RE/MAX HOLDINGS, INC., 10-Q filed on 8/2/2019
Quarterly Report
v3.19.2
Document and Entity Information - shares
 6 Months Ended
Jun. 30, 2019
Jul. 31, 2019
Document Type 10-Q  
Document Quarterly Report true  
Document Transition Report false  
Document Period End Date Jun. 30, 2019  
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, $0.0001 par value per share  
Trading Symbol RMAX  
Security Exchange Name NYSE  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Large Accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Shell Company false  
Current Fiscal Year End Date --12-31  
Document Fiscal Year Focus 2019  
Document Fiscal Period Focus Q2  
Entity Central Index Key 0001581091  
Amendment Flag false  
Common Class A    
Entity Common Stock, Shares Outstanding   17,833,158
Common Class B    
Entity Common Stock, Shares Outstanding   1
v3.19.2
Condensed Consolidated Balance Sheets - USD ($)
$ in Thousands
Jun. 30, 2019
Dec. 31, 2018
Current assets:    
Cash and cash equivalents $ 72,486 $ 59,974
Restricted cash 23,627 0
Accounts and notes receivable, current portion, less allowances of $9,774 and $7,980, respectively 32,206 21,185
Income taxes receivable 1,669 533
Other current assets 8,474 5,855
Total current assets 138,462 87,547
Property and equipment, net of accumulated depreciation of $14,117 and $13,280 respectively 5,643 4,390
Operating lease right of use assets 53,363 0
Franchise agreements, net 95,407 103,157
Other intangible assets, net 23,478 22,965
Goodwill 150,812 150,684
Deferred tax assets, net 50,997 53,698
Other assets, net of current portion 5,687 4,399
Total assets 523,849 426,840
Current liabilities:    
Accounts payable 3,673 1,890
Accrued liabilities 48,937 13,143
Income taxes payable 11 208
Deferred revenue 25,571 25,489
Current portion of debt 2,637 2,622
Current portion of payable pursuant to tax receivable agreements 3,578 3,567
Operating lease liabilities 4,829 0
Total current liabilities 89,236 46,919
Debt, net of current portion 224,090 225,165
Payable pursuant to tax receivable agreements, net of current portion 34,355 37,220
Deferred tax liabilities, net 313 400
Deferred revenue, net of current portion 19,121 20,224
Operating lease liabilities, net of current portion 58,578 0
Other liabilities, net of current portion 6,231 17,637
Total liabilities 431,924 347,565
Commitments and contingencies (note 14)
Stockholders' equity:    
Additional paid-in capital 463,055 460,101
Retained earnings 26,595 21,138
Accumulated other comprehensive income, net of tax 397 328
Total stockholders' equity attributable to RE/MAX Holdings, Inc. 490,049 481,569
Non-controlling interest (398,124) (402,294)
Total stockholders' equity 91,925 79,275
Total liabilities and stockholders' equity 523,849 426,840
Common Class A    
Stockholders' equity:    
Common stock 2 2
Total stockholders' equity 2 2
Common Class B    
Stockholders' equity:    
Common stock 0 0
Total stockholders' equity $ 0 $ 0
v3.19.2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($)
$ in Thousands
Jun. 30, 2019
Dec. 31, 2018
Accounts and notes receivable, allowance $ 9,774 $ 7,980
Property and equipment, accumulated depreciation $ 14,117 $ 13,280
Common Class A    
Common stock, par value $ 0.0001 $ 0.0001
Common stock, shares authorized 180,000,000 180,000,000
Common stock, shares issued 17,809,119 17,754,416
Common stock, shares outstanding 17,809,119 17,754,416
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
v3.19.2
Condensed Consolidated Statements of Income - USD ($)
 3 Months Ended 6 Months Ended
Jun. 30, 2019
Jun. 30, 2018
Jun. 30, 2019
Jun. 30, 2018
Revenue:        
Total revenue $ 71,381,000 $ 54,277,000 $ 142,559,000 $ 106,919,000
Operating expenses:        
Selling, operating and administrative expenses 25,726,000 28,307,000 59,250,000 62,675,000
Marketing Funds expenses 18,060,000 0 36,832,000 0
Depreciation and amortization 5,541,000 5,069,000 11,099,000 9,644,000
(Gain) loss on sale or disposition of assets, net (16,000) (13,000) 363,000 (31,000)
Total operating expenses 49,311,000 33,363,000 107,544,000 72,288,000
Operating income 22,070,000 20,914,000 35,015,000 34,631,000
Other expenses, net:        
Interest expense (3,154,000) (3,171,000) (6,309,000) (5,895,000)
Interest income 342,000 98,000 662,000 217,000
Foreign currency transaction gains (losses) 61,000 (103,000) 116,000 (186,000)
Total other expenses, net (2,751,000) (3,176,000) (5,531,000) (5,864,000)
Income before provision for income taxes 19,319,000 17,738,000 29,484,000 28,767,000
Provision for income taxes (3,186,000) (3,147,000) (5,094,000) (5,009,000)
Net income 16,133,000 14,591,000 24,390,000 23,758,000
Less: net income attributable to non-controlling interest (note 4) 7,563,000 6,943,000 11,411,000 11,127,000
Net income attributable to RE/MAX Holdings, Inc. 8,570,000 7,648,000 $ 12,979,000 $ 12,631,000
Weighted average shares of Class A common stock outstanding        
Cash dividends declared per share of Class A common stock     $ 0.42 $ 0.40
Common Class A        
Other expenses, net:        
Net income $ 0 $ 0    
Net income attributable to RE/MAX Holdings, Inc. per share of Class A common stock        
Basic $ 0.48 $ 0.43 0.73 0.71
Diluted $ 0.48 $ 0.43 $ 0.73 $ 0.71
Weighted average shares of Class A common stock outstanding        
Basic 17,808,321 17,746,042 17,791,942 17,727,671
Diluted 17,833,958 17,769,641 17,825,880 17,763,592
Cash dividends declared per share of Class A common stock $ 0.21 $ 0.20 $ 0.42 $ 0.40
Continuing franchise fees        
Revenue:        
Total revenue $ 24,894,000 $ 25,211,000 $ 49,850,000 $ 50,451,000
Annual dues        
Revenue:        
Total revenue 8,819,000 8,973,000 17,673,000 17,669,000
Broker fees        
Revenue:        
Total revenue 13,459,000 13,993,000 22,047,000 23,181,000
Marketing Funds fees        
Revenue:        
Total revenue 18,060,000 0 36,832,000 0
Franchise sales and other revenue        
Revenue:        
Total revenue $ 6,149,000 $ 6,100,000 $ 16,157,000 $ 15,618,000
v3.19.2
Condensed Consolidated Statements of Comprehensive Income - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2019
Jun. 30, 2018
Jun. 30, 2019
Jun. 30, 2018
Consolidated Statements of Comprehensive Income        
Net income $ 16,133 $ 14,591 $ 24,390 $ 23,758
Change in cumulative translation adjustment 65 (85) 134 (167)
Other comprehensive income (loss), net of tax 65 (85) 134 (167)
Comprehensive income 16,198 14,506 24,524 23,591
Less: comprehensive income attributable to non-controlling interest 7,595 6,912 11,476 11,057
Comprehensive income attributable to RE/MAX Holdings, Inc., net of tax $ 8,603 $ 7,594 $ 13,048 $ 12,534
v3.19.2
Condensed Consolidated Statement of Stockholders' Equity - USD ($)
Additional paid-in capital
Retained earnings
Accumulated other comprehensive income (loss), net of tax
Non-controlling interest
Common Class A
Common Class B
Total
Beginning balance, Value at Dec. 31, 2017 $ 451,199,000 $ 8,400,000 $ 459,000 $ (410,934,000) $ 2,000 $ 0 $ 49,126,000
Beginning balance, Shares at Dec. 31, 2017         17,696,991 1  
Net income 0 4,983,000 0 4,184,000 $ 0 $ 0 9,167,000
Distributions to non-controlling unitholders 0 0 0 (4,212,000) 0 0 (4,212,000)
Equity-based compensation expense and related dividend equivalents, value 1,268,000 (48,000) 0 0 $ 0 $ 0 1,220,000
