RE/MAX HOLDINGS, INC., 10-Q filed on 5/6/2021
Quarterly Report
v3.21.1
Document and Entity Information - shares
 3 Months Ended
Mar. 31, 2021
Apr. 30, 2021
Document Information [Line Items]    
Document Type 10-Q  
Document Quarterly Report true  
Document Transition Report false  
Document Period End Date Mar. 31, 2021  
Entity File Number 001-36101  
Entity Registrant Name RE/MAX Holdings, Inc.  
Entity Incorporation, State or Country Code DE  
Entity Tax Identification Number 80-0937145  
Entity Address Line One 5075 South Syracuse Street  
Entity Address City or Town Denver  
Entity Address State or Province CO  
Entity Address Postal Zip Code 80237  
City Area Code 303  
Local Phone Number 770-5531  
Title of 12(b) Security Class A Common Stock, $0.0001 par value per share  
Trading Symbol RMAX  
Security Exchange Name NYSE  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Shell Company false  
Current Fiscal Year End Date --12-31  
Document Fiscal Year Focus 2021  
Document Fiscal Period Focus Q1  
Entity Central Index Key 0001581091  
Amendment Flag false  
Common Class A    
Document Information [Line Items]    
Entity Common Stock, Shares Outstanding   18,890,602
Common Class B    
Document Information [Line Items]    
Entity Common Stock, Shares Outstanding   1
v3.21.1
Condensed Consolidated Balance Sheets - USD ($)
$ in Thousands
Mar. 31, 2021
Dec. 31, 2020
Current assets:    
Cash and cash equivalents $ 102,632 $ 101,355
Restricted cash 21,500 19,872
Accounts and notes receivable, current portion, less allowances of $11,705 and $11,724, respectively 29,544 29,985
Income taxes receivable 2,158 1,222
Other current assets 14,715 13,938
Total current assets 170,549 166,372
Property and equipment, net of accumulated depreciation of $15,292 and $14,731, respectively 9,184 7,872
Operating lease right of use assets 37,816 38,878
Franchise agreements, net 68,337 72,196
Other intangible assets, net 28,284 29,969
Goodwill 176,008 175,835
Deferred tax assets, net 49,162 48,855
Income taxes receivable, net of current portion 1,980 1,980
Other assets, net of current portion 17,068 15,435
Total assets 558,388 557,392
Current liabilities:    
Accounts payable 5,782 2,108
Accrued liabilities 67,208 68,571
Income taxes payable 9,884 9,579
Deferred revenue 24,689 25,282
Current portion of debt 2,356 2,428
Current portion of payable pursuant to tax receivable agreements 3,590 3,590
Operating lease liabilities 5,826 5,687
Total current liabilities 119,335 117,245
Debt, net of current portion 220,676 221,137
Payable pursuant to tax receivable agreements, net of current portion 29,974 29,974
Deferred tax liabilities, net 496 490
Deferred revenue, net of current portion 19,601 19,864
Operating lease liabilities, net of current portion 48,794 50,279
Other liabilities, net of current portion 5,411 5,722
Total liabilities 444,287 444,711
Commitments and contingencies
Stockholders' equity:    
Additional paid-in capital 498,810 491,422
Retained earnings 21,433 25,139
Accumulated other comprehensive income, net of tax 653 612
Total stockholders' equity attributable to RE/MAX Holdings, Inc. 520,898 517,175
Non-controlling interest (406,797) (404,494)
Total stockholders' equity 114,101 112,681
Total liabilities and stockholders' equity 558,388 557,392
Common Class A    
Stockholders' equity:    
Common stock 2 2
Total stockholders' equity $ 2 $ 2
v3.21.1
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($)
$ in Thousands
Mar. 31, 2021
Dec. 31, 2020
Accounts and notes receivable, allowance $ 11,705 $ 11,724
Property and equipment, accumulated depreciation $ 15,292 $ 14,731
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 18,719,248 18,390,691
Common stock, shares outstanding 18,719,248 18,390,691
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
v3.21.1
Condensed Consolidated Statements of Income - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2021
Mar. 31, 2020
Revenue:    
Total revenue $ 72,295 $ 70,272
Operating expenses:    
Selling, operating and administrative expenses 43,676 34,677
Marketing Funds expenses 18,145 17,522
Depreciation and amortization 6,937 6,310
Total operating expenses 68,758 58,509
Operating income 3,537 11,763
Other expenses, net:    
Interest expense (2,098) (2,682)
Interest income 163 269
Foreign currency transaction gains (losses) (20) (270)
Total other expenses, net (1,955) (2,683)
Income before provision for income taxes 1,582 9,080
Provision for income taxes 58 (3,790)
Net income 1,640 5,290
Less: net income attributable to non-controlling interest 548 2,659
Net income attributable to RE/MAX Holdings, Inc. $ 1,092 $ 2,631
Common Class A    
Net income attributable to RE/MAX Holdings, Inc. per share of Class A common stock    
Basic $ 0.06 $ 0.15
Diluted $ 0.06 $ 0.15
Weighted average shares of Class A common stock outstanding    
Basic 18,496,532 17,974,264
Diluted 18,866,727 18,033,631
Cash dividends declared per share of Class A common stock $ 0.23 $ 0.22
Continuing franchise fees    
Revenue:    
Total revenue $ 25,374 $ 24,143
Annual dues    
Revenue:    
Total revenue 8,672 8,921
Broker fees    
Revenue:    
Total revenue 11,953 9,444
Marketing Funds fees    
Revenue:    
Total revenue 18,145 17,522
Franchise sales and other revenue    
Revenue:    
Total revenue $ 8,151 $ 10,242
v3.21.1
Condensed Consolidated Statements of Comprehensive Income - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2021
Mar. 31, 2020
Condensed Consolidated Statements of Comprehensive Income    
Net income $ 1,640 $ 5,290
Change in cumulative translation adjustment 79 (230)
Other comprehensive income (loss), net of tax 79 (230)
Comprehensive income 1,719 5,060
Less: comprehensive income attributable to non-controlling interest 586 2,465
Comprehensive income attributable to RE/MAX Holdings, Inc., net of tax $ 1,133 $ 2,595
v3.21.1
Condensed Consolidated Statements of Stockholders' Equity - USD ($)
$ in Thousands
Common Class A
Common Class B
Additional paid-in capital
Retained earnings
Accumulated other comprehensive income (loss), net of tax
Non-controlling interest
Total
Beginning balance, Value at Dec. 31, 2019 $ 2   $ 466,945 $ 30,525 $ 414 $ (399,510) $ 98,376
Beginning balance, Shares at Dec. 31, 2019 17,838,233 1          
Net income       2,631   2,659 5,290
Distributions to non-controlling unitholders           (2,777) (2,777)
Equity-based compensation expense and dividend equivalents, Value     5,962 (289)     5,673
Equity-based compensation expense and dividend equivalents, Shares 368,375            
Dividends to Class A common stockholders       (3,986)     (3,986)
Change in accumulated other comprehensive income         (36) (194) (230)
Payroll taxes related to net settled restricted stock units, Value     (2,268)       (2,268)
Payroll taxes related to net settled restricted stock units, Shares (82,645)            
Ending balance, Value at Mar. 31, 2020 $ 2   470,639 28,881 378 (399,822) 100,078
Ending balance, Shares at Mar. 31, 2020 18,123,963 1          
Beginning balance, Value at Dec. 31, 2020 $ 2   491,422 25,139 612 (404,494) 112,681
Beginning balance, Shares at Dec. 31, 2020 18,390,691 1          
Net income       1,092   548 1,640
Distributions to non-controlling unitholders           (2,889) (2,889)
Equity-based compensation expense and dividend equivalents, Value     12,679 (472)     12,207
Equity-based compensation expense and dividend equivalents, Shares 459,330            
Dividends to Class A common stockholders       (4,326)     (4,326)
Change in accumulated other comprehensive income         41 38 79
Payroll taxes related to net settled restricted stock units, Value     (5,291)       (5,291)
Payroll taxes related to net settled restricted stock units, Shares (130,773)            
Ending balance, Value at Mar. 31, 2021 $ 2   $ 498,810 $ 21,433 $ 653 $ (406,797) $ 114,101
Ending balance, Shares at Mar. 31, 2021 18,719,248 1          
v3.21.1
Condensed Consolidated Statements of Cash Flows - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2021
Mar. 31, 2020
Cash flows from operating activities:    
Net income $ 1,640 $ 5,290
Adjustments to reconcile net income to net cash provided by operating activities:    
Depreciation and amortization 6,937 6,310
Bad debt expense 287 3,435
Equity-based compensation expense 12,054 2,186
Deferred income tax expense (320) 2,241
Fair value adjustments to contingent consideration (280) (505)
Non-cash lease expense (benefit) (284)  
Other, net 87 (504)
Changes in operating assets and liabilities 711 (4,804)
Net cash provided by operating activities 20,832 13,649
Cash flows from investing activities:    
Purchases of property, equipment and capitalization of software (4,381) (1,965)
Net cash used in investing activities (4,381) (1,965)
Cash flows from financing activities:    
Payments on debt (660) (660)
Distributions paid to non-controlling unitholders (2,889) (2,777)
Dividends and dividend equivalents paid to Class A common stockholders (4,798) (4,275)
Payments related to tax withholding for share-based compensation (5,291) (2,268)
Net cash used in financing activities (13,638) (9,980)
Effect of exchange rate changes on cash 92 (205)
Net increase in cash, cash equivalents and restricted cash 2,905 1,499
Cash, cash equivalents and restricted cash, beginning of period 121,227 103,601
Cash, cash equivalents and restricted cash, end of period 124,132 105,100
Supplemental disclosures of cash flow information:    
Cash paid for interest 1,970 2,556
Net cash paid for income taxes $ 926 $ 1,079
v3.21.1
Business and Organization
 3 Months Ended
Mar. 31, 2021
Business and Organization  
Business and Organization

1. Business and Organization

RE/MAX Holdings, Inc. (“Holdings”) and its consolidated subsidiaries, including RMCO, LLC (“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 (“Motto”). RE/MAX, founded in 1973, has nearly 140,000 agents operating in over 8,000 offices and a presence in more than 110 countries and territories. Motto, founded in 2016, is the first nationally franchised mortgage brokerage in the U.S. RE/MAX and Motto are 100% franchised—the Company does not own any of the brokerages that operate under these brands.
v3.21.1
Summary of Significant Accounting Policies
 3 Months Ended
Mar. 31, 2021
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, 2020, which was derived from the audited consolidated financial statements at that date, and the unaudited interim condensed consolidated financial statements and notes thereto 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 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 March 31, 2021 and the results of its operations and comprehensive income, cash flows and changes in its stockholders’ equity for the three months ended March 31, 2021 and 2020. 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, 2020 (“2020 Annual Report on Form 10-K”). Please refer to that document for a fuller discussion of all significant accounting policies.

Use of Estimates

The preparation of the accompanying 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

The Company operates under the following four operating segments: Real Estate, Mortgage, Marketing Funds and booj. Due to quantitative insignificance, the booj operating segment does not meet the criteria of a reportable segment and is included in “Other”.

Revenue Recognition

The Company generates most of its revenue from contracts with customers. The Company’s major streams of revenue are:

●Continuing franchise fees, which are fixed contractual fees paid monthly by regional franchise owners and franchisees based on the number of RE/MAX agents and the number of Motto offices.
●Annual dues, which are fees charged directly to RE/MAX agents.
●Broker fees, which are fees on real estate commissions when a RE/MAX agent assists a consumer to buy or sell a home.
●Marketing Funds fees, which are fixed contractual fees paid monthly by franchisees based on the number of RE/MAX agents in the respective franchised region or office or the number of Motto offices.
●Franchise sales and other revenue, which consist of fees from initial sales of RE/MAX and Motto franchises, renewals of RE/MAX franchises and master franchise fees, as well as technology and data services subscription revenue, loan processing revenue, preferred marketing arrangements, approved supplier programs and event-based revenue from training and other programs.

