Balance at January 1, 2018	$	6,580
Fair value adjustments		80
Cash payments		(50)
Balance at June 30, 2018	$	6,610

Summary of carrying value and fair value of senior secured credit facility

The following table summarizes the carrying value and fair value of the Senior Secured Credit Facility as of June 30, 2018 and December 31, 2017 (in thousands):


	June 30,				December 31,
	2018				2017
	Carrying Amount		Fair Value Level 2		Carrying Amount		Fair Value Level 2
Senior Secured Credit Facility	$	228,068	$	230,022	$	228,986	$	232,933

Equity-Based Compensation (Tables)

6 Months Ended

Jun. 30, 2018

Employee Stock-Based Compensation Expense

Employee stock-based compensation expense under the Company’s 2013 Incentive Plan, net of the amount capitalized in internally developed software, is as follows (in thousands):


	Three Months Ended				Six Months Ended
	June 30,				June 30,
	2018		2017		2018		2017
Expense from Time-based RSUs	$	1,058	$	615	$	1,858	$	1,142
Expense from Performance-based RSUs		1,098		117		1,566		151
Equity-based compensation expense		2,156		732		3,424		1,293
Tax benefit from equity-based compensation		(305)		(161)		(484)		(284)
Excess tax benefit from equity-based compensation		(73)		(117)		(145)		(324)
Net compensation cost	$	1,778	$	454	$	2,795	$	685

Time-based Restricted Stock Units

Restricted Stock Units


	Time-based restricted stock units		Weighted average grant date fair value per share
Balance, January 1, 2018	105,862	$	41.67
Granted	231,413	$	54.68
Shares vested (including tax withholding)(a)	(64,878)	$	40.96
Forfeited	(4,477)	$	42.38
Balance, June 30, 2018	267,920	$	53.07

(a)

Pursuant to the terms of the 2013 Incentive Plan, RSUs withheld by the Company for the payment of the employee's tax withholding related to an RSU vesting are added back to the pool of shares available for future awards.

Performance-based Restricted Stock Units

Restricted Stock Units


	Performance-based restricted stock units		Weighted average grant date fair value per share
Balance, January 1, 2018	31,831	$	57.88
Granted(a)	156,694	$	55.38
Forfeited	(3,213)	$	57.55
Balance, June 30, 2018	185,312	$	55.77

(a)

Represents the total participant target award.

Segment Information (Tables)

6 Months Ended

Jun. 30, 2018

Segment Information

Schedule of Revenue of the Company's Reportable Segments

The following table presents revenue from external customers by segment for the three and six months ended June 30, 2018 and 2017 (in thousands):


	Three Months Ended				Six Months Ended
	June 30,				June 30,
			2017				2017
	2018		As adjusted*		2018		As adjusted*
Revenue:
RE/MAX Franchising	$	52,110	$	48,657	$	103,704	$	96,051
Other		2,167		70		3,215		82
Total revenue	$	54,277	$	48,727	$	106,919	$	96,133

*See Note 3, Revenue for more information.

Reconciliation of Adjusted EBITDA for its Reportable Segments to Consolidated Balances

The following table presents a reconciliation of adjusted EBITDA by segment to income before provision for income taxes for the three and six months ended June 30, 2018 and 2017 (in thousands):


	Three Months Ended				Six Months Ended
	June 30,				June 30,
			2017				2017
	2018		As adjusted*		2018		As adjusted*
Adjusted EBITDA: RE/MAX Franchising	$	29,990	$	29,492	$	53,797	$	52,155
Adjusted EBITDA: Other		(1,245)		(752)		(2,208)		(1,471)
Adjusted EBITDA: Consolidated		28,745		28,740		51,589		50,684
Gain on sale or disposition of assets and sublease, net(a)		113		74		141		121
Equity-based compensation expense		(2,156)		(732)		(3,424)		(1,293)
Acquisition-related expense(b)		(313)		(274)		(1,487)		(832)
Special Committee investigation and remediation expense(c)		(564)		-		(2,650)		-
Fair value adjustments to contingent consideration(d)		55		300		(80)		170
Interest income		98		25		217		50
Interest expense		(3,171)		(2,462)		(5,895)		(4,816)
Depreciation and amortization		(5,069)		(5,397)		(9,644)		(11,392)
Income before provision for income taxes	$	17,738	$	20,274	$	28,767	$	32,692

*See Note 3, Revenue for more information.

(a)

Represents gain (loss) on the sale or disposition of assets as well as the gains (losses) on the sublease of a portion of our corporate headquarters office building.

(b)

Acquisition-related expense includes legal, accounting, advisory and consulting fees incurred in connection with the acquisition and integration of acquired companies that are included in “Selling, operating and administrative expenses” in the accompanying Condensed Consolidated Statements of Income.

(c)

Special Committee investigation and remediation expense relates to costs incurred in relation to the previously disclosed investigation by the special committee of independent directors of actions of certain members of our senior management and the implementation of the remediation plan.

Fair value adjustments to contingent consideration include amounts recognized for changes in the estimated fair value of the contingent consideration liability related to the acquisition of Full House. See Note 10, Fair Value Measurements for additional information.