Equity-based compensation expense and related dividend equivalents, shares         46,520 0  
Dividends to Class A common stockholders 0 (3,547,000) 0 0 $ 0 $ 0 (3,547,000)
Change in accumulated other comprehensive income 0 0 (43,000) (39,000) 0 0 (82,000)
Payroll taxes related to net settled restricted stock units (value) (564,000) 0 0 0 $ 0 $ 0 (564,000)
Payroll taxes related to net settled restricted stock units (in shares)         (10,209) 0  
Ending balance, Value at Mar. 31, 2018 451,903,000 9,788,000 416,000 (411,001,000) $ 2,000 $ 0 51,108,000
Ending balance, Shares at Mar. 31, 2018         17,733,302 1  
Beginning balance, Value at Dec. 31, 2017 451,199,000 8,400,000 459,000 (410,934,000) $ 2,000 $ 0 49,126,000
Beginning balance, Shares at Dec. 31, 2017         17,696,991 1  
Net income             23,758,000
Dividends to Class A common stockholders             (7,096,000)
Change in accumulated other comprehensive income             (167,000)
Ending balance, Value at Jun. 30, 2018 454,045,000 13,822,000 362,000 (407,695,000) $ 2,000 $ 0 60,536,000
Ending balance, Shares at Jun. 30, 2018         17,746,184 1  
Beginning balance, Value at Mar. 31, 2018 451,903,000 9,788,000 416,000 (411,001,000) $ 2,000 $ 0 51,108,000
Beginning balance, Shares at Mar. 31, 2018         17,733,302 1  
Net income 0 7,648,000 0 6,943,000 $ 0 $ 0 14,591,000
Distributions to non-controlling unitholders 0 0 0 (3,606,000) 0 0 (3,606,000)
Equity-based compensation expense and related dividend equivalents, value 2,162,000 (65,000) 0 0 $ 0 $ 0 2,097,000
Equity-based compensation expense and related dividend equivalents, shares         18,358 0  
Dividends to Class A common stockholders 0 (3,549,000) 0 0 $ 0 $ 0 (3,549,000)
Change in accumulated other comprehensive income 0 0 (54,000) (31,000) 0 0 (85,000)
Payroll taxes related to net settled restricted stock units (value) (331,000) 0 0 0 $ 0 $ 0 (331,000)
Payroll taxes related to net settled restricted stock units (in shares)         (5,476) 0  
Other 311,000 0 0 0 $ 0 $ 0 311,000
Ending balance, Value at Jun. 30, 2018 454,045,000 13,822,000 362,000 (407,695,000) $ 2,000 $ 0 60,536,000
Ending balance, Shares at Jun. 30, 2018         17,746,184 1  
Beginning balance, Value at Dec. 31, 2018 460,101,000 21,138,000 328,000 (402,294,000) $ 2,000 $ 0 79,275,000
Beginning balance, Shares at Dec. 31, 2018         17,754,416 1  
Net income 0 4,409,000 0 3,848,000 $ 0 $ 0 8,257,000
Distributions to non-controlling unitholders 0 0 0 (2,693,000) 0 0 (2,693,000)
Equity-based compensation expense and related dividend equivalents, value 3,213,000 (42,000) 0 0 $ 0 $ 0 3,171,000
Equity-based compensation expense and related dividend equivalents, shares         70,797 0  
Dividends to Class A common stockholders 0 (3,740,000) 0 0 $ 0 $ 0 (3,740,000)
Change in accumulated other comprehensive income 0 0 36,000 33,000 0 0 69,000
Payroll taxes related to net settled restricted stock units (value) (713,000) 0 0 0 $ 0 $ 0 (713,000)
Payroll taxes related to net settled restricted stock units (in shares)         (17,265) 0  
Ending balance, Value at Mar. 31, 2019 462,601,000 21,765,000 364,000 (401,106,000) $ 2,000 $ 0 83,626,000
Ending balance, Shares at Mar. 31, 2019         17,807,948 1  
Beginning balance, Value at Dec. 31, 2018 460,101,000 21,138,000 328,000 (402,294,000) $ 2,000 $ 0 79,275,000
Beginning balance, Shares at Dec. 31, 2018         17,754,416 1  
Net income             24,390,000
Dividends to Class A common stockholders             (7,479,000)
Change in accumulated other comprehensive income             134,000
Ending balance, Value at Jun. 30, 2019 463,055,000 26,595,000 397,000 (398,124,000) $ 2,000 $ 0 91,925,000
Ending balance, Shares at Jun. 30, 2019         17,809,119 1  
Beginning balance, Value at Mar. 31, 2019 462,601,000 21,765,000 364,000 (401,106,000) $ 2,000 $ 0 83,626,000
Beginning balance, Shares at Mar. 31, 2019         17,807,948 1  
Net income 0 8,570,000 0 7,563,000 $ 0 $ 0 16,133,000
Distributions to non-controlling unitholders 0 0 0 (4,613,000) 0 0 (4,613,000)
Equity-based compensation expense and related dividend equivalents, value 182,000 (1,000) 0 0 $ 0 $ 0 181,000
Equity-based compensation expense and related dividend equivalents, shares         1,740 0  
Dividends to Class A common stockholders 0 (3,739,000) 0 0 $ 0 $ 0 (3,739,000)
Change in accumulated other comprehensive income 0 0 33,000 32,000 0 0 65,000
Payroll taxes related to net settled restricted stock units (value) (18,000) 0 0 0 $ 0 $ 0 (18,000)
Payroll taxes related to net settled restricted stock units (in shares)         (569) 0  
Other 290,000 0 0 0 $ 0 $ 0 290,000
Ending balance, Value at Jun. 30, 2019 $ 463,055,000 $ 26,595,000 $ 397,000 $ (398,124,000) $ 2,000 $ 0 $ 91,925,000
Ending balance, Shares at Jun. 30, 2019         17,809,119 1  
v3.19.2
Condensed Consolidated Statements of Cash Flows - USD ($)
$ in Thousands
 6 Months Ended
Jun. 30, 2019
Jun. 30, 2018
Cash flows from operating activities:    
Net income $ 24,390 $ 23,758
Adjustments to reconcile net income to net cash provided by operating activities:    
Depreciation and amortization 11,099 9,644
Bad debt expense 2,560 823
Loss (gain) on sale or disposition of assets and sublease, net 363 (141)
Equity-based compensation expense 5,847 3,424
Deferred income tax expense 2,521 2,060
Fair value adjustments to contingent consideration 345 80
Payments pursuant to tax receivable agreements (2,854) 0
Other, net 685 567
Changes in operating assets and liabilities (11,973) (6,285)
Net cash provided by operating activities 32,983 33,930
Cash flows from investing activities:    
Purchases of property, equipment and software and capitalization of trademark costs (7,378) (1,441)
Acquisitions, net of cash acquired of $0 and $362, respectively 0 (25,888)
Restricted cash acquired with the Marketing Funds acquisition 28,495 0
Other (1,200) 0
Net cash provided by (used in) investing activities 19,917 (27,329)
Cash flows from financing activities:    
Payments on debt (1,311) (1,554)
Distributions paid to non-controlling unitholders (7,306) (7,818)
Dividends and dividend equivalents paid to Class A common stockholders (7,522) (7,209)
Payment of payroll taxes related to net settled restricted stock units (731) (895)
Payment of contingent consideration 0 (50)
Net cash used in financing activities (16,870) (17,526)
Effect of exchange rate changes on cash 109 (43)
Net increase (decrease) in cash, cash equivalents and restricted cash 36,139 (10,968)
Cash, cash equivalents and restricted cash, beginning of year 59,974 50,807
Cash, cash equivalents and restricted cash, end of period 96,113 39,839
Supplemental disclosures of cash flow information:    
Cash paid for interest 5,948 5,616
Net cash paid for income taxes 3,885 3,741
Schedule of non cash investing activities:    
Property, equipment, software and trademarks included in accounts payable and accrued liabilities $ 547 $ 259
v3.19.2
Condensed Consolidated Statements of Cash Flows (Parenthetical) - USD ($)
$ in Thousands
 6 Months Ended
Jun. 30, 2019
Jun. 30, 2018
Consolidated Statements of Cash Flows    
Cash acquired $ 0 $ 362
v3.19.2
Business and Organization
 6 Months Ended
Jun. 30, 2019
Business and Organization  
Business and Organization