Annual Dues

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

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Balance at
beginning of period

​

New billings

​

Revenue recognized (a)

​

Balance at end
of period

Three Months Ended March 31, 2021

​

$

14,539

​

$

10,277

​

$

(8,672)

​

$

16,144

​

(a)

Revenue recognized related to the beginning balance was $6.3 million for the three months ended March 31, 2021.

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

Three Months Ended March 31, 2021

​

$

25,069

​

$

2,005

​

$

(2,349)

​

$

24,725

(a)

Revenue recognized related to the beginning balance was $2.3 million for the three months ended March 31, 2021.

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
beginning of period

​

Expense
recognized

​

Additions to contract
cost for new activity

​

Balance at end
of period

Three Months Ended March 31, 2021

​

$

3,690

​

$

(421)

​

$

320

​

$

3,589

​

Disaggregated Revenue

In the following table, segment revenue is disaggregated by Company-Owned or Independent Regions, where applicable, and by geographical area (in thousands):

​

​

​

​

​

​

​

Three Months Ended March 31, 

​

2021

​

2020

U.S. Company-Owned Regions

$

32,546

​

$

30,578

U.S. Independent Regions

​

3,288

​

​

2,996

Canada Company-Owned Regions

​

3,554

​

​

3,081

Canada Independent Regions

​

2,205

​

​

2,039

Global

​

2,641

​

​

2,548

Fee revenue (a)

​

44,234

​

​

41,242

Franchise sales and other revenue (b)

​

6,920

​

​

8,663

Total Real Estate

​

51,154

​

​

49,905

U.S.

​

16,182

​

​

15,651

Canada

​

1,737

​

​

1,655

Global

​

226

​

​

216

Total Marketing Funds

​

18,145

​

​

17,522

Mortgage (c)

​

2,323

​

​

1,458

Other (c)

​

673

​

​

1,387

Total

$

72,295

​

$

70,272

(a)Fee revenue includes Continuing franchise fees, Annual dues and Broker fees.
(b)Franchise sales and other revenue is derived primarily within the U.S.
(c)Revenue from Mortgage and Other are derived exclusively within the U.S.

Transaction Price Allocated to the Remaining Performance Obligations

The following table includes estimated revenue by year, excluding certain other immaterial items, 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):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Remainder of 2021

​

2022

​

2023

​

2024

​

2025

​

2026

​

Thereafter

​

Total

Annual dues

​

$

15,373

​

$

771

​

$

—

​

$

—

​

$

—

​

$

—

​

$

—

​

$

16,144

Franchise sales

​

​

5,244

​

​

5,898

​

​

4,533

​

​

3,300

​

​

2,023

​

​

1,049

​

​

2,678

​

​

24,725

Total

​

$

20,617

​

$

6,669

​

$

4,533

​

$

3,300

​

$

2,023

​

$

1,049

​

$

2,678

​

$

40,869

​

Cash, Cash Equivalents and Restricted Cash

All cash held by the Marketing Funds is contractually restricted. The following table reconciles the amounts presented for cash, both unrestricted and restricted, in the Condensed Consolidated Balance Sheets to the amounts presented in the Condensed Consolidated Statements of Cash Flows (in thousands):

​

​

​

​

​

​

​

​

​

​

March 31, 2021

​

December 31, 2020

Cash and cash equivalents

​

$

102,632

​

$

101,355

Restricted cash

​

​

21,500

​

​

19,872

Total cash, cash equivalents and restricted cash

​

$

124,132

​

$

121,227

​

Services Provided to the Marketing Funds by Real Estate

Real Estate charges the Marketing Funds for various services it performs. These services primarily comprise (a) building and maintaining agent marketing technology, including customer relationship management tools, the www.remax.com website, agent, office and team websites, and mobile apps, (b) dedicated employees focused on marketing campaigns, and (c) various administrative services including customer support of technology, accounting and legal. Because these costs are ultimately paid by the Marketing Funds, they do not impact the net income of Holdings as the Marketing Funds have no reported net income.

Costs charged from Real Estate to the Marketing Funds are as follows (in thousands):

​

​

​

​

​

​

​

​

​

Three Months Ended March 31, 

​

​

2021

​

2020

Technology - operating

​

$

3,600

​

$

2,971

Technology - capital

​

​

180

​

​

644

Marketing staff and administrative services

​

​

1,118

​

​

1,228

Total

​

$

4,898

​

$

4,843

​

Leases

The Company leases corporate offices, a distribution center, billboards and certain equipment. As all franchisees are independently owned and operated, there are no leases recognized for any offices used by the Company’s franchisees. All the Company’s material leases are classified as operating leases.

The Company acts as the lessor for sublease agreements on its corporate headquarters, consisting solely of operating leases.

The Company has made an accounting policy election not to recognize right-of-use assets and lease liabilities that arise from any of its short-term leases. All leases with a term of 12 months or less at commencement, for which the Company is not reasonably certain to exercise available renewal options that would extend the lease term past 12 months, will be recognized on a straight-line basis over the lease term.

Recently Adopted Accounting Pronouncements

None.

New Accounting Pronouncements Not Yet Adopted

In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848), which contains temporary optional expedients and exceptions to the guidance in U.S. GAAP on contract modifications and hedge accounting to ease the financial reporting burdens related to the expected market transition from the London Interbank Offered Rate (“LIBOR”) to alternative reference rates, such as the Secured Overnight Financing Rate (“SOFR”). The new guidance is effective upon issuance and may be adopted on any date on or after March 12, 2020. The relief is temporary and only available until December 31, 2022, when the reference rate replacement activity is expected to have completed. The Company believes the amendments of ASU 2020-04 will not have a significant impact on the Company’s consolidated financial statements

and related disclosures as the Company does not currently engage in interest rate hedging of its LIBOR based debt, nor does it believe it has any material contracts tied to LIBOR other than its Senior Secured Credit Agreement, as discussed in Note 8, Debt. An amendment to the Senior Secured Credit agreement will likely be required, but the Company does not expect any material adverse consequences from this transition.
v3.21.1
Non-controlling Interest
 3 Months Ended
Mar. 31, 2021
Noncontrolling Interest  
Non-controlling Interest

3. Non-controlling Interest

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

​

​

​

​

​

​

​

​

​

​

​

​

​

March 31, 2021

​

December 31, 2020

​

​

​

Shares

​

Ownership %

​

Shares

​

Ownership %

​

Non-controlling interest ownership of common units in RMCO

​

12,559,600

​

40.2

%

12,559,600

​

40.6

%

Holdings outstanding Class A common stock (equal to Holdings common units in RMCO)

​

18,719,248

​

59.8

%

18,390,691

​

59.4

%

Total common units in RMCO

​

31,278,848

​

100.0

%

30,950,291

​

100.0

%

​

The weighted average ownership percentages for the applicable reporting periods are used to calculate the “Net income attributable to RE/MAX Holdings, Inc.” 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 percentages):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended March 31, 

​

2021

​

2020

​

​

RE/MAX
Holdings,
Inc.

    

Non-controlling
interest

    

Total

    

RE/MAX
Holdings,
Inc.

    

Non-controlling
interest

    

Total

​

Weighted average ownership percentage of RMCO(a)

​

59.6

%

​

40.4

%

​

100

%

​

58.9

%

​

41.1

%

​

100.0

%

Income before provision for income taxes(a)

$

942

​

$

640

​

$

1,582

​

$

5,552

​

$

3,528

​

$

9,080

​

Provision for income taxes(b)(c)

​

150

​

​

(92)

​

​

58

​

​

(2,921)

​

​

(869)

​

​

(3,790)

​

Net income

$

1,092

​

$

548

​

$

1,640

​

$

2,631

​

$

2,659

​

$

5,290

​

(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 items recorded at RE/MAX Holdings.
(b)The provision for income taxes attributable to Holdings is primarily comprised of U.S. federal and state income taxes on its proportionate share of the flow-through income from RMCO. It also includes Holdings’ 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 and its subsidiaries. Otherwise, because RMCO is a flow-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 limited liability company operating 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):

​

​

​

​

​

​

​

Three Months Ended March 31, 

​

2021

​

2020

Tax and other distributions

$

—

​

$

14

Dividend distributions

​

2,889

​

​

2,763

Total distributions to non-controlling unitholders

$

2,889

​

$

2,777

​
v3.21.1
Earnings Per Share and Dividends
 3 Months Ended
Mar. 31, 2021
Earnings Per Share and Dividends  
Earnings Per Share and Dividends

4. Earnings Per Share and Dividends

Earnings Per Share

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

​

​

​

​

​

​

​

​

​

Three Months Ended March 31, 

​

​

2021

​

2020

Numerator

​

​

​

​

​

​

Net income attributable to RE/MAX Holdings, Inc.

​

$

1,092

​

$

2,631

Denominator for basic net income per share of Class A common stock

​

​

​

​

​

​

Weighted average shares of Class A common stock outstanding

​

​

18,496,532

​

​

17,974,264

Denominator for diluted net income per share of Class A common stock

​

​

​

​

​

​

Weighted average shares of Class A common stock outstanding

​

​

18,496,532

​

​

17,974,264

Add dilutive effect of the following:

​

​

​

​

​

​

Restricted stock

​

​

370,195

​

​

59,367

Weighted average shares of Class A common stock outstanding, diluted

​

​

18,866,727

​

​

18,033,631

Earnings per share of Class A common stock

​

​

​

​

​

​

Net income attributable to RE/MAX Holdings, Inc. per share of Class A common stock, basic

​

$

0.06

​

$

0.15

Net income attributable to RE/MAX Holdings, Inc. per share of Class A common stock, diluted

​

$

0.06

​

$

0.15

​

Outstanding Class B common stock does not share in the earnings of 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 during each quarter ended per share on all outstanding shares of Class A common stock were as follows (in thousands, except per share information):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended March 31, 

​

​

2021

​

2020

Quarter end declared

    

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

March 31

​

March 17, 2021

​

$

0.23

​

$

4,326

​

$

2,889

​

March 18, 2020

​

$

0.22

​

$

3,986

​

$

2,763

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

On May 5, 2021, the Company’s Board of Directors declared a quarterly dividend of $0.23 per share on all outstanding shares of Class A common stock, which is payable on June 2, 2021 to stockholders of record at the close of business on May 19, 2021.
v3.21.1
Acquisitions
 3 Months Ended
Mar. 31, 2021
Acquisitions  
Acquisitions

5. Acquisitions

Gadberry & wemlo

On September 10, 2020, the Company acquired The Gadberry Group, LLC (“Gadberry”) for $4.6 million in cash, net of cash acquired, and $5.5 million in Class A common stock, plus approximately $9.9 million of equity-based compensation, which will be accounted for as compensation expense in the future over two to three years (see Note 11, Equity-Based Compensation for additional information). In addition, the Company recorded a contingent consideration liability in connection with the purchase of Gadberry, which had an acquisition date fair value of $0.9 million, measured at the present value of the probability weighted consideration expected to be transferred. Gadberry is a location intelligence data company whose products have been instrumental in the success of the Company’s consumer website, www.remax.com. Founded in 2000, Gadberry specializes in building products that help clients solve geospatial challenges through location data. Gadberry plans to expand its non-RE/MAX clients while maintaining and enhancing its contributions to the RE/MAX technology offering.

On August 25, 2020, the Company acquired Wemlo, Inc. (“wemlo”) for $6.1 million in cash, net of cash acquired, and $3.3 million in Class A common stock, plus approximately $6.7 million of equity-based compensation, which will be accounted for as compensation expense in the future over three years (see Note 11, Equity-Based Compensation for additional

information). Wemlo is a fintech company that has developed its cloud service for mortgage brokers, combining third-party loan processing services with an all-in-one digital platform.