Business and Organization (Details)	Jun. 30, 2018 country Office item	Dec. 31, 2017
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Number of agents \| item	120,000
Number of offices \| Office	7,000
Number of countries in which entity operates \| country	100
RMCO, LLC
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Parent economic interest in RMCO (as a percent)	58.56%	58.49%
Non-controlling unitholders ownership of common units in RMCO as a percentage	41.44%	41.51%
RIHI \| RMCO, LLC
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Non-controlling unitholders ownership of common units in RMCO as a percentage	41.44%

Summary of Significant Accounting Policies (Details) $ in Millions		6 Months Ended
	Jan. 01, 2016 USD ($)	Jun. 30, 2018 USD ($) segment
Significant Accounting Policies [Line Items]
Number of operating segments \| segment		3
Number of reportable segments \| segment		1
ASU 2014-09
Significant Accounting Policies [Line Items]
Cumulative effect adjustment to retained earnings	$ 4.9
Cumulative effect adjustment to non-controlling interest	$ 11.6
ASU 2016-15 \| Maximum
Significant Accounting Policies [Line Items]
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification		$ 6.3

Revenue - Condensed Consolidated Balance Sheet (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2018	Dec. 31, 2017
Revenue, Initial Application Period Cumulative Effect Transition [Line Items]
Accounts and notes receivable, current portion, net	$ 23,527	$ 20,284
Income taxes receivable	1,731	963
Other current assets	5,207	7,974
Deferred tax assets, net		62,841
Other assets, net of current portion	4,408	4,023
Income taxes payable	42	97
Deferred revenue	25,906	25,268
Deferred revenue, net of current	20,267	20,228
Retained earnings	13,822	8,400
Accumulated other comprehensive income, net of tax	362	459
Non-controlling interest	$ 407,695	410,934
RE/MAX franchise agreements
Revenue, Initial Application Period Cumulative Effect Transition [Line Items]
Period of franchise agreement	5 years
Motto franchise agreements
Revenue, Initial Application Period Cumulative Effect Transition [Line Items]
Period of franchise agreement	7 years
As previously reported \| ASU 2014-09
Revenue, Initial Application Period Cumulative Effect Transition [Line Items]
Accounts and notes receivable, current portion, net		21,304
Income taxes receivable		870
Other current assets		6,924
Deferred tax assets, net		59,151
Other assets, net of current portion		1,563
Income taxes payable		133
Deferred revenue		18,918
Deferred revenue, net of current		0
Retained earnings		16,027
Accumulated other comprehensive income, net of tax		515
Non-controlling interest		398,348
Adjustments \| ASU 2014-09
Revenue, Initial Application Period Cumulative Effect Transition [Line Items]
Accounts and notes receivable, current portion, net		(1,020)
Income taxes receivable		93
Other current assets		1,050
Deferred tax assets, net		3,690
Other assets, net of current portion		2,460
Income taxes payable		(36)
Deferred revenue		6,350
Deferred revenue, net of current		20,228
Retained earnings		(7,627)
Accumulated other comprehensive income, net of tax		(56)
Non-controlling interest		$ 12,586

Revenue - Condensed Consolidated Statement of Income (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Revenue, Initial Application Period Cumulative Effect Transition [Line Items]
Total revenue	$ 54,277	$ 48,727	$ 106,919	$ 96,133
Selling, operating and administrative expenses	28,307	20,670	62,675	47,324
Provision for income taxes	3,147	4,735	5,009	7,765
Net income	14,591	15,539	23,758	24,927
Less: net income attributable to non-controlling interest (note 4)	6,943	8,081	11,127	12,929
Net income attributable to RE/MAX Holdings, Inc.	$ 7,648	$ 7,458	$ 12,631	$ 11,998
Net income attributable to RE/MAX Holdings, Inc. per share of Class A common stock
Basic	$ 0.43	$ 0.42	$ 0.71	$ 0.68
Diluted	$ 0.43	$ 0.42	$ 0.71	$ 0.68
As previously reported \| ASU 2014-09
Revenue, Initial Application Period Cumulative Effect Transition [Line Items]
Selling, operating and administrative expenses		$ 20,637		$ 47,431
Provision for income taxes		4,762		7,792
Net income		15,637		25,708
Less: net income attributable to non-controlling interest (note 4)		8,108		13,266
Net income attributable to RE/MAX Holdings, Inc.		$ 7,529		$ 12,442
Net income attributable to RE/MAX Holdings, Inc. per share of Class A common stock
Basic		$ 0.43		$ 0.70
Diluted		$ 0.42		$ 0.70
Adjustments \| ASU 2014-09
Revenue, Initial Application Period Cumulative Effect Transition [Line Items]
Selling, operating and administrative expenses		$ 33		$ (107)
Provision for income taxes		(27)		(27)
Net income		(98)		(781)
Less: net income attributable to non-controlling interest (note 4)		(27)		(337)
Net income attributable to RE/MAX Holdings, Inc.		$ (71)		$ (444)
Net income attributable to RE/MAX Holdings, Inc. per share of Class A common stock
Basic		$ (0.01)		$ (0.02)
Diluted		$ 0.00		$ (0.02)
Franchise sales and other revenue
Revenue, Initial Application Period Cumulative Effect Transition [Line Items]
Total revenue	$ 6,100	$ 4,568	$ 15,618	$ 12,539
Franchise sales and other revenue \| As previously reported \| ASU 2014-09
Revenue, Initial Application Period Cumulative Effect Transition [Line Items]
Total revenue		4,660		13,454
Franchise sales and other revenue \| Adjustments \| ASU 2014-09
Revenue, Initial Application Period Cumulative Effect Transition [Line Items]
Total revenue		$ (92)		$ (915)