1. Business and Organization

RE/MAX Holdings, Inc. (“RE/MAX 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. RE/MAX, founded in 1973, has over 125,000 agents operating in over 8,000 offices and a presence in more than 110 countries and territories. Motto Mortgage (“Motto”), founded in 2016, is the first nationally franchised mortgage brokerage in the U.S.

v3.19.2
Summary of Significant Accounting Policies
 6 Months Ended
Jun. 30, 2019
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, 2018, which was derived from the audited consolidated financial statements at that date, and the unaudited interim condensed consolidated financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”). Certain information and footnote disclosures normally included in annual consolidated financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. The accompanying condensed consolidated financial statements are presented on a consolidated basis and include the accounts of RE/MAX Holdings and its consolidated subsidiaries. All significant intercompany accounts and transactions have been eliminated. In the opinion of management, the accompanying condensed consolidated financial statements reflect all normal and recurring adjustments necessary to present fairly the Company’s financial position as of June 30, 2019 and the results of its operations and comprehensive income, cash flows and changes in its stockholder’s equity for the three and six months ended June 30, 2019 and 2018. Interim results may not be indicative of full-year performance. These condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements within the Company’s Annual Report on Form 10-K for the year ended December 31, 2018 (“2018 Annual Report on Form 10-K”).

Use of Estimates

​

The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.

​

Segment Reporting

​

In January 2019, the Company acquired all of the regional and pan-regional advertising fund entities previously owned by its founder and Chairman of the Board of Directors, David Liniger. All of these entities, except for the Western Canada region, were then merged into a new entity called RE/MAX Marketing Fund (with the Western Canada fund, collectively, the “Marketing Funds”). See Note 6, Acquisitions for more information. As a result of the acquisition of the Marketing Funds, the Company added the Marketing Funds as a reportable segment as of January 1, 2019.

The Company operates under the following reportable segments:

●RE/MAX Franchising – comprises the operations of the Company’s owned and independent global franchising operations under the RE/MAX brand name and corporate-wide shared services expenses.
●Marketing Funds – comprises the operations of the Company’s marketing campaigns designed to build and maintain brand awareness and support certain agent marketing technology.
●Other – comprises the operations of Motto Franchising and booj, which, due to quantitative insignificance, do not meet the criteria of a reportable segment.

Principles of Consolidation

​

RE/MAX Holdings consolidates RMCO and records a non-controlling interest in the accompanying Condensed Consolidated Balance Sheets and records net income attributable to the non-controlling interest and comprehensive income attributable to the non-controlling interest in the accompanying Condensed Consolidated Statements of Income and Condensed Consolidated Statements of Comprehensive Income, respectively.

Revenue Recognition

The Company generates most of its revenue from contracts with customers. The Company’s franchise agreements offer the following benefits to the franchisee: common use and promotion of RE/MAX and Motto trademarks; distinctive sales and promotional materials; access to technology; standardized supplies and other materials used in RE/MAX and Motto offices; and recommended procedures for operation of RE/MAX or Motto offices. The Company concluded that these benefits are highly related and all a part of one performance obligation, a license of symbolic intellectual property that is billed through a variety of fees including franchise sales, continuing franchise fees, marketing funds fees, broker fees, and annual dues, described below. The Company has other performance obligations associated with contracts with customers in other revenue for training, marketing and events, and legacy booj customers. The method used to measure progress is over the passage of time for most streams of revenue. The following is a description of principal activities from which the Company generates its revenue.

Continuing Franchise Fees

Revenue from continuing franchise fees consists of fixed contractual fees paid monthly by franchisees based on the number of RE/MAX agents in the respective franchised region or office and the number of Motto offices open, reaching the full monthly billing once the Motto office has been open and operating for a year. This revenue is recognized in the month for which the fee is billed. This revenue is a usage-based royalty as it is dependent on the number of RE/MAX agents and number of Motto offices.

Marketing Funds Fees

Revenue from Marketing Funds fees consists of fixed contractual fees paid monthly by franchise owners and franchisees based on the number of RE/MAX agents in the respective franchised region or office or the number of Motto offices. These revenues are obligated to be used for marketing campaigns to build brand awareness and to support agent marketing technology. Amounts received into the Marketing Funds are recognized as revenue in the month for which the fee is billed. This revenue is a usage-based royalty as it is dependent on the number of RE/MAX agents or number of Motto offices.

All assets of the Marketing Funds are contractually restricted for the benefit of franchisees, and the Company recognizes an equal and offsetting liability on the Company’s balance sheet. Additionally, this results in recording an equal and offsetting amount of expenses against all revenues such that there is no impact to overall profitability of the Company from these revenues.

Annual Dues

Annual dues revenue consists of fixed contractual fees paid annually based on the number of RE/MAX agents. The Company defers the annual dues revenue when billed and recognizes the revenue ratably over the 12-month period to which it relates. Annual dues revenue is a usage-based royalty as it is dependent on the number of RE/MAX agents.