The total purchase price for both of the aforementioned acquisitions was allocated to the assets and liabilities acquired based on their preliminary estimated fair values. The Company recorded $14.4 million in goodwill, virtually all of which is deductible for tax purposes, and $6.3 million in other intangibles as a result of these acquisitions.

v3.21.1
Intangible Assets and Goodwill
 3 Months Ended
Mar. 31, 2021
Intangible Assets and Goodwill  
Intangible Assets and Goodwill

6. 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 March 31, 2021

​

As of December 31, 2020

​

​

Amortization

​

Initial

​

Accumulated

​

Net

​

Initial

​

Accumulated

​

Net

​

​

Period

​

Cost

​

Amortization

​

Balance

​

Cost

​

Amortization

​

Balance

Franchise agreements

​

12.6

​

$

180,867

​

$

(112,530)

​

$

68,337

​

$

180,867

​

$

(108,671)

​

$

72,196

Other intangible assets:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Software (a)

​

4.5

​

$

45,876

​

$

(21,519)

​

$

24,357

​

$

44,389

​

$

(18,926)

​

$

25,463

Trademarks

​

8.3

​

​

2,325

​

​

(1,341)

​

​

984

​

​

2,325

​

​

(1,274)

​

​

1,051

Non-compete agreements

​

5.1

​

​

3,920

​

​

(3,110)

​

​

810

​

​

3,920

​

​

(2,814)

​

​

1,106

Training materials

​

5.0

​

​

2,400

​

​

(1,240)

​

​

1,160

​

​

2,400

​

​

(1,120)

​

​

1,280

Other

​

5.3

​

​

1,670

​

​

(697)

​

​

973

​

​

1,670

​

​

(601)

​

​

1,069

Total other intangible assets

​

4.7

​

$

56,191

​

$

(27,907)

​

$

28,284

​

$

54,704

​

$

(24,735)

​

$

29,969

​

(a)As of March 31, 2021 and December 31, 2020, capitalized software development costs of $1.6 million and $1.4 million, respectively, were related to technology projects not yet complete and ready for their intended use and thus were not subject to amortization.

Amortization expense was $6.4 million and $5.9 million for the three months ended March 31, 2021 and 2020, respectively.

The estimated future amortization expense related to intangible assets includes the estimated amortization expense associated with the Company’s intangible assets assumed with the Company’s acquisitions (in thousands):

​

​

​

As of March 31, 2021:

​

​

Remainder of 2021

$

19,238

2022

​

23,444

2023

​

17,512

2024

​

14,513

2025

​

10,467

Thereafter

​

11,447

​

$

96,621

​

The following table presents changes to goodwill by reportable segment (in thousands):

​

​

​

​

​

​

​

​

​

​

Real Estate

​

Mortgage

​

Total

Balance, January 1, 2021

​

157,202

​

​

18,633

​

​

175,835

Purchase price adjustments

​

133

​

​

—

​

​

133

Effect of changes in foreign currency exchange rates

​

40

​

​

—

​

​

40

Balance, March 31, 2021

$

157,375

​

$

18,633

​

$

176,008

​
v3.21.1
Accrued Liabilities
 3 Months Ended
Mar. 31, 2021
Accrued Liabilities.  
Accrued Liabilities

7. Accrued Liabilities

Accrued liabilities consist of the following (in thousands):

​

​

​

​

​

​

​

​

​

March 31, 2021

​

December 31, 2020

Marketing Funds (a)

​

$

50,675

​

$

48,452

Accrued payroll and related employee costs

​

​

7,101

​

​

10,692

Accrued taxes

​

​

2,019

​

​

2,491

Accrued professional fees

​

​

2,545

​

​

1,806

Other

​

​

4,868

​

​

5,130

​

​

$

67,208

​

$

68,571

​

(a)Consists primarily of liabilities recognized to reflect the contractual restriction that all funds collected in the Marketing Funds must be spent for designated purposes. See Note 2, Summary of Significant Accounting Policies for additional information.
v3.21.1
Debt
 3 Months Ended
Mar. 31, 2021
Debt  
Debt

8. Debt

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

​

​

​

​

​

​

​

​

​

March 31, 2021

​

December 31, 2020

Senior Secured Credit Facility

​

$

224,425

​

$

225,013

Other long-term financing

​

​

6

​

​

78

Less unamortized debt issuance costs

​

​

(809)

​

​

(882)

Less unamortized debt discount costs

​

​

(590)

​

​

(644)

Less current portion

​

​

(2,356)

​

​

(2,428)

​

​

$

220,676

​

$

221,137

​

Maturities of debt are as follows (in thousands):

​

​

​

​

As of March 31, 2021

​

​

​

Remainder of 2021

​

$

1,768

2022

​

​

2,350

2023

​

​

220,313

​

​

$

224,431

​

Senior Secured Credit Facility

The Senior Secured Credit Facility consists of a $235.0 million term loan facility which matures on December 15, 2023 and a $10.0 million revolving loan facility which must be repaid on December 15, 2021. As of March 31, 2021, the Company had no revolving loans outstanding under its Senior Secured Credit Facility and the interest rate on the term loan facility was 3.5%.
​
v3.21.1
Fair Value Measurements
 3 Months Ended
Mar. 31, 2021
Fair Value Measurements  
Fair Value Measurements

9. 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 is 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 2020 Annual Report on Form 10-K.

A summary of the Company’s liabilities measured at fair value on a recurring basis is as follows (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

As of March 31, 2021

​

As of December 31, 2020

​

​

Fair Value

    

Level 1

    

Level 2

    

Level 3

​

Fair Value

    

Level 1

    

Level 2

    

Level 3

Liabilities

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Motto contingent consideration

​

$

4,700

​

$

—

​

$

—

​

$

4,700

​

$

4,750

​

$

—

​

$

—

​

$

4,750

Gadberry contingent consideration

​

​

1,360

​

​

—

​

​

—

​

​

1,360

​

​

1,590

​

​

—

​

​

—

​

​

1,590

Contingent consideration (a)

​

$

6,060

​

$

—

​

$

—

​

$

6,060

​

$

6,340

​

$

—

​

$

—

​

$

6,340

(a)Recorded as a component of “Accrued liabilities” and “Other liabilities, net of current portion” in the accompanying Condensed Consolidated Balance Sheets.

The Company is required to pay additional purchase consideration totaling 8% of gross receipts collected by Motto each year (the “Revenue Share Year”) through September 30, 2026, with no limitation as to the maximum payout. The annual payment is required to be made within 120 days of the end of each Revenue Share Year. The fair value of the contingent purchase consideration represents the forecasted discounted cash payments that the Company expects to pay. 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 revenues. The forecasted revenue growth assumption that is most sensitive is the assumed franchise sales count for which the forecast assumes between 70 and 80 franchises sold annually. This assumption is based on historical sales and an assumption of growth over time. A 10% reduction in the number of franchise sales would decrease the liability by $0.2 million. A 1% change to the discount rate applied to the forecast changes the liability by approximately $0.1 million. As of March 31, 2021, contingent consideration also includes an amount recognized in connection with the acquisition of Gadberry (see Note 6, Acquisitions, for more information on this acquisition).The Company measures these liabilities each reporting period and recognizes changes in fair value, if any, in “Selling, operating and administrative expenses” in the accompanying Condensed Consolidated Statements of Income.

The table below presents a reconciliation of the contingent consideration (in thousands):

​

​

​

​

​

​

Total

Balance at January 1, 2021

​

$

6,340

Fair value adjustments

​

​

(280)

Cash payments

​

​

—

Balance at March 31, 2021

​

$

6,060

​

The following table summarizes the carrying value and estimated fair value of the Senior Secured Credit Facility (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

March 31, 2021

​

December 31, 2020

​

​

Carrying
Amount

    

Fair Value
Level 2

    

Carrying
Amount

    

Fair Value
Level 2

Senior Secured Credit Facility

​

$

223,026

​

$

223,303

​

$

223,487

​

$

223,887

​
v3.21.1
Income Taxes
 3 Months Ended
Mar. 31, 2021
Income Taxes  
Income Taxes

10. Income Taxes

The “Provision for income taxes” in the accompanying Condensed Consolidated Statements of Income is based on an estimate of the Company’s annualized effective income tax rate.

v3.21.1
Equity-Based Compensation
 3 Months Ended
Mar. 31, 2021
Equity-Based Compensation  
Equity-Based Compensation

11. Equity-Based Compensation

Employee equity-based compensation expense under the RE/MAX Holdings, Inc. 2013 Omnibus Incentive Plan (the “Incentive Plan”), net of the amount capitalized in internally developed software, is as follows (in thousands):

​

​

​

​

​

​

​

​

​

Three Months Ended March 31, 

​

​

2021

​

2020

Expense from time-based awards (a)(b)

​

$

9,821

​

$

2,137

Expense from performance-based awards (a)(c)

​

​

796

​

​

81

Expense from bonus to be settled in shares (d)

​

​

1,437

​

​

—

Equity-based compensation capitalized

​

​

—

​

​

(32)

Equity-based compensation expense

​

$

12,054

​

$

2,186

(a)Includes awards granted to booj, First, wemlo and Gadberry employees and former owners at the time of acquisition.
(b)During the three months ended March 31, 2021, the Company recognized $5.5 million of expense as a result of the acceleration of significant grants that were issued to two employees of an acquired company who departed during the period.
(c)Expense recognized for performance-based awards is re-assessed each quarter based on expectations of achievement against the performance conditions.
(d)A portion of the annual corporate bonus earned is to be settled in shares. These amounts are recognized as “Accrued liabilities” in the accompanying Condensed Consolidated Balance Sheets and are not included in “Additional paid-in capital” until the shares are issued.

Time-based Restricted Stock

The following table summarizes equity-based compensation activity related to time-based restricted stock units and restricted stock awards:

​

​

​

​

​

​

​

​

​

Shares

​

Weighted average
grant date fair
value per share

Balance, January 1, 2021

​

1,018,008

​

$

36.74

Granted

​

240,101

​

$

41.72

Shares vested (including tax withholding) (a)

​

(410,418)

​

$

38.42

Forfeited

​

(13,347)

​

$

37.88

Balance, March 31, 2021

​

834,344

​

$

37.33

​

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

As of March 31, 2021, there was $24.9 million of total unrecognized expense. This compensation expense is expected to be recognized over the weighted-average remaining vesting period of 1.9 years.

Performance-based Restricted Stock

As discussed in more detail in the Company’s Annual Report on Form 10-K, the Company has historically issued performance-based restricted stock awards (PSUs) that contained revenue performance targets and relative total shareholder return (rTSR) targets, both measured over a 3-year performance period. In 2021, the Company changed the structure of its PSUs by issuing awards with only a revenue target and eliminated the rTSR component. Additionally, the revenue target will be measured over three distinct 1-year performance periods, with the target determined near the beginning of each performance period. As a result, the target for 2021 has been determined but will be determined subsequently for 2022 and 2023. These awards cliff-vest at the end of a 3-year period, although the amount of shares that may be earned is fixed after each 1-year performance period ends and performance against target for that period is measured. As with prior revenue performance awards, the Company’s expense will be adjusted based on the estimated achievement of revenue versus each target. Because the performance targets for the 1-year periods in 2022 and 2023 have not yet been determined, they do not yet have a grant date under GAAP and are therefore excluded from the table below.

The following table summarizes equity-based compensation activity related to performance-based restricted stock units:

​

​

​

​

​

​

​

​

​

Shares

​

Weighted average
grant date fair
value per share

Balance, January 1, 2021

​

281,735

​

$

32.34

Granted (a)

​

55,229

​

$

41.72

Forfeited

​

(2,573)

​

$

28.29

Balance, March 31, 2021

​

334,391

​

$

33.92

​

(a)Represents the total participant target award.