Revenue - Condensed Consolidated Statement of Comprehensive Income (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Revenue, Initial Application Period Cumulative Effect Transition [Line Items]
Net income	$ 14,591	$ 15,539	$ 23,758	$ 24,927
Change in cumulative translation adjustment	(85)	351	(167)	440
Comprehensive income	14,506	15,890	23,591	25,367
Comprehensive income attributable to non-controlling interest	6,912	8,277	11,057	13,176
Comprehensive income attributable to RE/MAX Holdings, Inc., net of tax	$ 7,594	7,613	$ 12,534	12,191
ASU 2014-09 \| As previously reported
Revenue, Initial Application Period Cumulative Effect Transition [Line Items]
Net income		15,637		25,708
Change in cumulative translation adjustment		368		463
Comprehensive income		16,005		26,171
Comprehensive income attributable to non-controlling interest		8,303		13,513
Comprehensive income attributable to RE/MAX Holdings, Inc., net of tax		7,702		12,658
ASU 2014-09 \| Adjustments
Revenue, Initial Application Period Cumulative Effect Transition [Line Items]
Net income		(98)		(781)
Change in cumulative translation adjustment		(17)		(23)
Comprehensive income		(115)		(804)
Comprehensive income attributable to non-controlling interest		(26)		(337)
Comprehensive income attributable to RE/MAX Holdings, Inc., net of tax		$ (89)		$ (467)

Revenue - Condensed Consolidated Statement of Cash Flows (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Revenue, Initial Application Period Cumulative Effect Transition [Line Items]
Net income	$ 14,591	$ 15,539	$ 23,758	$ 24,927
Deferred income tax expense			2,060	2,674
Changes in operating assets and liabilities			$ (6,285)	(7,993)
ASU 2014-09 \| As previously reported
Revenue, Initial Application Period Cumulative Effect Transition [Line Items]
Net income		15,637		25,708
Deferred income tax expense				2,701
Changes in operating assets and liabilities				(8,801)
ASU 2014-09 \| Adjustments
Revenue, Initial Application Period Cumulative Effect Transition [Line Items]
Net income		$ (98)		(781)
Deferred income tax expense				(27)
Changes in operating assets and liabilities				$ 808

Revenue - Deferred revenue (Details) - USD ($) $ in Thousands	3 Months Ended	6 Months Ended
	Jun. 30, 2018	Jun. 30, 2018
Annual dues
Revenue, Initial Application Period Cumulative Effect Transition [Line Items]
Performance period		12 months
Balance at beginning of period		$ 15,297
New billings		19,624
Revenue recognized		(17,669)
Balance at the end of period	$ 17,252	17,252
Revenue recognized	5,300	12,800
Franchise sales
Revenue, Initial Application Period Cumulative Effect Transition [Line Items]
Balance at beginning of period		27,943
New billings		4,237
Revenue recognized		(4,614)
Balance at the end of period	27,566	27,566
Revenue recognized	$ 1,700	$ 3,800

Revenue - Commissions Related to Franchise Sales (Details) - Commissions Related to Franchise Sales $ in Thousands	6 Months Ended
	Jun. 30, 2018 USD ($)
Capitalized Contract Cost [Line Items]
Balance at beginning of period	$ 3,532
Expense recognized	(659)
Additions to contract cost for new activity	829
Balance at end of period	$ 3,702

Revenue - Disaggregated revenue (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Disaggregation of Revenue [Line Items]
Total revenue	$ 54,277	$ 48,727	$ 106,919	$ 96,133
Owned Regions
Disaggregation of Revenue [Line Items]
Total revenue	35,692	32,997	67,055	61,549
Independent Regions
Disaggregation of Revenue [Line Items]
Total revenue	11,694	11,114	22,843	21,864
Global and Other
Disaggregation of Revenue [Line Items]
Total revenue	4,724	4,546	13,806	12,638
RE/MAX Franchising
Disaggregation of Revenue [Line Items]
Total revenue	52,110	48,657	103,704	96,051
Other
Disaggregation of Revenue [Line Items]
Total revenue	2,167	70	3,215	82
U.S.
Disaggregation of Revenue [Line Items]
Total revenue	41,173	38,361	77,922	72,439
Canada
Disaggregation of Revenue [Line Items]
Total revenue	6,213	5,750	11,976	10,974
Global and Other
Disaggregation of Revenue [Line Items]
Total revenue	$ 4,724	$ 4,546	$ 13,806	$ 12,638