The activity in the Company’s deferred revenue for annual dues is included in “Deferred revenue” and “Deferred revenue, net of current portion” on the Condensed Consolidated Balance Sheets, and consists of the following in aggregate (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

    

Balance at
beginning of period

    

New billings

    

Revenue recognized(a)

    

Balance at end
of period

Six months ended June 30, 2019

​

$

15,877

​

$

18,828

​

$

(17,673)

​

$

17,032

(a)

Revenue recognized related to the beginning balance was $4.5 million and $11.4 million for the three and six months ended June 30, 2019, respectively.

Broker Fees

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

Franchise Sales

Franchise sales comprises revenue from the sale or renewal of franchises. A fee is charged upon a franchise sale or renewal. Those fees are deemed to be a part of the license of symbolic intellectual property and are recognized as revenue over the contractual term of the franchise agreement, which is typically five years for RE/MAX and seven years for Motto. The activity in the Company’s franchise sales deferred revenue accounts consists of the following (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

    

Balance at
beginning of period

    

New billings

    

Revenue recognized(a)

    

Balance at end
of period

Six months ended June 30, 2019

​

$

27,560

​

$

3,283

​

$

(4,697)

​

$

26,146

(a)

Revenue recognized related to the beginning balance was $2.1 million and $4.4 million for the three and six months ended June 30, 2019, respectively.

Commissions Related to Franchise Sales

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

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Balance at

​

​

​

Additions to contract

​

Balance at end

​

    

beginning of period

    

Expense recognized

    

cost for new activity

    

of period

Six months ended June 30, 2019

​

$

3,748

​

$

(704)

​

$

525

​

$

3,569

​

Other Revenue

Other revenue is primarily revenue from preferred marketing arrangements and event-based revenue from training and other programs. Revenue from preferred marketing arrangements involves both flat fees paid in advance as well as revenue sharing, both of which are generally recognized over the period of the arrangement and are recorded net as the Company does not control the good or service provided. Event-based revenue is recognized when the event occurs and until then is included in “Deferred revenue”. Other revenue also includes revenue from booj’s legacy operations for its external customers as booj continues to provide technology products and services, such as websites, mobile apps, reporting and site tools, to its legacy customers.

Disaggregated Revenue

In the following table, segment revenue is disaggregated by geographical area for the three and six months ended June 30, 2019 and 2018 (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended

​

Six Months Ended

​

​

June 30, 

​

June 30, 

​

    

2019

    

2018

    

2019

    

2018

U.S.

​

$

41,689

​

$

43,343

​

$

83,424

​

$

86,695

Canada

​

​

5,893

​

​

6,213

​

​

11,242

​

​

11,976

Global

​

​

2,803

​

​

2,554

​

​

5,543

​

​

5,033

Total RE/MAX Franchising

​

​

50,385

​

​

52,110

​

​

100,209

​

​

103,704

U.S.

​

​

16,381

​

​

—

​

​

33,053

​

​

—

Canada

​

​

1,500

​

​

—

​

​

3,385

​

​

—

Global

​

​

179

​

​

—

​

​

394

​

​

—

Total Marketing Funds

​

​

18,060

​

​

—

​

​

36,832

​

​

—

Other

​

​

2,936

​

​

2,167

​

​

5,518

​

​

3,215

Total

​

$

71,381

​

$

54,277

​

$

142,559

​

$

106,919

In the following table, segment revenue is disaggregated by owned or independent regions in the U.S. and Canada for the RE/MAX Franchising segment for the three and six months ended June 30, 2019 and 2018 (in thousands). The split between owned or independent regions is not material to the Marketing Funds or Other segments:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended

​

Six Months Ended

​

​

June 30, 

​

June 30, 

​

​

2019

    

2018

​

2019

    

2018

Company-owned Regions

​

$

34,019

​

$

35,692

​

$

64,037

​

$

67,055

Independent Regions

​

​

11,394

​

​

11,694

​

​

22,317

​

​

22,843

Global and Other

​

​

4,972

​

​

4,724

​

​

13,855

​

​

13,806

Total RE/MAX Franchising

​

​

50,385

​

​

52,110

​

​

100,209

​

​

103,704

Marketing Funds

​

​

18,060

​

​

—

​

​

36,832

​

​

—

Other

​

​

2,936

​

​

2,167

​

​

5,518

​

​

3,215

Total

​

$

71,381

​

$

54,277

​

$

142,559

​

$

106,919

​

Transaction Price Allocated to the Remaining Performance Obligations

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

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

    

Remaining 6
months of
2019

    

2020

    

2021

    

2022

    

2023

    

2024

    

Thereafter

    

Total

Annual dues

​

$

12,615

​

$

4,417

​

$

—

​

$

—

​

$

—

​

$

—

​

$

—

​

$

17,032

Franchise sales

​

​

3,737

​

​

6,512

​

​

5,162

​

​

3,693

​

​

2,193

​

​

1,108

​

​

3,741

​

​

26,146

Total

​

$

16,352

​

$

10,929

​

$

5,162

​

$

3,693

​

$

2,193

​

$

1,108

​

$

3,741

​

$

43,178

​

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):

​

​

​

​

​

​

​

​

​

​

June 30, 

​

December 31, 

​

    

2019

​

2018

Cash and cash equivalents

​

$

72,486

​

$

59,974

Restricted cash

​

​

23,627

​

​

—

Total cash, cash equivalents and restricted cash

​

$

96,113

​

$

59,974

​

Services Provided to the Marketing Funds by RE/MAX Franchising

​

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

Costs charged from RE/MAX Franchising to the Marketing Funds for the three and six months ended June 30, 2019 are as follows (in thousands):

​

​

​

​

​

​

​

​

​

Three Months Ended

​

Six Months Ended

​

​

June 30, 

​

June 30, 

Technology development - operating

​

$

1,199

​

$

2,164

Technology development - capital

​

​

1,529

​

​

2,464

Marketing staff and administrative services

​

​

1,024

​

​

2,049

Total

​

$

3,752

​

$

6,677

​

Costs charged to the Marketing Funds for the three and six months ended June 30, 2018 are disclosed in Note 15, Related-Party Transactions.

Recently Adopted Accounting Pronouncements

In February 2018, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2018-02, Income Statement – Reporting Comprehensive Income (Topic 220), which adjusts the classification of stranded tax effects resulting from the Tax Cuts and Jobs Act from accumulated other comprehensive income to retained earnings. ASU 2018-02 became effective for the Company on January 1, 2019. The standard is to be applied either in the period of adoption or retrospectively to each period affected by the Tax Cuts and Jobs Act. The Company completed the majority of its accounting for the tax effects of the Tax Cuts and Jobs Act as of December 31, 2017. The amendments of ASU 2018-02 did not have a significant impact on the Company’s consolidated financial statements and related disclosures.