As of March 31, 2021, there was $5.8 million of total unrecognized expense. This compensation expense is expected to be recognized over the weighted-average remaining vesting period of 1.9 years.
v3.21.1
Commitments and Contingencies
 3 Months Ended
Mar. 31, 2021
Commitments and Contingencies  
Commitments and Contingencies

12. Commitments and Contingencies

A number of putative class action complaints are pending against the National Association of Realtors (“NAR”), Realogy Holdings Corp., HomeServices of America, Inc., RE/MAX, LLC and Keller Williams Realty, Inc. The first was filed on March 6, 2019, by plaintiff Christopher Moehrl in the United States District Court for the Northern District of Illinois. The second was filed in the same court on April 15, 2019, by plaintiff Sawbill Strategic, Inc. These two actions have now been consolidated (the “Moehrl Action”). Similar actions have been filed in federal courts: a) by Joshua Sitzer and other plaintiffs in the Western District of Missouri (the “Sitzer Action”); b) by Mark Rubenstein and Jeffery Nolan in the District of Connecticut (the “Rubenstein Action”); c) by plaintiffs Gary Bauman, Mary Jane Bauman, and Jennifer Nosalek in the District of Massachusetts (the “Bauman Action”); d) by plaintiff Judah Leeder in the Northern District of Illinois (the “Leeder Action”) and e) by plaintiff Alfio Conti in the Northern District of California (the “Conti Action”). The complaints make substantially similar allegations and seek substantially similar relief. For convenience, all of these lawsuits are collectively referred to as the “Moehrl-related suits.” In the Moehrl Action, the plaintiffs allege that a NAR rule requires brokers to make a blanket, non-negotiable offer of buyer broker compensation when listing a property, resulting in inflated costs to sellers in violation of federal antitrust law. They further allege that certain defendants use their agreements with franchisees to require adherence to the NAR rule in violation of federal antitrust law. Amended complaints added allegations regarding buyer steering and non-disclosure of buyer-broker compensation to the buyer. While similar to the Moehrl Action, various other lawsuits: allege violations of the Missouri Merchandising Practices Act (the Sitzer Action); include a multiple listing service (MLS) defendant (the Bauman Action); allege state antitrust violations (the Sitzer Action, Bauman Action, and Conti Action); allege harm to home buyers rather than sellers (the Rubenstein Action, Leeder Action, and Conti Action); allege unjust enrichment (the Leeder Action and Conti Action) or unfair competition (the Conti Action); and/or allege violations of the Racketeer Influenced and Corrupt Organizations Act (RICO) rather than antitrust law (the Rubenstein Action). Among other requested relief, plaintiffs seek damages against the defendants and injunctive relief. The Company intends to vigorously defend against all claims. The Company may become involved in additional litigation or other legal proceedings concerning the same or similar claims. We are unable to predict whether resolution of these matters would have a material effect on our financial position or results of operations.
v3.21.1
Segment Information
 3 Months Ended
Mar. 31, 2021
Segment Information  
Segment Information

13. Segment Information

​

The Company operates under the following four operating segments: Real Estate, Mortgage, Marketing Funds and booj. Due to quantitative insignificance, the booj operating segment does not meet the criteria of a reportable segment and is included in “Other”. Mortgage does not meet the quantitative significance test; however, management has chosen to report results for the segment as it believes it will be a key driver of future success for Holdings. 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. Except for the adjustments identified below in arriving at Adjusted EBITDA, the accounting policies of the reportable segments are the same as those described in the Company’s 2020 Annual Report on Form 10-K.

​
The following table presents revenue from external customers by segment (in thousands):

​

​

​

​

​

​

​

​

​

​

Three Months Ended March 31, 

​

​

2021

​

2020

Continuing franchise fees

​

$

23,609

​

$

22,877

Annual dues

​

​

8,672

​

​

8,921

Broker fees

​

​

11,953

​

​

9,444

Franchise sales and other revenue

​

​

6,920

​

​

8,663

Total Real Estate

​

​

51,154

​

​

49,905

Continuing franchise fees

​

​

1,765

​

​

1,266

Franchise sales and other revenue

​

​

558

​

​

192

Total Mortgage

​

​

2,323

​

​

1,458

Marketing Funds fees

​

​

18,145

​

​

17,522

Other

​

​

673

​

​

1,387

Total revenue

​

$

72,295

​

$

70,272

​

​

​

​

​

​

​

The following table presents a reconciliation of Adjusted EBITDA by segment to income before provision for income taxes (in thousands):

​

​

​

​

​

​

​

​

​

Three Months Ended March 31, 

​

​

2021

​

2020

Adjusted EBITDA: Real Estate

​

$

24,420

​

$

20,731

Adjusted EBITDA: Mortgage

​

​

(1,150)

​

​

(578)

Adjusted EBITDA: Other

​

​

(110)

​

​

(614)

Adjusted EBITDA: Consolidated

​

​

23,160

​

​

19,539

Gain (loss) on sale or disposition of assets, net

​

​

11

​

​

11

Equity-based compensation expense

​

​

(12,054)

​

​

(2,186)

Acquisition-related expense (a)

​

​

(943)

​

​

(566)

Gain on reduction in tax receivable agreement liability

​

​

—

​

​

500

Fair value adjustments to contingent consideration (b)

​

​

280

​

​

505

Interest income

​

​

163

​

​

269

Interest expense

​

​

(2,098)

​

​

(2,682)

Depreciation and amortization

​

​

(6,937)

​

​

(6,310)

Income before provision for income taxes

​

$

1,582

​

$

9,080

​

​

​

​

​

​

​

(a)Acquisition-related expense includes personnel, legal, accounting, advisory and consulting fees incurred in connection with acquisition activities and integration of acquired companies.
(b)Fair value adjustments to contingent consideration include amounts recognized for changes in the estimated fair value of the contingent consideration liabilities. See Note 9, Fair Value Measurements for additional information.
v3.21.1
Summary of Significant Accounting Policies (Policies)
 3 Months Ended
Mar. 31, 2021
Summary of Significant Accounting Policies  
Basis of Presentation

Basis of Presentation

The accompanying Condensed Consolidated Balance Sheet at December 31, 2020, which was derived from the audited consolidated financial statements at that date, and the unaudited interim condensed consolidated financial statements and notes thereto 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 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 March 31, 2021 and the results of its operations and comprehensive income, cash flows and changes in its stockholders’ equity for the three months ended March 31, 2021 and 2020. 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, 2020 (“2020 Annual Report on Form 10-K”). Please refer to that document for a fuller discussion of all significant accounting policies.
Use of Estimates

Use of Estimates

The preparation of the accompanying 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

Segment Reporting

The Company operates under the following four operating segments: Real Estate, Mortgage, Marketing Funds and booj. Due to quantitative insignificance, the booj operating segment does not meet the criteria of a reportable segment and is included in “Other”.
Revenue Recognition

Revenue Recognition

The Company generates most of its revenue from contracts with customers. The Company’s major streams of revenue are:

●Continuing franchise fees, which are fixed contractual fees paid monthly by regional franchise owners and franchisees based on the number of RE/MAX agents and the number of Motto offices.
●Annual dues, which are fees charged directly to RE/MAX agents.
●Broker fees, which are fees on real estate commissions when a RE/MAX agent assists a consumer to buy or sell a home.
●Marketing Funds fees, which are fixed contractual fees paid monthly by franchisees based on the number of RE/MAX agents in the respective franchised region or office or the number of Motto offices.
●Franchise sales and other revenue, which consist of fees from initial sales of RE/MAX and Motto franchises, renewals of RE/MAX franchises and master franchise fees, as well as technology and data services subscription revenue, loan processing revenue, preferred marketing arrangements, approved supplier programs and event-based revenue from training and other programs.

Annual Dues

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

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Balance at
beginning of period

​

New billings

​

Revenue recognized (a)

​

Balance at end
of period

Three Months Ended March 31, 2021

​

$

14,539

​

$

10,277

​

$

(8,672)

​

$

16,144

​

(a)

Revenue recognized related to the beginning balance was $6.3 million for the three months ended March 31, 2021.

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

Three Months Ended March 31, 2021

​

$

25,069

​

$

2,005

​

$

(2,349)

​

$

24,725

(a)

Revenue recognized related to the beginning balance was $2.3 million for the three months ended March 31, 2021.

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
beginning of period

​

Expense
recognized

​

Additions to contract
cost for new activity

​

Balance at end
of period

Three Months Ended March 31, 2021

​

$

3,690

​

$

(421)

​

$

320

​

$

3,589

​

Disaggregated Revenue

In the following table, segment revenue is disaggregated by Company-Owned or Independent Regions, where applicable, and by geographical area (in thousands):

​

​

​

​

​

​

​

Three Months Ended March 31, 

​

2021

​

2020

U.S. Company-Owned Regions

$

32,546

​

$

30,578

U.S. Independent Regions

​

3,288

​

​

2,996

Canada Company-Owned Regions

​

3,554

​

​

3,081

Canada Independent Regions

​

2,205

​

​

2,039

Global

​

2,641

​

​

2,548

Fee revenue (a)

​

44,234

​

​

41,242

Franchise sales and other revenue (b)

​

6,920

​

​

8,663

Total Real Estate

​

51,154

​

​

49,905

U.S.

​

16,182

​

​

15,651

Canada

​

1,737

​

​

1,655

Global

​

226

​

​

216

Total Marketing Funds

​

18,145

​

​

17,522

Mortgage (c)

​

2,323

​

​

1,458

Other (c)

​

673

​

​

1,387

Total

$

72,295

​

$

70,272

(a)Fee revenue includes Continuing franchise fees, Annual dues and Broker fees.
(b)Franchise sales and other revenue is derived primarily within the U.S.
(c)Revenue from Mortgage and Other are derived exclusively within the U.S.

Transaction Price Allocated to the Remaining Performance Obligations

The following table includes estimated revenue by year, excluding certain other immaterial items, 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):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Remainder of 2021

​

2022

​

2023

​

2024

​

2025

​

2026

​

Thereafter

​

Total

Annual dues

​

$

15,373

​

$

771

​

$

—

​

$

—

​

$

—

​

$

—

​

$

—

​

$

16,144

Franchise sales

​

​

5,244

​

​

5,898

​

​

4,533

​

​

3,300

​

​

2,023

​

​

1,049

​

​

2,678

​

​

24,725

Total

​

$

20,617

​

$

6,669

​

$

4,533

​

$

3,300

​

$

2,023

​

$

1,049

​

$

2,678

​

$

40,869

​
Cash, Cash Equivalents and Restricted Cash

Cash, Cash Equivalents and Restricted Cash

All cash held by the Marketing Funds is contractually restricted. The following table reconciles the amounts presented for cash, both unrestricted and restricted, in the Condensed Consolidated Balance Sheets to the amounts presented in the Condensed Consolidated Statements of Cash Flows (in thousands):

​

​

​

​

​

​

​

​

​

​

March 31, 2021

​

December 31, 2020

Cash and cash equivalents

​

$

102,632

​

$

101,355

Restricted cash

​

​

21,500

​

​

19,872

Total cash, cash equivalents and restricted cash

​

$

124,132

​

$

121,227
Services Provided to the Marketing Funds by Real Estate

Services Provided to the Marketing Funds by Real Estate

Real Estate charges the Marketing Funds for various services it performs. These services primarily comprise (a) building and maintaining agent marketing technology, including customer relationship management tools, the www.remax.com website, agent, office and team websites, and mobile apps, (b) dedicated employees focused on marketing campaigns, and (c) various administrative services including customer support of technology, accounting and legal. Because these costs are ultimately paid by the Marketing Funds, they do not impact the net income of Holdings as the Marketing Funds have no reported net income.