Revenue - Transaction Price (Details) $ in Thousands	6 Months Ended
Revenue - Transaction Price (Details) $ in Thousands	Jun. 30, 2018 USD ($)
Annual Dues And Franchise Sales
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	$ 44,818
Annual dues
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Performance period	12 months
Remaining performance obligation revenue	$ 17,252
Franchise sales
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	$ 27,566
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2018-07-01 \| Annual Dues And Franchise Sales
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Performance period	6 months
Remaining performance obligation revenue	$ 16,519
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2018-07-01 \| Annual dues
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Performance period	6 months
Remaining performance obligation revenue	$ 12,761
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2018-07-01 \| Franchise sales
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Performance period	6 months
Remaining performance obligation revenue	$ 3,758
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-01-01 \| Annual Dues And Franchise Sales
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Performance period	1 year
Remaining performance obligation revenue	$ 11,162
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-01-01 \| Annual dues
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Performance period	1 year
Remaining performance obligation revenue	$ 4,491
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-01-01 \| Franchise sales
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Performance period	1 year
Remaining performance obligation revenue	$ 6,671
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-01-01 \| Annual Dues And Franchise Sales
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Performance period	1 year
Remaining performance obligation revenue	$ 5,348
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-01-01 \| Annual dues
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Performance period	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-01-01 \| Franchise sales
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Performance period	1 year
Remaining performance obligation revenue	$ 5,348
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-01-01 \| Annual Dues And Franchise Sales
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Performance period	1 year
Remaining performance obligation revenue	$ 3,925
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-01-01 \| Annual dues
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Performance period	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-01-01 \| Franchise sales
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Performance period	1 year
Remaining performance obligation revenue	$ 3,925
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01 \| Annual Dues And Franchise Sales
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Performance period	1 year
Remaining performance obligation revenue	$ 2,378
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01 \| Annual dues
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Performance period	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01 \| Franchise sales
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Performance period	1 year
Remaining performance obligation revenue	$ 2,378
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 \| Annual Dues And Franchise Sales
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Performance period	1 year
Remaining performance obligation revenue	$ 1,084
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 \| Annual dues
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Performance period	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 \| Franchise sales
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Performance period	1 year
Remaining performance obligation revenue	$ 1,084
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 \| Annual Dues And Franchise Sales
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Performance period
Remaining performance obligation revenue	$ 4,402
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 \| Annual dues
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Performance period
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 \| Franchise sales
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Performance period
Remaining performance obligation revenue	$ 4,402

Non-controlling Interest - Ownership of common units in RMCO (Details) - RMCO, LLC - shares	Jun. 30, 2018	Dec. 31, 2017
Shares [Abstract]
Non-controlling unitholders ownership of common units in RMCO	12,559,600	12,559,600
RE/MAX Holdings, Inc. outstanding Class A common stock (equal to RE/MAX Holdings, Inc. common units in RMCO	17,746,184	17,696,991
Total number of common stock units in RMCO	30,305,784	30,256,591
Ownership Percentage [Abstract]
Non-controlling unitholders ownership of common units in RMCO as a percentage	41.44%	41.51%
RE/MAX Holdings, Inc. outstanding Class A common stock (equal to RE/MAX Holdings, Inc. common units in RMCO	58.56%	58.49%
Total percentage of common stock units	100.00%	100.00%

Non-controlling Interest - Net income reconciliation (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Minority Interest [Line Items]
Weighted average ownership percentage of controlling interest	58.56%	58.49%	58.53%	58.47%
Weighted average ownership percentage of noncontrolling interest	41.44%	41.51%	41.47%	41.53%
Total (as a percentage)	100.00%	100.00%	100.00%	100.00%
Income before provision for income taxes attributable to RE/MAX Holdings, Inc.	$ 10,367	$ 11,861	$ 16,820	$ 19,113
Provision for income taxes attributable to RE/MAX Holdings, Inc.	(2,719)	(4,403)	(4,189)	(7,115)
Net income attributable to RE/MAX Holdings, Inc.	7,648	7,458	12,631	11,998
Income before provision for income taxes: Non-controlling interest	7,371	8,413	11,947	(13,579)
Provision for income taxes: Non-controlling interest	(428)	(332)	(820)	(650)
Net income: Non-controlling interest	6,943	8,081	11,127	12,929
Income before provision for income taxes	17,738	20,274	28,767	32,692
Provision for income taxes	(3,147)	(4,735)	(5,009)	(7,765)
Net income	$ 14,591	$ 15,539	23,758	$ 24,927
Non-controlling interest
Minority Interest [Line Items]
Net income			$ 11,127

Non-controlling Interest - Distributions Paid or Payable (Details) - USD ($) $ in Thousands		6 Months Ended
	Jul. 06, 2018	Jun. 30, 2018	Jun. 30, 2017
Dividends Payable [Line Items]
Distributions paid or payable to or on behalf of non-controlling unitholders		$ 7,818	$ 10,971
Payment Pursuant To Tax Receivable Agreements	$ 5,000
Distributions declared to non-controlling unitholders		5,024	4,522
Tax and other distributions
Dividends Payable [Line Items]
Distributions paid or payable to or on behalf of non-controlling unitholders		2,794	6,450
Dividend distributions
Dividends Payable [Line Items]
Distributions paid or payable to or on behalf of non-controlling unitholders		$ 5,024	$ 4,521