In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), with several subsequent amendments, which requires lessees to recognize the assets and liabilities that arise from operating and finance leases on the consolidated balance sheets, with a few exceptions. ASU 2016-02 became effective for the Company on January 1, 2019 and replaced the existing lease guidance in U.S. GAAP when it became effective. The Company did not retrospectively recast prior periods presented and instead adjusted assets and liabilities on January 1, 2019. In addition, the Company elected the package of practical expedients permitted under the transition guidance, which allowed the Company to forgo reassessing (a) whether a contract contains a lease, (b) lease classification, and (c) whether capitalized costs associated

with a lease are initial direct costs. The practical expedient was applied consistently to all the Company’s leases, including those for which the Company acts as the lessor. In addition, the Company elected the practical expedient relating to the combination of lease and non-lease components as a single lease component. The Company chose not to apply the hindsight practical expedient. The new lease guidance has been applied to all the Company’s leases as of January 1, 2019, which impacted how operating lease assets and liabilities were recorded within the Condensed Consolidated Balance Sheet, resulting in the recording of approximately $65.8 million of lease liabilities and approximately $55.6 million of right-of-use (“ROU”) assets on the Condensed Consolidated Balance Sheet. Deferred rent and sublease loss balances as of January 1, 2019 of approximately $9.3 million and approximately $2.4 million, respectively, and intangible assets of approximately $1.5 million were subsumed into the ROU asset at transition. Adoption of the new standard did not materially affect the Company’s consolidated net earnings and had no impact on cash flows. See Note 3, Leases, for more information.

New Accounting Pronouncements Not Yet Adopted

In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820), with several subsequent amendments, which eliminates certain disclosure requirements for fair value measurements and requires new or modified disclosures. ASU 2018-13 is effective for the Company beginning January 1, 2020. Certain changes are applied retrospectively to each period presented and others are to be applied either in the period of adoption or prospectively. The Company believes the amendments of ASU 2018-13 will not have a significant impact on the Company’s consolidated financial statements and related disclosures.

In January 2017, the FASB issued ASU 2017-04, Intangibles – Goodwill and Other (Topic 350), which simplifies the subsequent measurement of goodwill by eliminating step two from the goodwill impairment test. ASU 2017-04 is effective for annual and interim impairment tests beginning January 1, 2020 for the Company and is required to be adopted using a prospective approach. Early adoption is allowed for annual goodwill impairment tests performed on testing dates after January 1, 2017.
v3.19.2
Leases
 6 Months Ended
Jun. 30, 2019
Leases  
Leases

3. 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. The leases have remaining lease terms ranging from less than a year up to 15 years, some of which include one or more options to renew, with renewal terms that can extend the lease term from one to 20 years depending on the lease. Of these renewal options, the Company determined that none are reasonably certain to be exercised. All the Company’s material leases are classified as operating leases.

The Company has a lease for its corporate headquarters office building (the “Master Lease”) that expires in 2028. The Company may, at its option, extend the Master Lease for two renewal periods of 10 years. Under the terms of the Master Lease, the Company pays an annual base rent, which escalates 3% each year, including the first optional renewal period. The second optional renewal period resets to fair market rental value, and the rent escalates 3% each year until expiration. The Company pays for operating expenses in connection with the ownership, maintenance, operation, upkeep and repair of the leased space. The Master Lease is the Company’s only significant lease as of June 30, 2019.

The Company acts as the lessor for four sublease agreements on its corporate headquarters, consisting solely of operating leases, each of which include a renewal option for the lessee to extend the length of the lease. Renewal options for two of the sublease agreements are contingent upon renewal of the corporate headquarters lease, which is not reasonably certain to be exercised in 2028. As such, the Company determined these sublease renewal options are not reasonably certain to be exercised. Renewal options for the remaining two sublease agreements have already been exercised and will expire before the end of the corporate headquarters lease in 2028.

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.

The Company used its Senior Secured Credit Facility interest rate to extrapolate a rate for each of its leases to calculate the present value of the lease liability and right-of-use asset. A summary of the Company’s lease cost is as follows (in thousands, except for weighted-averages):

​

​

​

​

​

​

​

​

Six Months Ended June 30, 2019

​

Lease Cost

​

​

​

​

Operating lease cost (a)

​

$

6,112

​

Sublease income

​

​

(724)

​

Short-term lease cost (b)

​

​

5,300

​

Total lease cost

​

$

10,688

​

Other information

​

​

​

​

Cash paid for amounts included in the measurement of lease liabilities

​

​

​

​

Operating cash flows from operating leases

​

$

4,211

​

Weighted-average remaining lease term in years - operating leases

​

​

8.9

​

Weighted-average discount rate - operating leases

​

​

6.32

%

(a)Includes approximately $1.8 million of variable lease cost.
(b)Includes expenses associated with short-term leases of billboard advertisements and is included in “Marketing Funds expenses” on the Condensed Consolidated Statements of Income.

Maturities under non-cancellable leases as of June 30, 2019 were as follows (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

Rent Payments

​

Sublease Receipts

​

Total Cash Outflows

Year ending December 31:

​

​

​

​

​

​

​

​

​

Remainder of 2019

    

$

4,290

​

$

(559)

​

$

3,731

2020

​

​

8,750

​

​

(888)

​

​

7,862

2021

​

​

9,004

​

​

(775)

​

​

8,229

2022

​

​

9,000

​

​

(804)

​

​

8,196

2023

​

​

9,173

​

​

(822)

​

​

8,351

Thereafter

​

​

43,711

​

​

(1,382)

​

​

42,329

Total lease payments

​

$

83,928

​

$

(5,230)

​

$

78,698

Less: imputed interest

​

​

20,521

​

​

​

​

​

​

Present value of lease liabilities

​

$

63,407

​

​

​

​

​

​

​

As previously disclosed in our 2018 Annual Report on Form 10-K and under the previous lease accounting, maturities under non-cancellable leases as of December 31, 2018 were as follows (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

Rent Payments

​

Sublease Receipts

​

Total Cash Outflows

Year ending December 31:

​

​

​

​

​

​

​

​

​

2019

    

$

9,402

​

$

(1,087)

​

$

8,315

2020

​

​

9,601

​

​

(873)

​

​

8,728

2021

​

​

9,341

​

​

(775)

​

​

8,566

2022

​

​

9,011

​

​

(804)

​

​

8,207

2023

​

​

9,169

​

​

(827)

​

​

8,342

Thereafter

​

​

43,556

​

​

(1,382)

​

​

42,174

Total lease payments

​

$

90,080

​

$

(5,748)

​

$

84,332

​
v3.19.2
Non-controlling Interest
 6 Months Ended
Jun. 30, 2019
Noncontrolling Interest  
Non-controlling Interest

4. Non-controlling Interest

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

​

​

​

​

​

​

​

​

​

​

​

​

​

June 30, 2019

​

December 31, 2018

​

​

    

Shares

    

Ownership %

    

Shares

    

Ownership %

 

Non-controlling interest ownership of common units in RMCO

​

12,559,600

​

41.36

%  

12,559,600

​

41.43

%

RE/MAX Holdings, Inc. outstanding Class A common stock (equal to RE/MAX Holdings, Inc. common units in RMCO)

​

17,809,119

​

58.64

%  

17,754,416

​

58.57

%

Total common units in RMCO

​

30,368,719

​

100.00

%  

30,314,016

​

100.00

%

​

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

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended June 30, 

​

​

​

2019

​

2018

​

​

    

RE/MAX
Holdings,
Inc.