Costs charged from Real Estate to the Marketing Funds are as follows (in thousands):

​

​

​

​

​

​

​

​

​

Three Months Ended March 31, 

​

​

2021

​

2020

Technology - operating

​

$

3,600

​

$

2,971

Technology - capital

​

​

180

​

​

644

Marketing staff and administrative services

​

​

1,118

​

​

1,228

Total

​

$

4,898

​

$

4,843
Leases

Leases

The Company leases corporate offices, a distribution center, billboards and certain equipment. As all franchisees are independently owned and operated, there are no leases recognized for any offices used by the Company’s franchisees. All the Company’s material leases are classified as operating leases.

The Company acts as the lessor for sublease agreements on its corporate headquarters, consisting solely of operating leases.

The Company has made an accounting policy election not to recognize right-of-use assets and lease liabilities that arise from any of its short-term leases. All leases with a term of 12 months or less at commencement, for which the Company is not reasonably certain to exercise available renewal options that would extend the lease term past 12 months, will be recognized on a straight-line basis over the lease term.

Leases

Leases

The Company leases corporate offices, a distribution center, billboards and certain equipment. As all franchisees are independently owned and operated, there are no leases recognized for any offices used by the Company’s franchisees. All the Company’s material leases are classified as operating leases.

The Company acts as the lessor for sublease agreements on its corporate headquarters, consisting solely of operating leases.

The Company has made an accounting policy election not to recognize right-of-use assets and lease liabilities that arise from any of its short-term leases. All leases with a term of 12 months or less at commencement, for which the Company is not reasonably certain to exercise available renewal options that would extend the lease term past 12 months, will be recognized on a straight-line basis over the lease term.

Recently Adopted Accounting Pronouncements

Recently Adopted Accounting Pronouncements

None.
New Accounting Pronouncements Not Yet Adopted

New Accounting Pronouncements Not Yet Adopted

In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848), which contains temporary optional expedients and exceptions to the guidance in U.S. GAAP on contract modifications and hedge accounting to ease the financial reporting burdens related to the expected market transition from the London Interbank Offered Rate (“LIBOR”) to alternative reference rates, such as the Secured Overnight Financing Rate (“SOFR”). The new guidance is effective upon issuance and may be adopted on any date on or after March 12, 2020. The relief is temporary and only available until December 31, 2022, when the reference rate replacement activity is expected to have completed. The Company believes the amendments of ASU 2020-04 will not have a significant impact on the Company’s consolidated financial statements

and related disclosures as the Company does not currently engage in interest rate hedging of its LIBOR based debt, nor does it believe it has any material contracts tied to LIBOR other than its Senior Secured Credit Agreement, as discussed in Note 8, Debt. An amendment to the Senior Secured Credit agreement will likely be required, but the Company does not expect any material adverse consequences from this transition.
v3.21.1
Summary of Significant Accounting Policies (Tables)
 3 Months Ended
Mar. 31, 2021
Schedule of Annual Dues Deferred Revenue

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

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Balance at
beginning of period

​

New billings

​

Revenue recognized (a)

​

Balance at end
of period

Three Months Ended March 31, 2021

​

$

14,539

​

$

10,277

​

$

(8,672)

​

$

16,144

​

(a)

Revenue recognized related to the beginning balance was $6.3 million for the three months ended March 31, 2021.
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
beginning of period

​

Expense
recognized

​

Additions to contract
cost for new activity

​

Balance at end
of period

Three Months Ended March 31, 2021

​

$

3,690

​

$

(421)

​

$

320

​

$

3,589
Schedule of disaggregated revenue

In the following table, segment revenue is disaggregated by Company-Owned or Independent Regions, where applicable, and by geographical area (in thousands):

​

​

​

​

​

​

​

Three Months Ended March 31, 

​

2021

​

2020

U.S. Company-Owned Regions

$

32,546

​

$

30,578

U.S. Independent Regions

​

3,288

​

​

2,996

Canada Company-Owned Regions

​

3,554

​

​

3,081

Canada Independent Regions

​

2,205

​

​

2,039

Global

​

2,641

​

​

2,548

Fee revenue (a)

​

44,234

​

​

41,242

Franchise sales and other revenue (b)

​

6,920

​

​

8,663

Total Real Estate

​

51,154

​

​

49,905

U.S.

​

16,182

​

​

15,651

Canada

​

1,737

​

​

1,655

Global

​

226

​

​

216

Total Marketing Funds

​

18,145

​

​

17,522

Mortgage (c)

​

2,323

​

​

1,458

Other (c)

​

673

​

​

1,387

Total

$

72,295

​

$

70,272

(a)Fee revenue includes Continuing franchise fees, Annual dues and Broker fees.
(b)Franchise sales and other revenue is derived primarily within the U.S.
(c)Revenue from Mortgage and Other are derived exclusively within the U.S.
Schedule of transaction price allocated to the remaining performance obligations

The following table includes estimated revenue by year, excluding certain other immaterial items, 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):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Remainder of 2021

​

2022

​

2023

​

2024

​

2025

​

2026

​

Thereafter

​

Total

Annual dues

​

$

15,373

​

$

771

​

$

—

​

$

—

​

$

—

​

$

—

​

$

—

​

$

16,144

Franchise sales

​

​

5,244

​

​

5,898

​

​

4,533

​

​

3,300

​

​

2,023

​

​

1,049

​

​

2,678

​

​

24,725

Total

​

$

20,617

​

$

6,669

​

$

4,533

​

$

3,300

​

$

2,023

​

$

1,049

​

$

2,678

​

$

40,869
Schedule of reconciliation of cash, both unrestricted and restricted The following table reconciles the amounts presented for cash, both unrestricted and restricted, in the Condensed Consolidated Balance Sheets to the amounts presented in the Condensed Consolidated Statements of Cash Flows (in thousands):

​

​

​

​

​

​

​

​

​

​

March 31, 2021

​

December 31, 2020

Cash and cash equivalents

​

$

102,632

​

$

101,355

Restricted cash

​

​

21,500

​

​

19,872

Total cash, cash equivalents and restricted cash

​

$

124,132

​

$

121,227
Schedule of cost charges to intersegment

Costs charged from Real Estate to the Marketing Funds are as follows (in thousands):

​

​

​

​

​

​

​

​

​

Three Months Ended March 31, 

​

​

2021

​

2020

Technology - operating

​

$

3,600

​

$

2,971

Technology - capital

​

​

180

​

​

644

Marketing staff and administrative services

​

​

1,118

​

​

1,228

Total

​

$

4,898

​

$

4,843
Franchise sales  
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

Three Months Ended March 31, 2021

​

$

25,069

​

$

2,005

​

$

(2,349)

​

$

24,725

(a)

Revenue recognized related to the beginning balance was $2.3 million for the three months ended March 31, 2021.
v3.21.1
Non-controlling Interest (Tables)
 3 Months Ended
Mar. 31, 2021
Noncontrolling Interest  
Summary of Ownership of the Common Units

​

​

​

​

​

​

​

​

​

​

​

​

​

March 31, 2021

​

December 31, 2020

​

​

​

Shares

​

Ownership %

​

Shares

​

Ownership %

​

Non-controlling interest ownership of common units in RMCO

​

12,559,600

​

40.2

%

12,559,600

​

40.6

%

Holdings outstanding Class A common stock (equal to Holdings common units in RMCO)

​

18,719,248

​

59.8

%

18,390,691

​

59.4

%

Total common units in RMCO

​

31,278,848

​

100.0

%

30,950,291

​

100.0

%
Reconciliation from Income Before Provision for Income Taxes to Net Income

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended March 31, 

​

2021

​

2020

​

​

RE/MAX
Holdings,
Inc.

    

Non-controlling
interest

    

Total

    

RE/MAX
Holdings,
Inc.

    

Non-controlling
interest

    

Total

​

Weighted average ownership percentage of RMCO(a)

​

59.6

%

​

40.4

%

​

100

%

​

58.9

%

​

41.1

%

​

100.0

%

Income before provision for income taxes(a)

$

942

​

$

640

​

$

1,582

​

$

5,552

​

$

3,528

​

$

9,080

​

Provision for income taxes(b)(c)

​

150

​

​

(92)

​

​

58

​

​

(2,921)

​

​

(869)

​

​

(3,790)

​

Net income

$

1,092

​

$

548

​

$

1,640

​

$

2,631

​

$

2,659

​

$

5,290

​

(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 items recorded at RE/MAX Holdings.
(b)The provision for income taxes attributable to Holdings is primarily comprised of U.S. federal and state income taxes on its proportionate share of the flow-through income from RMCO. It also includes Holdings’ 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 and its subsidiaries. Otherwise, because RMCO is a flow-through entity, there is no U.S. federal and state income tax provision recorded on the non-controlling interest.
Distributions Paid or Payable

​

​

​

​

​

​

​

Three Months Ended March 31, 

​

2021

​

2020

Tax and other distributions

$

—

​

$

14

Dividend distributions

​

2,889

​

​

2,763

Total distributions to non-controlling unitholders

$

2,889

​

$

2,777
v3.21.1
Earnings Per Share and Dividends (Tables)
 3 Months Ended
Mar. 31, 2021
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 shares and per share information):

​

​

​

​

​

​

​

​

​

Three Months Ended March 31, 

​

​

2021

​

2020

Numerator

​

​

​

​

​

​

Net income attributable to RE/MAX Holdings, Inc.

​

$

1,092

​

$

2,631

Denominator for basic net income per share of Class A common stock

​

​

​

​

​

​

Weighted average shares of Class A common stock outstanding

​

​

18,496,532

​

​

17,974,264

Denominator for diluted net income per share of Class A common stock

​

​

​

​

​

​

Weighted average shares of Class A common stock outstanding

​

​

18,496,532

​

​

17,974,264

Add dilutive effect of the following:

​

​

​

​

​

​

Restricted stock

​

​

370,195

​

​

59,367

Weighted average shares of Class A common stock outstanding, diluted

​

​

18,866,727

​

​

18,033,631

Earnings per share of Class A common stock

​

​

​

​

​

​

Net income attributable to RE/MAX Holdings, Inc. per share of Class A common stock, basic

​

$

0.06

​

$

0.15

Net income attributable to RE/MAX Holdings, Inc. per share of Class A common stock, diluted

​

$

0.06

​

$

0.15
Schedule of Dividends Declared and Paid Quarterly per Share

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

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended March 31, 

​

​

2021

​

2020

Quarter end declared

    

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

March 31

​

March 17, 2021

​

$

0.23

​

$

4,326

​

$

2,889

​

March 18, 2020

​

$

0.22

​

$

3,986

​

$

2,763

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​
v3.21.1
Intangible Assets and Goodwill (Tables)
 3 Months Ended
Mar. 31, 2021
Intangible Assets and Goodwill  
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 March 31, 2021

​

As of December 31, 2020

​

​

Amortization

​

Initial

​

Accumulated

​

Net

​

Initial

​

Accumulated

​

Net

​

​

Period

​

Cost

​

Amortization

​

Balance

​

Cost

​

Amortization

​

Balance

Franchise agreements

​

12.6

​

$

180,867

​

$

(112,530)

​

$

68,337

​

$

180,867

​

$

(108,671)

​

$

72,196

Other intangible assets:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Software (a)

​

4.5

​

$

45,876

​

$

(21,519)

​

$

24,357

​

$

44,389

​

$

(18,926)

​

$

25,463

Trademarks

​

8.3

​

​

2,325

​

​

(1,341)

​

​

984

​

​

2,325

​

​

(1,274)

​

​

1,051

Non-compete agreements

​

5.1

​

​

3,920

​

​

(3,110)

​

​

810

​

​

3,920

​

​

(2,814)

​

​

1,106

Training materials

​

5.0

​

​

2,400

​

​

(1,240)

​

​

1,160

​

​

2,400

​

​

(1,120)

​

​

1,280

Other

​

5.3

​

​

1,670

​

​

(697)

​

​

973

​

​

1,670

​

​

(601)