Earnings Per Share and Dividends - Reconciliation of the numerator and denominator used in basic and diluted EPS calculations (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Numerator
Net income attributable to RE/MAX Holdings, Inc.	$ 7,648	$ 7,458	$ 12,631	$ 11,998
Earnings per share of Class A common stock
Net income attributable to RE/MAX Holdings, Inc. per share of Class A common stock, basic	$ 0.43	$ 0.42	$ 0.71	$ 0.68
Net income attributable to RE/MAX Holdings, Inc. per share of Class A common stock, diluted	$ 0.43	$ 0.42	$ 0.71	$ 0.68
Common Class A
Denominator for basic net income per share of common stock
Weighted average shares of Class A common stock outstanding	17,746,042	17,696,842	17,727,671	17,679,936
Denominator for diluted net income per share of common stock
Weighted average shares of Class A common stock outstanding	17,746,042	17,696,842	17,727,671	17,679,936
Add dilutive effect of the following:
Weighted average shares of Class A common stock outstanding, diluted	17,769,641	17,723,802	17,763,592	17,720,564
Earnings per share of Class A common stock
Net income attributable to RE/MAX Holdings, Inc. per share of Class A common stock, basic	$ 0.43	$ 0.42	$ 0.71	$ 0.68
Net income attributable to RE/MAX Holdings, Inc. per share of Class A common stock, diluted	$ 0.43	$ 0.42	$ 0.71	$ 0.68
Restricted Stock Units (RSUs) \| Common Class A
Add dilutive effect of the following:
Dilutive effect	23,599	26,960	35,921	40,628

Earnings Per Share and Dividends - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands		3 Months Ended				6 Months Ended
	Aug. 01, 2018	Jun. 30, 2018	Mar. 31, 2018	Jun. 30, 2017	Mar. 31, 2017	Jun. 30, 2018	Jun. 30, 2017
Dividends Payable [Line Items]
Cash dividends declared per share of Class A common stock						$ 0.40	$ 0.36
Dividends declared and paid						$ 7,096	$ 6,369
Distributions declared to non-controlling unitholders						$ 5,024	$ 4,522
Common Class A
Dividends Payable [Line Items]
Cash dividends declared per share of Class A common stock		$ 0.20	$ 0.20	$ 0.18	$ 0.18	$ 0.40	$ 0.36
Dividends declared and paid		$ 3,549	$ 3,547	$ 3,185	$ 3,184
Quarterly dividend \| Common Class A
Dividends Payable [Line Items]
Cash dividends declared per share of Class A common stock	$ 0.20
Non-controlling interest
Dividends Payable [Line Items]
Distributions declared to non-controlling unitholders		$ 2,512	$ 2,512	$ 2,261	$ 2,261

Acquisitions (Details) - USD ($) $ / shares in Units, $ in Thousands			3 Months Ended		6 Months Ended
	Feb. 26, 2018	Nov. 15, 2017	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017	Dec. 31, 2017
Purchase Price Allocation
Increase to goodwill					$ 700
Goodwill			$ 154,415		154,415		$ 135,213
Acquisition related expense			313	$ 274	1,487	$ 832
Pro Forma Information
Total revenue			54,277	51,719	108,185	102,096
Net income attributable to RE/MAX Holdings, Inc.			$ 7,648	$ 6,886	$ 11,939	$ 10,773
Basic earnings per common share			$ 0.43	$ 0.39	$ 0.67	$ 0.61
Diluted earnings per common share			$ 0.43	$ 0.39	$ 0.67	$ 0.61
Booj Llc
Business Acquisition [Line Items]
Cash consideration	$ 26,300
Issuance of Class A common stock, equity-based compensation plans, value	10,000
Purchase Price Allocation
Cash	362
Other current assets	367
Property and equipment	625
Other intangible assets	7,875
Other assets, net of current portion	336
Total assets acquired, excluding goodwill	9,565
Current portion of debt	(606)
Other current liabilities	(557)
Debt, net of current portion	(805)
Total liabilities assumed	(1,968)
Goodwill	18,653
Total purchase price	$ 26,250
Remax Of Northern Illinois Inc
Business Acquisition [Line Items]
Cash consideration		$ 35,700
Purchase Price Allocation
Decrease to franchise agreements, net					$ (700)
Increase to goodwill					$ 700
Other intangible assets		22,800
Goodwill		12,920
Total purchase price		$ 35,720