    

Non-controlling
interest

    

Total

    

RE/MAX
Holdings,
Inc.

    

Non-controlling
interest

    

Total

​

Weighted average ownership percentage of RMCO(a)

​

​

58.64

%  

​

41.36

%  

​

100.00

%  

​

58.56

%  

​

41.44

%  

​

100.00

%

Income before provision for income taxes(a)

​

$

11,328

​

$

7,991

​

$

19,319

​

$

10,367

​

$

7,371

​

$

17,738

​

Provision for income taxes(b)(c)

​

​

(2,758)

​

​

(428)

​

​

(3,186)

​

​

(2,719)

​

​

(428)

​

​

(3,147)

​

Net income

​

$

8,570

​

$

7,563

​

$

16,133

​

$

7,648

​

$

6,943

​

$

14,591

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Six Months Ended June 30, 

​

​

​

2019

​

2018

​

​

    

RE/MAX
Holdings,
Inc.

    

Non-controlling
interest

    

Total

    

RE/MAX
Holdings,
Inc.

    

Non-controlling
interest

    

Total

​

Weighted average ownership percentage of RMCO(a)

​

​

58.62

%  

​

41.38

%  

​

100.00

%  

​

58.53

%  

​

41.47

%  

​

100.00

%

Income before provision for income taxes(a)

​

$

17,286

​

$

12,198

​

$

29,484

​

$

16,820

​

$

11,947

​

$

28,767

​

Provision for income taxes(b)(c)

​

​

(4,307)

​

​

(787)

​

​

(5,094)

​

​

(4,189)

​

​

(820)

​

​

(5,009)

​

Net income

​

$

12,979

​

$

11,411

​

$

24,390

​

$

12,631

​

$

11,127

​

$

23,758

​

(a)The weighted average ownership percentage of RMCO differs from the allocation of income before provision for income taxes between RE/MAX Holdings and the non-controlling interest due to certain relatively insignificant expenses recorded at RE/MAX Holdings.
(b)The provision for income taxes attributable to RE/MAX Holdings is primarily comprised of U.S. federal and state income taxes on its proportionate share of the pass-through income from RMCO. It also includes RE/MAX 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 or its subsidiaries. Because RMCO is a pass-through entity, there is no U.S. federal and state income tax provision recorded on the non-controlling interest.

Distributions and Other Payments to Non-controlling Unitholders

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

​

​

​

​

​

​

​

​

​

​

Six Months Ended

​

​

June 30, 

​

    

2019

    

2018

Tax and other distributions

​

$

2,031

​

$

2,794

Dividend distributions

​

​

5,275

​

​

5,024

Total distributions to non-controlling unitholders

​

$

7,306

​

$

7,818

​
v3.19.2
Earnings Per Share and Dividends
 6 Months Ended
Jun. 30, 2019
Earnings Per Share and Dividends  
Earnings Per Share and Dividends

5. Earnings Per Share and Dividends

Earnings Per Share

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

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

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended

​

Six Months Ended

​

​

June 30, 

​

June 30, 

​

​

2019

​

2018

​

2019

​

2018

Numerator

​

​

​

​

​

​

​

​

​

​

​

​

Net income attributable to RE/MAX Holdings, Inc.

​

$

8,570

​

$

7,648

​

$

12,979

​

$

12,631

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

​

​

​

​

​

​

​

​

​

​

​

​

Weighted average shares of Class A common stock outstanding

​

​

17,808,321

​

​

17,746,042

​

​

17,791,942

​

​

17,727,671

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

​

​

​

​

​

​

​

​

​

​

​

​

Weighted average shares of Class A common stock outstanding

​

​

17,808,321

​

​

17,746,042

​

​

17,791,942

​

​

17,727,671

Add dilutive effect of the following:

​

​

​

​

​

​

​

​

​

​

​

​

Restricted stock units

​

​

25,637

​

​

23,599

​

​

33,938

​

​

35,921

Weighted average shares of Class A common stock outstanding, diluted

​

​

17,833,958

​

​

17,769,641

​

​

17,825,880

​

​

17,763,592

Earnings per share of Class A common stock

​

​

​

​

​

​

​

​

​

​

​

​

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

​

$

0.48

​

$

0.43

​

$

0.73

​

$

0.71

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

​

$

0.48

​

$

0.43

​

$

0.73

​

$

0.71

​

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

Dividends

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

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Six Months Ended June 30, 

​

​

2019

​

2018

​

    

Date paid

    

Per share

    

Amount paid
to Class A
stockholders

    

Amount paid
to non-controlling
unitholders

    

Date paid

    

Per share

    

Amount paid
to Class A
stockholders

    

Amount paid
to non-controlling
unitholders

Dividend declared during quarter ended:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

March 31

​

March 20, 2019

​

$

0.21

​

$

3,740

​

$

2,638

​

March 21, 2018

​

$

0.20

​

$

3,547

​

$

2,512

June 30

​

May 29, 2019

​

​

0.21

​

​

3,739

​

​

2,638

​

May 30, 2018

​

​

0.20

​

​

3,549

​

​

2,512

​

​

​

​

$

0.42

​

$

7,479

​

$

5,276

​

​

​

$

0.40

​

$

7,096

​

$

5,024

​

On July 31, 2019, the Company’s Board of Directors declared a quarterly dividend of $0.21 per share on all outstanding shares of Class A common stock, which is payable on August 28, 2019 to stockholders of record at the close of business on August 14, 2019.
v3.19.2
Acquisitions
 6 Months Ended
Jun. 30, 2019
Acquisitions  
Acquisitions

6. Acquisitions

Marketing Funds

​

On January 1, 2019, the Company acquired all of the regional and pan-regional advertising fund entities previously owned by its founder and Chairman of the Board of Directors, David Liniger, for a nominal amount. As in the past, the Marketing Funds are contractually obligated to use the funds collected to support both regional and pan-regional marketing campaigns designed to build and maintain brand awareness and to support the Company’s agent marketing technology. The Company does not plan for the use of the funds to change because of this acquisition and consolidation. The acquisitions of the Marketing Funds are part of the Company’s succession plan, and ownership of the Marketing Funds by the franchisor is a common structure. Fees incurred with the acquisition of the Marketing Funds were not material for the three and six months ended June 30, 2019 and the year ended December 31, 2018.

​

The total assets equal the total liabilities of the Marketing Funds and beginning January 1, 2019, are reflected in the condensed consolidated financial statements of the Company. The Company also began recognizing revenue from the amounts collected, which substantially increased its revenues and expenses.

​

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

​

​

​

​

​

Restricted cash

​

$

28,495

Other current assets

​

​

8,472

Property and equipment

​

​

788

Other assets, net of current portion

​

​

126

Total assets acquired

​

​

37,881

Other current liabilities

​

​

37,881

Total liabilities assumed

​

​

37,881

Total acquisition price

​

$

-

​

The Company finalized its accounting for the acquisition of the Marketing Funds during the three months ended June 30, 2019. The Marketing Funds constitutes a business and was accounted for using the fair value acquisition method. The total purchase price was allocated to the assets acquired based on their estimated fair values.