​

​

1,069

Total other intangible assets

​

4.7

​

$

56,191

​

$

(27,907)

​

$

28,284

​

$

54,704

​

$

(24,735)

​

$

29,969

​

(a)As of March 31, 2021 and December 31, 2020, capitalized software development costs of $1.6 million and $1.4 million, respectively, were related to technology projects not yet complete and ready for their intended use and thus were not subject to amortization.
Schedule of estimated future amortization of intangible assets, other than goodwill

The estimated future amortization expense related to intangible assets includes the estimated amortization expense associated with the Company’s intangible assets assumed with the Company’s acquisitions (in thousands):

​

​

​

As of March 31, 2021:

​

​

Remainder of 2021

$

19,238

2022

​

23,444

2023

​

17,512

2024

​

14,513

2025

​

10,467

Thereafter

​

11,447

​

$

96,621
Schedule of changes to goodwill

The following table presents changes to goodwill by reportable segment (in thousands):

​

​

​

​

​

​

​

​

​

​

Real Estate

​

Mortgage

​

Total

Balance, January 1, 2021

​

157,202

​

​

18,633

​

​

175,835

Purchase price adjustments

​

133

​

​

—

​

​

133

Effect of changes in foreign currency exchange rates

​

40

​

​

—

​

​

40

Balance, March 31, 2021

$

157,375

​

$

18,633

​

$

176,008
v3.21.1
Accrued Liabilities (Tables)
 3 Months Ended
Mar. 31, 2021
Accrued Liabilities.  
Schedule of Accrued Liabilities

Accrued liabilities consist of the following (in thousands):

​

​

​

​

​

​

​

​

​

March 31, 2021

​

December 31, 2020

Marketing Funds (a)

​

$

50,675

​

$

48,452

Accrued payroll and related employee costs

​

​

7,101

​

​

10,692

Accrued taxes

​

​

2,019

​

​

2,491

Accrued professional fees

​

​

2,545

​

​

1,806

Other

​

​

4,868

​

​

5,130

​

​

$

67,208

​

$

68,571

​

(a)Consists primarily of liabilities recognized to reflect the contractual restriction that all funds collected in the Marketing Funds must be spent for designated purposes. See Note 2, Summary of Significant Accounting Policies for additional information.
v3.21.1
Debt (Tables)
 3 Months Ended
Mar. 31, 2021
Debt  
Schedule of debt

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

​

​

​

​

​

​

​

​

​

March 31, 2021

​

December 31, 2020

Senior Secured Credit Facility

​

$

224,425

​

$

225,013

Other long-term financing

​

​

6

​

​

78

Less unamortized debt issuance costs

​

​

(809)

​

​

(882)

Less unamortized debt discount costs

​

​

(590)

​

​

(644)

Less current portion

​

​

(2,356)

​

​

(2,428)

​

​

$

220,676

​

$

221,137
Schedule of Maturities of Debt

Maturities of debt are as follows (in thousands):

​

​

​

​

As of March 31, 2021

​

​

​

Remainder of 2021

​

$

1,768

2022

​

​

2,350

2023

​

​

220,313

​

​

$

224,431
v3.21.1
Fair Value Measurements (Tables)
 3 Months Ended
Mar. 31, 2021
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 is as follows (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

As of March 31, 2021

​

As of December 31, 2020

​

​

Fair Value

    

Level 1

    

Level 2

    

Level 3

​

Fair Value

    

Level 1

    

Level 2

    

Level 3

Liabilities

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Motto contingent consideration

​

$

4,700

​

$

—

​

$

—

​

$

4,700

​

$

4,750

​

$

—

​

$

—

​

$

4,750

Gadberry contingent consideration

​

​

1,360

​

​

—

​

​

—

​

​

1,360

​

​

1,590

​

​

—

​

​

—

​

​

1,590

Contingent consideration (a)

​

$

6,060

​

$

—

​

$

—

​

$

6,060

​

$

6,340

​

$

—

​

$

—

​

$

6,340

(a)Recorded as a component of “Accrued liabilities” and “Other liabilities, net of current portion” in the accompanying Condensed Consolidated Balance Sheets.
Reconciliation of the contingent consideration

The table below presents a reconciliation of the contingent consideration (in thousands):

​

​

​

​

​

​

Total

Balance at January 1, 2021

​

$

6,340

Fair value adjustments

​

​

(280)

Cash payments

​

​

—

Balance at March 31, 2021

​

$

6,060
Summary of carrying value and fair value of senior secured credit facility

The following table summarizes the carrying value and estimated fair value of the Senior Secured Credit Facility (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

March 31, 2021

​

December 31, 2020

​

​

Carrying
Amount

    

Fair Value
Level 2

    

Carrying
Amount

    

Fair Value
Level 2

Senior Secured Credit Facility

​

$

223,026

​

$

223,303

​

$

223,487

​

$

223,887
v3.21.1
Equity-Based Compensation (Tables)
 3 Months Ended
Mar. 31, 2021
Employee Stock-Based Compensation Expense

Employee equity-based compensation expense under the RE/MAX Holdings, Inc. 2013 Omnibus Incentive Plan (the “Incentive Plan”), net of the amount capitalized in internally developed software, is as follows (in thousands):

​

​

​

​

​

​

​

​

​

Three Months Ended March 31, 

​

​

2021

​

2020

Expense from time-based awards (a)(b)

​

$

9,821

​

$

2,137

Expense from performance-based awards (a)(c)

​

​

796

​

​

81

Expense from bonus to be settled in shares (d)

​

​

1,437

​

​

—

Equity-based compensation capitalized

​

​

—

​

​

(32)

Equity-based compensation expense

​

$

12,054

​

$

2,186

(a)Includes awards granted to booj, First, wemlo and Gadberry employees and former owners at the time of acquisition.
(b)During the three months ended March 31, 2021, the Company recognized $5.5 million of expense as a result of the acceleration of significant grants that were issued to two employees of an acquired company who departed during the period.
(c)Expense recognized for performance-based awards is re-assessed each quarter based on expectations of achievement against the performance conditions.
(d)A portion of the annual corporate bonus earned is to be settled in shares. These amounts are recognized as “Accrued liabilities” in the accompanying Condensed Consolidated Balance Sheets and are not included in “Additional paid-in capital” until the shares are issued.
Time-based awards  
Restricted Stock Units

​

​

​

​

​

​

​

​

​

Shares

​

Weighted average
grant date fair
value per share

Balance, January 1, 2021

​

1,018,008

​

$

36.74

Granted

​

240,101

​

$

41.72

Shares vested (including tax withholding) (a)

​

(410,418)

​

$

38.42

Forfeited

​

(13,347)

​

$

37.88

Balance, March 31, 2021

​

834,344

​

$

37.33

​

(a)Pursuant to the terms of the Incentive Plan, shares withheld by the Company for the payment of the employee's tax withholding related to shares vesting are added back to the pool of shares available for future awards.
Performance-based awards  
Restricted Stock Units

​

​

​

​

​

​

​

​

​

Shares

​

Weighted average
grant date fair
value per share

Balance, January 1, 2021

​

281,735

​

$

32.34

Granted (a)

​

55,229

​

$

41.72

Forfeited

​

(2,573)

​

$

28.29

Balance, March 31, 2021

​

334,391

​

$

33.92

​

(a)Represents the total participant target award.
v3.21.1
Segment Information (Tables)
 3 Months Ended
Mar. 31, 2021
Segment Information  
Schedule of Revenue from External Customers By Segment

​

​

​

​

​

​

​

​

​

​

Three Months Ended March 31, 

​

​

2021

​

2020

Continuing franchise fees

​

$

23,609

​

$

22,877

Annual dues

​

​

8,672

​

​

8,921

Broker fees

​

​

11,953

​

​

9,444

Franchise sales and other revenue

​

​

6,920

​

​

8,663

Total Real Estate

​

​

51,154

​

​

49,905

Continuing franchise fees

​

​

1,765

​

​

1,266

Franchise sales and other revenue

​

​

558

​

​

192

Total Mortgage

​

​

2,323

​

​

1,458

Marketing Funds fees

​

​

18,145

​

​

17,522

Other

​

​

673

​

​

1,387

Total revenue

​

$

72,295

​

$

70,272

​

​

​

​

​

​

​
Schedule of Revenue and Adjusted EBITDA of the Company's Reportable Segment

The following table presents a reconciliation of Adjusted EBITDA by segment to income before provision for income taxes (in thousands):

​

​

​

​

​

​

​

​

​

Three Months Ended March 31, 

​

​

2021

​

2020

Adjusted EBITDA: Real Estate

​

$

24,420

​

$

20,731

Adjusted EBITDA: Mortgage

​

​

(1,150)

​

​

(578)

Adjusted EBITDA: Other

​

​

(110)

​

​

(614)

Adjusted EBITDA: Consolidated

​

​

23,160

​

​

19,539

Gain (loss) on sale or disposition of assets, net

​

​

11

​

​

11

Equity-based compensation expense

​

​

(12,054)

​

​

(2,186)

Acquisition-related expense (a)

​

​

(943)

​

​

(566)

Gain on reduction in tax receivable agreement liability

​

​

—

​

​

500

Fair value adjustments to contingent consideration (b)

​

​

280

​

​

505

Interest income

​

​

163

​

​

269

Interest expense

​

​

(2,098)

​

​

(2,682)

Depreciation and amortization

​

​

(6,937)

​

​

(6,310)