Intangible Assets and Goodwill - Components of Company's Intangible Assets (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017	Dec. 31, 2017
Finite Lived Intangible Assets [Line Items]
Net Balance	$ 110,907		$ 110,907		$ 119,349
Amortization expense	4,700	$ 5,200	9,100	$ 11,000
Franchise agreements
Finite Lived Intangible Assets [Line Items]
Initial Cost	180,867		180,867		181,567
Accumulated Amortization	(69,960)		(69,960)		(62,218)
Net Balance	110,907		$ 110,907		119,349
Franchise agreements \| Weighted Average
Finite Lived Intangible Assets [Line Items]
Useful life of intangible assets			12 years 6 months
Other Intangible Assets
Finite Lived Intangible Assets [Line Items]
Initial Cost	25,570		$ 25,570		17,801
Accumulated Amortization	(9,823)		(9,823)		(9,325)
Net Balance	15,747		$ 15,747		8,476
Other Intangible Assets \| Weighted Average
Finite Lived Intangible Assets [Line Items]
Useful life of intangible assets			6 years 3 months 18 days
Software
Finite Lived Intangible Assets [Line Items]
Initial Cost	13,859		$ 13,859		13,762
Accumulated Amortization	(8,344)		(8,344)		(8,111)
Net Balance	5,515		$ 5,515		5,651
Software \| Weighted Average
Finite Lived Intangible Assets [Line Items]
Useful life of intangible assets			4 years 6 months
Trademarks
Finite Lived Intangible Assets [Line Items]
Initial Cost	1,336		$ 1,336		1,539
Accumulated Amortization	(714)		(714)		(902)
Net Balance	622		$ 622		637
Trademarks \| Weighted Average
Finite Lived Intangible Assets [Line Items]
Useful life of intangible assets			10 years 2 months 12 days
Software Development
Finite Lived Intangible Assets [Line Items]
Capitalized software development costs	900		$ 900		600
Non-compete
Finite Lived Intangible Assets [Line Items]
Initial Cost	2,500		2,500		2,500
Accumulated Amortization	(437)		(437)		(312)
Net Balance	2,063		$ 2,063		$ 2,188
Non-compete \| Weighted Average
Finite Lived Intangible Assets [Line Items]
Useful life of intangible assets			10 years
Other
Finite Lived Intangible Assets [Line Items]
Initial Cost	7,875		$ 7,875
Accumulated Amortization	(328)		(328)
Net Balance	$ 7,547		$ 7,547

Intangible Assets and Goodwill - Estimated Future Amortization of Intangible Assets, Other Than Goodwill (Details) $ in Thousands	Jun. 30, 2018 USD ($)
Finite-Lived Intangible Assets, Amortization Expense, Maturity Schedule [Abstract]
Remainder of 2018	$ 9,506
2019	18,928
2020	18,739
2021	18,255
2022	15,780
Estimated future amortization expense over next five years	$ 81,208

Intangible Assets and Goodwill - Schedule of Changes in Goodwill (Details) $ in Thousands	6 Months Ended
	Jun. 30, 2018 USD ($)
Changes to goodwill
Beginning Balance	$ 135,213
Goodwill recognized related to acquisitions	18,653
Adjustments to acquisition accounting during the measurement period	700
Effect of changes in foreign currency exchange rates	(151)
Ending Balance	154,415
RE/MAX Franchising
Changes to goodwill
Beginning Balance	123,413
Goodwill recognized related to acquisitions	18,653
Adjustments to acquisition accounting during the measurement period	700
Effect of changes in foreign currency exchange rates	(151)
Ending Balance	142,615
Other
Changes to goodwill
Beginning Balance	11,800
Ending Balance	$ 11,800

Accrued Liabilities - Schedule of Accrued Liabilities (Details) - USD ($) $ in Thousands	Jun. 30, 2018	Dec. 31, 2017
Accrued Liabilities [Line Items]
Accrued payroll and related employee costs	$ 5,003	$ 3,874
Accrued taxes	886	1,635
Accrued professional fees	1,779	2,339
Other	2,957	7,542
Accrued liabilities	$ 10,625	15,390
Tails Inc.
Accrued Liabilities [Line Items]
Other		$ 4,500

Debt - Schedule of Debt (Details) - USD ($) $ in Thousands	Jun. 30, 2018	Dec. 31, 2017
Debt Instrument [Line Items]
Long term debt	$ 231,936
Less unamortized debt issuance costs	(1,631)	$ (1,780)
Less unamortized debt discount costs	(1,189)	(1,297)
Less current portion	(2,715)	(2,350)
Debt, net of current portion	226,401	226,636
Senior Secured Credit Facility
Debt Instrument [Line Items]
Long term debt	230,888	$ 232,063
Other Long Term Financing
Debt Instrument [Line Items]
Long term debt	$ 1,048

Debt - Schedule of Maturities of Debt (Details) $ in Thousands	Jun. 30, 2018 USD ($)
Debt
Remainder of 2018	$ 1,353
2019	2,733
2020	2,837
2021	2,350
2022	2,350
Thereafter	220,313
Long term debt	$ 231,936

Debt - Additional Information (Details)	6 Months Ended
Debt - Additional Information (Details)	Jun. 30, 2018 USD ($)
Debt Instrument [Line Items]
Debt instrument, interest rate	4.84%
London Interbank Offered Rate (LIBOR) \| Maximum
Debt Instrument [Line Items]
Basis spread on variable rate	2.75%
London Interbank Offered Rate (LIBOR) \| Minimum
Debt Instrument [Line Items]
Basis spread on variable rate	0.75%
Revolving loan facility
Debt Instrument [Line Items]
Revolving loan facility commitment fee on average daily amount of unused portion	0.50%
Amounts drawn on line of credit	$ 0

- Definition

The carrying value as of the balance sheet date of the current and noncurrent portions of long-term obligations drawn from a line of credit, which is a bank's commitment to make loans up to a specific amount. Examples of items that might be included in the application of this element may consist of letters of credit, standby letters of credit, and revolving credit arrangements, under which borrowings can be made up to a maximum amount as of any point in time conditional on satisfaction of specified terms before, as of and after the date of drawdowns on the line. Includes short-term obligations that would normally be classified as current liabilities but for which (a) postbalance sheet date issuance of a long term obligation to refinance the short term obligation on a long term basis, or (b) the enterprise has entered into a financing agreement that clearly permits the enterprise to refinance the short-term obligation on a long term basis and the following conditions are met (1) the agreement does not expire within 1 year and is not cancelable by the lender except for violation of an objectively determinable provision, (2) no violation exists at the BS date, and (3) the lender has entered into the financing agreement is expected to be financially capable of honoring the agreement.