Booj, LLC

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

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

​

​

​

​

​

    

booj

Cash

​

$

362

Other current assets

​

​

367

Property and equipment

​

​

625

Software

​

​

7,400

Trademarks

​

​

500

Non-compete agreement

​

​

1,200

Customer relationships

​

​

800

Other intangible assets

​

​

1,589

Other assets, net of current portion

​

​

336

Total assets acquired, excluding goodwill

​

​

13,179

Current portion of debt

​

​

(606)

Other current liabilities

​

​

(557)

Debt, net of current portion

​

​

(805)

Total liabilities assumed

​

​

(1,968)

Goodwill

​

​

15,039

Total purchase price

​

$

26,250

​

The Company finalized its accounting for the acquisition of booj during the year ended December 31, 2018. Booj constitutes a business and was accounted for using the fair value acquisition method. The total purchase price was allocated to the assets acquired based on their estimated fair values. The largest intangible assets acquired were valued using an income approach which utilizes Level 3 inputs and are being amortized over a weighted-average useful life using the straight-line method. The excess of the total purchase price over the fair value of the identifiable assets acquired was recorded as goodwill. The goodwill is attributable to expected synergies and projected long-term revenue growth for the RE/MAX network. All of the goodwill recognized is tax deductible.

Unaudited Pro Forma Financial Information

The following unaudited pro forma financial information reflects the consolidated results of operations of the Company as if the acquisition of booj had occurred on January 1, 2017 and the acquisition of the Marketing Funds had occurred January 1, 2018. The historical financial information has been adjusted to give effect to events that are (1) directly attributed to the acquisitions, (2) factually supportable and (3) expected to have a continuing impact on the combined results. This unaudited pro forma information should not be relied upon as necessarily being indicative of the historical results that would have been obtained if the acquisitions had actually occurred on such dates, nor of the results that may be obtained in the future.

​

​

​

​

​

​

​

​

​

​

Three Months Ended

​

Six Months Ended

​

​

June 30, 2018

​

June 30, 2018

​

​

(in thousands, except per share amounts)

Total revenue

​

$

73,055

​

$

145,432

Net income attributable to RE/MAX Holdings, Inc.

​

$

7,648

​

$

11,640

Basic earnings per common share

​

$

0.43

​

$

0.66

Diluted earnings per common share

​

$

0.43

​

$

0.66

​
v3.19.2
Intangible Assets and Goodwill
 6 Months Ended
Jun. 30, 2019
Intangible Assets and Goodwill  
Intangible Assets and Goodwill

7. Intangible Assets and Goodwill

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

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

    

Weighted

    

​

​

    

​

​

    

​

​

    

​

​

    

​

​

    

​

​

​

​

Average

​

As of June 30, 2019

​

As of December 31, 2018

​

​

Amortization

​

Initial

​

Accumulated

​

Net

​

Initial

​

Accumulated

​

Net

​

​

Period

​

Cost

​

Amortization

​

Balance

​

Cost

​

Amortization

​

Balance

Franchise agreements

​

12.5

​

$

180,867

​

$

(85,460)

​

$

95,407

​

$

180,867

​

$

(77,710)

​

$

103,157

Other intangible assets:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Software (a)

​

4.3

​

$

25,111

​

$

(7,605)

​

$

17,506

​

$

20,579

​

$

(5,802)

​

$

14,777

Trademarks

​

9.3

​

​

1,886

​

​

(938)

​

​

948

​

​

1,857

​

​

(839)

​

​

1,018

Non-compete agreements

​

7.7

​

​

3,700

​

​

(1,221)

​

​

2,479

​

​

3,700

​

​

(896)

​

​

2,804

Training materials

​

3.0

​

​

2,350

​

​

(392)

​

​

1,958

​

​

2,350

​

​

(157)

​

​

2,193

Other (b)

​

5.0

​

​

800

​

​

(213)

​

​

587

​

​

2,389

​

​

(216)

​

​

2,173

Total other intangible assets

​

4.9

​

$

33,847

​

$

(10,369)

​

$

23,478

​

$

30,875

​

$

(7,910)

​

$

22,965

(a)As of June 30, 2019, and December 31, 2018, capitalized software development costs of $7.4 million and $4.5 million, respectively, were related to technology projects not yet complete and ready for their intended use and thus were not subject to amortization.
(b)Other consists of customer relationships and a favorable market lease, both obtained in connection with the acquisition of booj. The favorable market lease was subsumed into “Operating lease right of use assets” on the accompanying Condensed Consolidated Balance Sheet upon adopting the new lease standard on January 1, 2019. See Note 2, Summary of Significant Accounting Policies for additional information.

Amortization expense for the three months ended June 30, 2019 and 2018 was $5.1 million and $4.7 million, respectively. Amortization expense for the six months ended June 30, 2019 and 2018 was $10.3 million and $9.1 million, respectively.

As of June 30, 2019, the estimated future amortization expense for the next five years related to intangible assets is as follows (in thousands):

​

​

​

​

As of June 30, 2019:

    

​

​

Remainder of 2019

​

$

18,969

2020

​

$

22,271

2021

​

$

21,462

2022

​

$

18,312

2023

​

$

14,157

​

The following table presents changes to goodwill for the period from January 1, 2019 to June 30, 2019 (in thousands), by segment:

​

​

​

​

​

​

​

​

​

​

​

    

RE/MAX
Franchising

    

Other

    

Total

Balance, January 1, 2019

​

$

138,884

​

$

11,800

​

$

150,684

Effect of changes in foreign currency exchange rates

​

​

128

​

​

—

​

​

128

Balance, June 30, 2019

​

$

139,012

​

$

11,800

​

$

150,812

​
v3.19.2
Accrued Liabilities
 6 Months Ended
Jun. 30, 2019
Accrued Liabilities.  
Accrued Liabilities

8. Accrued Liabilities

Accrued liabilities consist of the following (in thousands):

​

​

​

​

​

​

​

​

​

    

June 30, 

    

December 31,

​

​

2019

​

2018

Marketing Funds (a)

​

$

35,288

​

$

—

Accrued payroll and related employee costs

​

​

8,171

​

​

6,517

Accrued taxes

​

​

1,181

​

​

1,480

Accrued professional fees

​

​

868

​

​

2,010

Other

​

​

3,429

​

​

3,136

​

​

$

48,937

​

$

13,143

(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. As previously noted, the Marketing Funds were acquired on January 1, 2019.
v3.19.2
Debt
 6 Months Ended
Jun. 30, 2019
Debt  
Debt

9. Debt

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

​

​

​

​

​

​

​

​

    

June 30, 

    

December 31,

​

​

2019

​

2018

Senior Secured Credit Facility

​

$

228,538

​

$

229,713

Other long-term financing(a)

​

​

494

​

​

635

Less unamortized debt issuance costs

​

​

(1,332)

​

​

(1,481)

Less unamortized debt discount costs

​

​

(973)

​

​

(1,080)

Less current portion(a)

​

​

(2,637)

​

​

(2,622)

​

​

$

224,090

​

$

225,165

(a)Includes financing assumed with the acquisition of booj. As of June 30, 2019, the carrying value of this financing approximates the fair value.