Income before provision for income taxes

​

$

1,582

​

$

9,080

​

​

​

​

​

​

​

(a)Acquisition-related expense includes personnel, legal, accounting, advisory and consulting fees incurred in connection with acquisition activities and integration of acquired companies.
(b)Fair value adjustments to contingent consideration include amounts recognized for changes in the estimated fair value of the contingent consideration liabilities. See Note 9, Fair Value Measurements for additional information.
v3.21.1
Business and Organization (Details)
 3 Months Ended
Mar. 31, 2021
country
Office
item
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]  
Percentage of Company consisting of franchises 100.00%
Minimum  
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]  
Number of agents | item 140,000
Number of offices | Office 8,000
Number of countries in which entity operates | country 110
Mortgage  
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]  
Percentage of Company consisting of franchises 100.00%
v3.21.1
Summary of Significant Accounting Policies - Schedule of Deferred Revenue (Details)
$ in Thousands
 3 Months Ended
Mar. 31, 2021
USD ($)
segment
Disaggregation of Revenue [Line Items]  
Number of operating segments | segment 4
Annual dues  
Disaggregation of Revenue [Line Items]  
Balance at beginning of period $ 14,539
New billings 10,277
Revenue recognized (8,672)
Balance at the end of period 16,144
Franchise sales  
Disaggregation of Revenue [Line Items]  
Balance at beginning of period 25,069
New billings 2,005
Revenue recognized (2,349)
Balance at the end of period 24,725
Annual dues  
Disaggregation of Revenue [Line Items]  
Revenue recognized related to the beginning balance (6,300)
Franchise sales  
Disaggregation of Revenue [Line Items]  
Revenue recognized related to the beginning balance $ (2,300)
v3.21.1
Summary of Significant Accounting Policies - Commissions Related to Franchise Sales (Details) - Commissions Related to Franchise Sales
$ in Thousands
 3 Months Ended
Mar. 31, 2021
USD ($)
Capitalized Contract Cost [Line Items]  
Balance at beginning of period $ 3,690
Expense recognized (421)
Additions to contract cost for new activity 320
Balance at end of period $ 3,589
v3.21.1
Summary of Significant Accounting Policies - Disaggregated revenue (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2021
Mar. 31, 2020
Disaggregation of Revenue [Line Items]    
Total revenue $ 72,295 $ 70,272
Franchise sales and other revenue    
Disaggregation of Revenue [Line Items]    
Total revenue 8,151 10,242
Total Real Estate    
Disaggregation of Revenue [Line Items]    
Total revenue 51,154 49,905
Total Real Estate | Fee revenue    
Disaggregation of Revenue [Line Items]    
Total revenue 44,234 41,242
Total Real Estate | Franchise sales and other revenue    
Disaggregation of Revenue [Line Items]    
Total revenue 6,920 8,663
Total Marketing Funds    
Disaggregation of Revenue [Line Items]    
Total revenue 18,145 17,522
Mortgage    
Disaggregation of Revenue [Line Items]    
Total revenue 2,323 1,458
Mortgage | Franchise sales and other revenue    
Disaggregation of Revenue [Line Items]    
Total revenue 558 192
Other    
Disaggregation of Revenue [Line Items]    
Total revenue 673 1,387
U.S. | Company -Owned Regions | Fee revenue    
Disaggregation of Revenue [Line Items]    
Total revenue 32,546 30,578
U.S. | Independent Regions | Fee revenue    
Disaggregation of Revenue [Line Items]    
Total revenue 3,288 2,996
U.S. | Total Marketing Funds    
Disaggregation of Revenue [Line Items]    
Total revenue 16,182 15,651
U.S. | Mortgage    
Disaggregation of Revenue [Line Items]    
Total revenue 2,323 1,458
U.S. | Other    
Disaggregation of Revenue [Line Items]    
Total revenue 673 1,387
Canada | Company -Owned Regions | Fee revenue    
Disaggregation of Revenue [Line Items]    
Total revenue 3,554 3,081
Canada | Independent Regions | Fee revenue    
Disaggregation of Revenue [Line Items]    
Total revenue 2,205 2,039
Canada | Total Marketing Funds    
Disaggregation of Revenue [Line Items]    
Total revenue 1,737 1,655
Global | Global. | Fee revenue    
Disaggregation of Revenue [Line Items]    
Total revenue 2,641 2,548
Global | Total Marketing Funds    
Disaggregation of Revenue [Line Items]    
Total revenue $ 226 $ 216
v3.21.1
Summary of Significant Accounting Policies - Transaction Price (Details)
$ in Thousands
Mar. 31, 2021
USD ($)
Annual Dues And Franchise Sales  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Remaining performance obligation revenue $ 40,869
Annual dues  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Remaining performance obligation revenue 16,144
Franchise sales  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Remaining performance obligation revenue 24,725
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-04-01 | Annual Dues And Franchise Sales  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Remaining performance obligation revenue $ 20,617
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 1 1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-04-01 | Annual dues  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Remaining performance obligation revenue $ 15,373
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-04-01 | Franchise sales  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Remaining performance obligation revenue 5,244
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]  
Remaining performance obligation revenue $ 6,669
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 1 1 year
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]  
Remaining performance obligation revenue $ 771
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]  
Remaining performance obligation revenue 5,898
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]  
Remaining performance obligation revenue $ 4,533
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 1 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]  
Remaining performance obligation revenue $ 4,533
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]  
Remaining performance obligation revenue $ 3,300
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 1 1 year
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]  
Remaining performance obligation revenue $ 3,300
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-01-01 | Annual Dues And Franchise Sales  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Remaining performance obligation revenue $ 2,023
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 1 1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-01-01 | Franchise sales  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Remaining performance obligation revenue $ 2,023
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01 | Annual Dues And Franchise Sales  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Remaining performance obligation revenue $ 1,049
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 1 1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01 | Franchise sales  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Remaining performance obligation revenue $ 1,049
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2027-01-01 | Annual Dues And Franchise Sales  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Remaining performance obligation revenue $ 2,678
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 1 1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2027-01-01 | Franchise sales  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Remaining performance obligation revenue $ 2,678
v3.21.1
Summary of Significant Accounting Policies - Cash, Cash Equivalents and Restricted Cash (Details) - USD ($)
$ in Thousands
Mar. 31, 2021
Dec. 31, 2020
Mar. 31, 2020
Dec. 31, 2019
Cash, Cash Equivalents and Restricted Cash        
Cash and cash equivalents $ 102,632 $ 101,355    
Restricted cash 21,500 19,872    
Total cash, cash equivalents and restricted cash 124,132 121,227 $ 105,100 $ 103,601
Marketing funds        
Cash, Cash Equivalents and Restricted Cash        
Cash and cash equivalents 102,632 101,355    
Restricted cash 21,500 19,872    
Total cash, cash equivalents and restricted cash $ 124,132 $ 121,227    
v3.21.1
Summary of Significant Accounting Policies - Services Provided to Marketing Funds by RE/MAX Franchising (Details) - Marketing funds - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2021
Mar. 31, 2020
Cost charges $ 4,898 $ 4,843
Technology - operating    
Cost charges 3,600 2,971
Technology - capital    
Cost charges 180 644
Marketing staff and administrative services    
Cost charges $ 1,118 $ 1,228
v3.21.1
Summary of Significant Accounting Policies - Leases (Details)
Mar. 31, 2021
lease
Leases  
Number of franchisees' leases recognized by the Company 0
v3.21.1
Non-controlling Interest - Ownership of common units in RMCO (Details) - RMCO, LLC - shares
Mar. 31, 2021
Dec. 31, 2020
Shares    
Holdings outstanding Class A common stock (equal to Holdings common units in RMCO) 18,719,248 18,390,691
Total number of common stock units in RMCO 31,278,848 30,950,291
Ownership Percentage    
Holdings outstanding Class A common stock (equal to Holdings common units in RMCO) (as a percentage) 59.80% 59.40%
Total percentage of common stock units 100.00% 100.00%
RIHI    
Shares    
Non-controlling interest ownership of common units in RMCO 12,559,600 12,559,600
Ownership Percentage    
Non-controlling interest ownership of common units in RMCO (as a percentage) 40.20% 40.60%
v3.21.1
Non-controlling Interest - Net income reconciliation (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2021
Mar. 31, 2020
Dec. 31, 2020
Minority Interest [Line Items]      
Income before provision for income taxes - parent $ 942 $ 5,552  
Income before provision for income taxes: Non-controlling interest 640 3,528  
Income before provision for income taxes 1,582 9,080  
Provision for income taxes attributable to RE/MAX Holdings, Inc. 150 (2,921)  
Provision for income taxes: Non-controlling interest (92) (869)  
Provision for income taxes 58 (3,790)  
Net income attributable to RE/MAX Holdings, Inc. 1,092 2,631  
Net income: Non-controlling interest 548 2,659  
Net income $ 1,640 5,290  
RMCO, LLC      
Minority Interest [Line Items]      
Parent economic interest in RMCO (as a percentage) 59.80%   59.40%
Net income attributable to RE/MAX Holdings, Inc. $ 1,092 $ 2,631  
RMCO, LLC | Weighted Average      
Minority Interest [Line Items]      
Parent economic interest in RMCO (as a percentage) 59.60% 58.90%  
Total (as a percentage) 100.00% 100.00%  
RIHI | RMCO, LLC      
Minority Interest [Line Items]      
Weighted average ownership of non-controlling interest (as a percentage) 40.20%   40.60%
RIHI | RMCO, LLC | Weighted Average      
Minority Interest [Line Items]      
Weighted average ownership of non-controlling interest (as a percentage) 40.40% 41.10%  
v3.21.1
Non-controlling Interest - Distributions Paid or Payable (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2021
Mar. 31, 2020
Dividends Payable [Line Items]    
Distributions paid or payable to or on behalf of non-controlling unitholders $ 2,889 $ 2,777
Tax and other distributions    
Dividends Payable [Line Items]    
Distributions paid or payable to or on behalf of non-controlling unitholders   14
Dividend distributions    
Dividends Payable [Line Items]    
Distributions paid or payable to or on behalf of non-controlling unitholders $ 2,889 $ 2,763
v3.21.1
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
Mar. 31, 2021
Mar. 31, 2020
Numerator    
Net income attributable to RE/MAX Holdings, Inc. $ 1,092 $ 2,631
RMCO, LLC    
Numerator    
Net income attributable to RE/MAX Holdings, Inc. $ 1,092 $ 2,631
Common Class A    
Denominator for basic net income per share of Class A common stock    
Weighted average shares of Class A common stock outstanding 18,496,532 17,974,264
Denominator for diluted net income per share of Class A common stock    
Weighted average shares of Class A common stock outstanding 18,496,532 17,974,264
Add dilutive effect of the following:    
Weighted average shares of Class A common stock outstanding, diluted 18,866,727 18,033,631
Earnings per share of Class A common stock    
Net income attributable to RE/MAX Holdings, Inc. per share of Class A common stock, basic $ 0.06 $ 0.15
Net income attributable to RE/MAX Holdings, Inc. per share of Class A common stock, diluted $ 0.06 $ 0.15
Restricted stock    
Add dilutive effect of the following:    
Restricted stock 370,195 59,367
v3.21.1
Earnings Per Share and Dividends - Additional Information (Details) - USD ($)
$ / shares in Units, $ in Thousands
 3 Months Ended
May 05, 2021
Mar. 31, 2021
Mar. 31, 2020
Dividends Payable [Line Items]      
Dividends to Class A common stockholders   $ 4,326 $ 3,986
Common Class A      
Dividends Payable [Line Items]      
Cash dividends declared per share of Class A common stock   $ 0.23 $ 0.22
Quarterly dividend      
Dividends Payable [Line Items]      
Dividend to Non-controlling unitholders   $ 2,889 $ 2,763
Quarterly dividend | Common Class A      
Dividends Payable [Line Items]      
Cash dividends declared per share of Class A common stock   $ 0.23 $ 0.22
Dividends to Class A common stockholders   $ 4,326 $ 3,986
Quarterly dividend | Common Class A | Subsequent Event      
Dividends Payable [Line Items]      
Cash dividends declared per share of Class A common stock $ 0.23    
v3.21.1
Acquisitions (Details) - USD ($)
$ in Thousands
Sep. 10, 2020
Aug. 25, 2020
Mar. 31, 2021
Dec. 31, 2020
Purchase Price Allocation        
Goodwill     $ 176,008 $ 175,835
Gadberry        
Business Acquisition [Line Items]        
Cash consideration, net of cash acquired $ 4,600      
Maximum amount of equity based compensation to be earned over time 9,900      
Equity-based compensation, value $ 900      