+ References + Details

Fair Value Measurements - Assets and Liabilities Measured at Fair Value on a Recurring Basis (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2018	Dec. 31, 2017
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Annual payment period	120 days
Full House Mortgage Connection, Inc.
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Percentage of gross revenues to be paid yearly	8.00%
Full House Mortgage Connection, Inc. \| Measured on a recurring basis \| Contingent consideration
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration liability	$ 6,610	$ 6,580
Full House Mortgage Connection, Inc. \| Level 3 \| Measured on a recurring basis \| Contingent consideration
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration liability	$ 6,610	$ 6,580

Fair Value Measurements - Reconciliation of Assets and Liabilities Measured Using Significant Unobservable Inputs (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value adjustment	$ (55)	$ (300)	$ 80	$ (170)
Cash payments			(50)
Full House Mortgage Connection, Inc. \| Measured on a recurring basis \| Contingent consideration
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Balance at Beginning			6,580
Balance at Ending	6,610		6,610
Full House Mortgage Connection, Inc. \| Measured on a recurring basis \| Contingent consideration \| Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Balance at Beginning			6,580
Fair value adjustment			80
Cash payments			(50)
Balance at Ending	$ 6,610		$ 6,610

Fair Value Measurements - Schedule of Senior Secured Credit Facility (Details) - USD ($)	6 Months Ended
	Jun. 30, 2018	Dec. 31, 2017
Debt Instrument [Line Items]
Transfer of asset fair value Level 1 to 2	$ 0
Transfer of liability fair value Level 1 to 2	0
Transfer of asset fair value Level 2 to 1	0
Transfer of liability fair value Level 2 to 1	0
Transfers of assets or liabilities between the fair value measurement levels 3	0
Carrying amounts \| Senior Secured Credit Facility
Debt Instrument [Line Items]
Long term debt, carrying amount	228,068,000	$ 228,986,000
Level 2 \| Estimated fair value \| Senior Secured Credit Facility
Debt Instrument [Line Items]
Long term debt, fair value	$ 230,022,000	$ 232,933,000

Income Taxes - Additional Information (Details)	Jun. 30, 2018 USD ($)
Income Taxes
Uncertain tax positions	$ 0

Equity-Based Compensation (Details) $ / shares in Units, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2018 USD ($) $ / shares shares	Jun. 30, 2017 USD ($)	Jun. 30, 2018 USD ($) installment $ / shares shares	Jun. 30, 2017 USD ($)
Employee stock-based compensation expense
Equity-based compensation expense \| $	$ 2,156	$ 732	$ 3,424	$ 1,293
2013 Stock Incentive Plan
Employee stock-based compensation expense
Equity-based compensation expense \| $	2,156	732	3,424	1,293
Tax benefit from share-based compensation \| $	(305)	(161)	(484)	(284)
Excess tax benefit from share-based compensation \| $	(73)	(117)	(145)	(324)
Net compensation cost \| $	$ 1,778	454	$ 2,795	685
Restricted Stock Units
Additional shares available to grant under plan (in shares)	2,263,325		2,263,325
Time-based Restricted Stock Units
Restricted Stock Units
Nonvested at beginning of period			105,862
Granted			231,413
Shares vested (including tax withholding)			(64,878)
Forfeited			(4,477)
Nonvested at end of period	267,920		267,920
Nonvested at beginning of period, Weighted average grant date fair value per share \| $ / shares			$ 41.67
Granted, Weighted average grant date fair value per share \| $ / shares			54.68
Shares vested (including tax withholding), Weighted average grant date fair value per share \| $ / shares			40.96
Forfeited, Weighted average grant date fair value per share \| $ / shares			42.38
Nonvested at end of period, Weighted average grant date fair value per share \| $ / shares	$ 53.07		$ 53.07
Unrecognized compensation cost \| $	$ 12,800		$ 12,800
Period for recognition of RSU compensation expense			3 years 22 days
Time-based Restricted Stock Units \| 2013 Stock Incentive Plan
Employee stock-based compensation expense
Equity-based compensation expense \| $	$ 1,058	615	$ 1,858	1,142
Time-based Restricted Stock Units \| Directors
Restricted Stock Units
Vesting Period			1 year
Time-based Restricted Stock Units \| Employees
Restricted Stock Units
Vesting Period			3 years
Performance-based Restricted Stock Units
Restricted Stock Units
Nonvested at beginning of period			31,831
Granted			156,694
Forfeited			(3,213)
Nonvested at end of period	185,312		185,312
Nonvested at beginning of period, Weighted average grant date fair value per share \| $ / shares			$ 57.88
Granted, Weighted average grant date fair value per share \| $ / shares			55.38
Forfeited, Weighted average grant date fair value per share \| $ / shares			57.55
Nonvested at end of period, Weighted average grant date fair value per share \| $ / shares	$ 55.77		$ 55.77
Unrecognized compensation cost \| $	$ 7,900		$ 7,900
Period for recognition of RSU compensation expense			1 year 8 months 9 days
Performance-based Restricted Stock Units \| Minimum
Restricted Stock Units
Shares issued upon participants target award			0.00%
Performance-based Restricted Stock Units \| Maximum
Restricted Stock Units
Shares issued upon participants target award			150.00%
Performance-based Restricted Stock Units \| 2013 Stock Incentive Plan
Employee stock-based compensation expense
Equity-based compensation expense \| $	$ 1,098	$ 117	$ 1,566	$ 151
Restricted Stock Units (RSUs)
Restricted Stock Units
Period of performance measurement			3 years
Booj Llc \| Time-based Restricted Stock Units
Restricted Stock Units
Vesting Period			4 years
Number of installments in a vesting period \| installment			3
Booj Llc \| Performance-based Restricted Stock Units \| Minimum
Restricted Stock Units
Shares issued upon participants target award			0.00%
Booj Llc \| Performance-based Restricted Stock Units \| Maximum
Restricted Stock Units
Shares issued upon participants target award			100.00%