Gadberry | Minimum        
Business Acquisition [Line Items]        
Period over which equity based compensation will be accounted for into the future (in years) 2 years      
Gadberry | Maximum        
Business Acquisition [Line Items]        
Period over which equity based compensation will be accounted for into the future (in years) 3 years      
Gadberry | Common Class A        
Business Acquisition [Line Items]        
Consideration transferred, stock $ 5,500      
Wemlo        
Business Acquisition [Line Items]        
Cash consideration, net of cash acquired   $ 6,100    
Maximum amount of equity based compensation to be earned over time   $ 6,700    
Period over which equity based compensation will be accounted for into the future (in years)   3 years    
Purchase Price Allocation        
Other intangible assets   $ 6,300    
Goodwill   14,400    
Wemlo | Common Class A        
Business Acquisition [Line Items]        
Consideration transferred, stock   $ 3,300    
v3.21.1
Intangible Assets and Goodwill - Components of Company's Intangible Assets (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2021
Mar. 31, 2020
Dec. 31, 2020
Finite Lived Intangible Assets [Line Items]      
Net Balance $ 68,337   $ 72,196
Net Balance 28,284   29,969
Amortization expense 6,400 $ 5,900  
Franchise agreements      
Finite Lived Intangible Assets [Line Items]      
Initial Cost 180,867 180,867  
Accumulated Amortization (112,530) (108,671)  
Net Balance $ 68,337 72,196  
Franchise agreements | Weighted Average      
Finite Lived Intangible Assets [Line Items]      
Useful life of intangible assets 12 years 7 months 6 days    
Other intangible assets      
Finite Lived Intangible Assets [Line Items]      
Initial Cost $ 56,191 54,704  
Accumulated Amortization (27,907) (24,735)  
Net Balance $ 28,284 29,969  
Other intangible assets | Weighted Average      
Finite Lived Intangible Assets [Line Items]      
Useful life of intangible assets 4 years 8 months 12 days    
Software      
Finite Lived Intangible Assets [Line Items]      
Initial Cost $ 45,876 44,389  
Accumulated Amortization (21,519) (18,926)  
Net Balance $ 24,357 25,463  
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 $ 2,325 2,325  
Accumulated Amortization (1,341) (1,274)  
Net Balance $ 984 1,051  
Trademarks | Weighted Average      
Finite Lived Intangible Assets [Line Items]      
Useful life of intangible assets 8 years 3 months 18 days    
Software Development      
Finite Lived Intangible Assets [Line Items]      
Capitalized software development costs $ 1,600   $ 1,400
Non-compete agreements      
Finite Lived Intangible Assets [Line Items]      
Initial Cost 3,920 3,920  
Accumulated Amortization (3,110) (2,814)  
Net Balance $ 810 1,106  
Non-compete agreements | Weighted Average      
Finite Lived Intangible Assets [Line Items]      
Useful life of intangible assets 5 years 1 month 6 days    
Training materials      
Finite Lived Intangible Assets [Line Items]      
Initial Cost $ 2,400 2,400  
Accumulated Amortization (1,240) (1,120)  
Net Balance $ 1,160 1,280  
Training materials | Weighted Average      
Finite Lived Intangible Assets [Line Items]      
Useful life of intangible assets 5 years    
Other      
Finite Lived Intangible Assets [Line Items]      
Initial Cost $ 1,670 1,670  
Accumulated Amortization (697) (601)  
Net Balance $ 973 $ 1,069  
Other | Weighted Average      
Finite Lived Intangible Assets [Line Items]      
Useful life of intangible assets 5 years 3 months 18 days    
v3.21.1
Intangible Assets and Goodwill - Estimated Future Amortization of Intangible Assets, Other Than Goodwill (Details)
$ in Thousands
Mar. 31, 2021
USD ($)
Finite-Lived Intangible Assets, Amortization Expense, Maturity Schedule [Abstract]  
Remainder of 2021 $ 19,238
2022 23,444
2023 17,512
2024 14,513
2025 10,467
Thereafter 11,447
Estimated future amortization expense $ 96,621
v3.21.1
Intangible Assets and Goodwill - Schedule of Changes in Goodwill (Details)
$ in Thousands
 3 Months Ended
Mar. 31, 2021
USD ($)
Changes to goodwill  
Beginning Balance $ 175,835
Purchase price adjustments 133
Effect of changes in foreign currency exchange rates 40
Ending Balance 176,008
Total Real Estate  
Changes to goodwill  
Beginning Balance 157,202
Purchase price adjustments 133
Effect of changes in foreign currency exchange rates 40
Ending Balance 157,375
Mortgage  
Changes to goodwill  
Beginning Balance 18,633
Ending Balance $ 18,633
v3.21.1
Accrued Liabilities - Schedule of Accrued Liabilities (Details) - USD ($)
$ in Thousands
Mar. 31, 2021
Dec. 31, 2020
Accrued Liabilities.    
Marketing Funds $ 50,675 $ 48,452
Accrued payroll and related employee costs 7,101 10,692
Accrued taxes 2,019 2,491
Accrued professional fees 2,545 1,806
Other 4,868 5,130
Accrued liabilities $ 67,208 $ 68,571
v3.21.1
Debt - Schedule of Debt (Details) - USD ($)
$ in Thousands
Mar. 31, 2021
Dec. 31, 2020
Debt Instrument [Line Items]    
Senior Secured Credit Facility $ 224,431  
Less unamortized debt issuance costs (809) $ (882)
Less unamortized debt discount costs (590) (644)
Less current portion (2,356) (2,428)
Debt, net of current portion 220,676 221,137
Senior Secured Credit Facility    
Debt Instrument [Line Items]    
Senior Secured Credit Facility 224,425 225,013
Other long-term financing    
Debt Instrument [Line Items]    
Other long-term financing $ 6 $ 78
v3.21.1
Debt - Schedule of Maturities of Debt (Details)
$ in Thousands
Mar. 31, 2021
USD ($)
Debt  
Remainder of 2021 $ 1,768
2022 2,350
2023 220,313
Long term debt $ 224,431
v3.21.1
Debt - Additional Information (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2021
Mar. 31, 2020
Debt Instrument [Line Items]    
Payments on debt $ 660 $ 660
Term loan | Senior Secured Credit Facility    
Debt Instrument [Line Items]    
Notes Payable to Bank $ 235,000  
Debt instrument, interest rate 3.50%  
Revolving loan facility    
Debt Instrument [Line Items]    
Amounts drawn on line of credit $ 0  
Revolving loan facility | Senior Secured Credit Facility    
Debt Instrument [Line Items]    
Credit facility, borrowing capacity $ 10,000  
v3.21.1
Fair Value Measurements - Assets and Liabilities Measured at Fair Value on a Recurring Basis (Details)
$ in Thousands
 3 Months Ended
Mar. 31, 2021
USD ($)
item
Dec. 31, 2020
USD ($)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Percentage of gross revenues to be paid yearly 8.00%  
Reduction in franchise sales - percentage 10.00%  
Annual payment period 120 days  
Change in discount rate 1.00%  
Measured on a recurring basis    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Contingent consideration liability $ 6,060 $ 6,340
Level 3 | Measured on a recurring basis    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Contingent consideration liability 6,060 6,340
Motto Mortgage | Measured on a recurring basis    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Contingent consideration liability 4,700 4,750
Motto Mortgage | Level 3 | Measured on a recurring basis    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Contingent consideration liability 4,700 4,750
Gadberry | Measured on a recurring basis    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Contingent consideration liability 1,360 1,590
Gadberry | Level 3 | Measured on a recurring basis    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Contingent consideration liability 1,360 $ 1,590
Ten Percent Reduction In Franchise Sales [Member]    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Deferred revenue, current and noncurrent 200  
One Percent Change To Discount Rate [Member]    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Deferred revenue, current and noncurrent $ 100  
Minimum    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Assumed number of franchises sold annually | item 70  
Maximum    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Assumed number of franchises sold annually | item 80  
v3.21.1
Fair Value Measurements - Reconciliation of Assets and Liabilities Measured Using Significant Unobservable Inputs (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2021
Mar. 31, 2020
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Fair value adjustments $ (280) $ (505)
Measured on a recurring basis    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Balance at Beginning 6,340  
Balance at Ending 6,060  
Level 3 | Measured on a recurring basis    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Balance at Beginning 6,340  
Fair value adjustments (280)  
Balance at Ending $ 6,060  
v3.21.1
Fair Value Measurements - Schedule of Senior Secured Credit Facility (Details) - Senior Secured Credit Facility - USD ($)
$ in Thousands
Mar. 31, 2021
Dec. 31, 2020
Carrying amounts    
Debt Instrument [Line Items]    
Long term debt, carrying amount $ 223,026 $ 223,487
Level 2 | Estimated fair value    
Debt Instrument [Line Items]    
Long term debt, fair value $ 223,303 $ 223,887
v3.21.1
Equity-Based Compensation (Details)
$ / shares in Units, $ in Thousands
 3 Months Ended
Mar. 31, 2021
USD ($)
item
employee
$ / shares
shares
Mar. 31, 2020
USD ($)
Employee stock-based compensation expense    
Equity-based compensation capitalized | $   $ (32)
Equity-based compensation expense | $ $ 12,054 2,186
Time-based awards    
Employee stock-based compensation expense    
Equity-based compensation expense | $ 9,821 2,137
Accelerated expense | $ $ 5,500  
Number of employees departed | employee 2  
Restricted Stock Units    
Nonvested at beginning of period | shares 1,018,008  
Granted | shares 240,101  
Shares vested (including tax withholding) | shares (410,418)  
Forfeited | shares (13,347)  
Nonvested at end of period | shares 834,344  
Nonvested at beginning of period, Weighted average grant date fair value per share | $ / shares $ 36.74  
Granted, Weighted average grant date fair value per share | $ / shares 41.72  
Shares vested (including tax withholding) , Weighted average grant date fair value per share | $ / shares 38.42  
Forfeited, Weighted average grant date fair value per share | $ / shares 37.88  
Nonvested at end of period, Weighted average grant date fair value per share | $ / shares $ 37.33  
Unrecognized compensation cost | $ $ 24,900  
Period for recognition of RSU compensation expense 1 year 10 months 24 days  
Performance-based awards    
Employee stock-based compensation expense    
Equity-based compensation expense | $ $ 796 $ 81
Restricted Stock Units    
Nonvested at beginning of period | shares 281,735  
Granted | shares 55,229  
Forfeited | shares (2,573)  
Nonvested at end of period | shares 334,391  
Nonvested at beginning of period, Weighted average grant date fair value per share | $ / shares $ 32.34  
Granted, Weighted average grant date fair value per share | $ / shares 41.72  
Forfeited, Weighted average grant date fair value per share | $ / shares 28.29  
Nonvested at end of period, Weighted average grant date fair value per share | $ / shares $ 33.92  
Unrecognized compensation cost | $ $ 5,800  
Period for recognition of RSU compensation expense 1 year 10 months 24 days  
Period of performance measurement 3 years  
Number of one year performance periods | item 3  
Bonus settled in shares    
Employee stock-based compensation expense    
Equity-based compensation expense | $ $ 1,437  
v3.21.1
Segment Information (Details)
 3 Months Ended
Mar. 31, 2021
segment
Segment Information  
Number of Operating Segments 4
v3.21.1
Segment Information - Revenue (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2021
Mar. 31, 2020
Segment Reporting Information    
Total revenue $ 72,295 $ 70,272
Total Real Estate    
Segment Reporting Information    
Total revenue 51,154 49,905
Mortgage    
Segment Reporting Information    
Total revenue 2,323 1,458
Marketing Funds fees    
Segment Reporting Information    
Total revenue 18,145 17,522
Other    
Segment Reporting Information    
Total revenue 673 1,387
Continuing franchise fees    
Segment Reporting Information    
Total revenue 25,374 24,143
Continuing franchise fees | Total Real Estate    
Segment Reporting Information    
Total revenue 23,609 22,877
Continuing franchise fees | Mortgage    
Segment Reporting Information    
Total revenue 1,765 1,266
Annual dues    
Segment Reporting Information    
Total revenue 8,672 8,921
Annual dues | Total Real Estate    
Segment Reporting Information    
Total revenue 8,672 8,921
Broker fees    
Segment Reporting Information    
Total revenue 11,953 9,444
Broker fees | Total Real Estate    
Segment Reporting Information    
Total revenue 11,953 9,444
Franchise sales and other revenue    
Segment Reporting Information    
Total revenue 8,151 10,242
Franchise sales and other revenue | Total Real Estate    
Segment Reporting Information    
Total revenue 6,920 8,663
Franchise sales and other revenue | Mortgage    
Segment Reporting Information    
Total revenue $ 558 $ 192
v3.21.1
Segment Information - Reconciliation (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2021
Mar. 31, 2020
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated    
Adjusted EBITDA $ 23,160 $ 19,539
Gain (loss) on sale or disposition of assets 11 11
Equity-based compensation expense (12,054) (2,186)
Acquisition-related expense (943) (566)
Gain on reduction in tax receivable agreement liability   500
Fair value adjustments to contingent consideration 280 505
Interest income 163 269
Interest expense (2,098) (2,682)
Depreciation and amortization (6,937) (6,310)
Income before provision for income taxes 1,582 9,080
Total Real Estate    
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated    
Adjusted EBITDA 24,420 20,731
Mortgage    
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated    
Adjusted EBITDA (1,150) (578)
Other    
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated    
Adjusted EBITDA $ (110) $ (614)