Leadership Change (Details) - Former President $ in Millions	Feb. 09, 2018 USD ($)
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items]
Incurred cost under Separation Agreement	$ 1.8
The period for payment of restructuring costs.	39 months

Commitments and Contingencies - Commitments (Details) $ in Millions	Jun. 30, 2018 USD ($)
Future lease payments
Year one	$ 0.2
Year two	0.2
Year three	0.2
Year four	0.2
Year five	0.2
Thereafter	$ 2.0

Commitments and Contingencies - Contingencies (Details) $ in Millions		6 Months Ended
	Oct. 07, 2013 USD ($)	Jun. 30, 2018 USD ($) lease agreement
Assignment and Assumption of Lease Agreements
Loss Contingencies [Line Items]
Number of leases assigned to purchasers \| lease		21
Number of assignment agreements \| agreement		3
Outstanding lease guarantees		$ 2.7
Tails Inc.
Loss Contingencies [Line Items]
Cash consideration	$ 20.2

Commitments and Contingencies - Litigation (Details) - USD ($) $ in Millions			1 Months Ended
	Feb. 27, 2018	Oct. 07, 2013	Feb. 28, 2018
Loss Contingencies [Line Items]
Payment of legal settlement			$ 4.5
Amount of reimbursement of attorneys fees and portion of settlement.	$ 1.9
Tails Inc.
Loss Contingencies [Line Items]
Cash consideration		$ 20.2

Related-Party Transactions (Details) - USD ($)	3 Months Ended		6 Months Ended
Related-Party Transactions (Details) - USD ($)	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017	Dec. 31, 2017
Related party balances and activity
Expenses recorded for benefits provided by related party			$ 300,000
Accounts payable to affiliates	$ 100,000		100,000		$ 100,000
Services rendered and rent for office space provided
Related party balances and activity
Amounts allocated for services rendered and rent for office space	900,000	$ 700,000	$ 1,900,000	$ 1,500,000
Affiliated Entity \| Services rendered and rent for office space provided
Related party balances and activity
General payment period			30 days
Accounts receivable from affiliates	$ 0		$ 0		$ 0

Segment Information (Details)	6 Months Ended
Segment Information (Details)	Jun. 30, 2018 segment
Segment Information
Number Of Reportable Segments	1

Segment Information - Revenue (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Segment Reporting Information
Total revenue	$ 54,277	$ 48,727	$ 106,919	$ 96,133
RE/MAX Franchising
Segment Reporting Information
Total revenue	52,110	48,657	103,704	96,051
Other
Segment Reporting Information
Total revenue	$ 2,167	$ 70	$ 3,215	$ 82

Segment Information - Reconciliation (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated
Adjusted EBITDA	$ 28,745	$ 28,740	$ 51,589	$ 50,684
Gain on sale or disposition of assets and sublease, net	113	74	141	121
Equity-based compensation expense	(2,156)	(732)	(3,424)	(1,293)
Acquisition related expense	(313)	(274)	(1,487)	(832)
Special Committee investigation and remediation expense	(564)		(2,650)
Fair value adjustments to contingent consideration	55	300	(80)	170
Interest income	98	25	217	50
Interest expense	(3,171)	(2,462)	(5,895)	(4,816)
Depreciation and amortization	(5,069)	(5,397)	(9,644)	(11,392)
Income before provision for income taxes	17,738	20,274	28,767	32,692
RE/MAX Franchising
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated
Adjusted EBITDA	29,990	29,492	53,797	52,155
Other
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated
Adjusted EBITDA	$ (1,245)	$ (752)	$ (2,208)	$ (1,471)