Maturities of debt are as follows (in thousands):

​

​

​

​

As of June 30, 2019:

    

​

​

Remainder of 2019

​

$

1,315

2020

​

​

2,704

2021

​

​

2,350

2022

​

​

2,350

2023

​

​

220,313

​

​

$

229,032

​

Senior Secured Credit Facility

On December 15, 2016, RMCO and RE/MAX, LLC, a wholly owned subsidiary of RMCO, entered into a credit agreement with JPMorgan Chase Bank, N.A., as administrative agent, and various lenders party thereto (the “Senior Secured Credit Facility”). 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 June 30, 2019, the Company had no revolving loans outstanding under its Senior Secured Credit Facility. As of June 30, 2019, the interest rate on the term loan facility was 5.15%.
v3.19.2
Fair Value Measurements
 6 Months Ended
Jun. 30, 2019
Fair Value Measurements  
Fair Value Measurements

10. Fair Value Measurements

Fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering assumptions, the Company follows a three-tier fair value hierarchy, which is described in detail in the 2018 Annual Report on Form 10-K.

A summary of the Company’s liabilities measured at fair value on a recurring basis as of June 30, 2019 and December 31, 2018 is as follows (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

As of June 30, 2019

​

As of December 31, 2018

​

    

Fair Value

    

Level 1

    

Level 2

    

Level 3

    

Fair Value

    

Level 1

    

Level 2

    

Level 3

Liabilities

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Contingent consideration

​

$

5,415

​

$

—

​

$

—

​

$

5,415

​

$

5,070

​

$

—

​

$

—

​

$

5,070

​

The Company is required to pay additional purchase consideration totaling eight percent 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 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 50 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 $0.3 million. A 1% change to the discount rate applied to the forecast would change the liability by approximately $0.3 million. The Company measures this liability 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 this liability for the period from January 1, 2019 to June 30, 2019 (in thousands):

​

​

​

​

Balance at January 1, 2019

​

$

5,070

Fair value adjustments

​

​

345

Balance at June 30, 2019

​

$

5,415

​

The following table summarizes the carrying value and fair value of the Senior Secured Credit Facility as of June 30, 2019 and December 31, 2018 (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

June 30, 

​

December 31,

​

​

2019

​

2018

​

    

Carrying
Amount

    

Fair Value
Level 2

    

Carrying
Amount

    

Fair Value
Level 2

Senior Secured Credit Facility

​

$

226,233

​

$

227,395

​

$

227,152

​

$

221,673

​
v3.19.2
Income Taxes
 6 Months Ended
Jun. 30, 2019
Income Taxes  
Income Taxes

11. Income Taxes

​

The “Provision for income taxes” in the accompanying Condensed Consolidated Statements of Income for the three and six months ended June 30, 2019 and 2018 is based on an estimate of the Company’s annualized effective income tax rate.

​

On December 22, 2017, the Tax Cuts and Jobs Act (“TCJA”) was enacted which includes significant changes to the U.S. Corporate tax system. The Company will continue to evaluate tax planning opportunities as well as monitor any changes that might be contained in the final regulations related to TCJA. Such final regulations are expected in 2019.
​
v3.19.2
Equity-Based Compensation
 6 Months Ended
Jun. 30, 2019
Equity-Based Compensation  
Equity-Based Compensation

12. Equity-Based Compensation

Employee stock-based compensation expense, net of the amount capitalized in internally developed software, is as follows (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended

​

Six Months Ended

​

​

June 30, 

​

June 30, 

​

    

2019

    

2018

    

2019

    

2018

Expense from Time-based awards (a)

​

$

1,872

​

$

1,061

​

$

3,963

​

$

1,861

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

​

​

(872)

​

​

1,101

​

​

250

​

​

1,569

Expense from bonus to be settled in shares (c)

​

​

920

​

​

—

​

​

1,818

​

​

—

Equity-based compensation capitalized (a)

​

​

(124)

​

​

(6)

​

​

(184)

​

​

(6)

Equity-based compensation expense

​

​

1,796

​

​

2,156

​

​

5,847

​

​

3,424

Tax benefit from equity-based compensation

​

​

(254)

​

​

(305)

​

​

(827)

​

​

(484)

Excess tax benefit from equity-based compensation

​

​

57

​

​

(73)

​

​

113

​

​

(145)

Net compensation cost

​

$

1,599

​

$

1,778

​

$

5,133

​

$

2,795

(a)Includes expense recognized and costs capitalized in connection with the awards granted to booj employees and former owners at the time of acquisition.
(b)Expense recognized for performance-based awards is re-assessed each quarter based on expectations of achievement against the performance conditions. As of June 30, 2019, certain conditions were no longer deemed probable of being met, primarily for awards that must achieve a certain amount of revenue over a three-year performance period, and the cumulative expense previously recognized was reversed in the current period.
(c)In 2019, the Company revised its annual bonus plan so that a portion of the bonus for most employees will be settled in shares if the Company meets certain performance metrics. The share amounts to be issued will be determined based on the stock price at the time of vesting in early 2020. These amounts are recognized as “Accrued liabilities” in the accompanying Condensed Consolidated Balance Sheet and are not included in “Additional paid-in capital” until shares are issued.

Time-based Restricted Stock Units

The following table summarizes equity-based compensation activity related to time-based RSUs as of and for the six months ended June 30, 2019:

​

​

​

​

​

​

​

​

    

Time-based
restricted stock
units

    

Weighted average
grant date fair
value per share

Balance, January 1, 2019

​

298,610

​

$

51.97

Granted

​

158,342

​

$

38.61

Shares vested (including tax withholding) (a)

​

(66,918)

​

$

46.66

Forfeited

​

(5,844)

​

$

46.41

Balance, June 30, 2019

​

384,190

​

$

47.48

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

At June 30, 2019, there was $13.2 million of total unrecognized time-based RSU expense, all of which is related to unvested awards. This compensation expense is expected to be recognized over the weighted-average remaining vesting period of 2.15 years for time-based restricted stock units.

Performance-based Restricted Stock Units

The following table summarizes equity-based compensation activity related to performance-based RSUs as of and for the six months ended June 30, 2019:

​

​

​

​

​

​

​

​

    

Performance-based
restricted stock
units

    

Weighted average
grant date fair
value per share

Balance, January 1, 2019

​

179,615

​

$

55.75

Granted (a)

​

93,028

​

$

41.37

Shares vested

​

(5,620)

​

$

56.59

Forfeited

​

(30,716)

​

$

52.97

Balance, June 30, 2019

​

236,307

​

$

39.24

(a)Represents the total participant target award.

At June 30, 2019, there was $4.3 million of total unrecognized performance-based RSU expense, all of which is related to unvested awards. This compensation expense is expected to be recognized over the weighted-average remaining vesting period of 2.06 years for performance-based RSUs.

After giving effect to all outstanding awards (assuming maximum achievement of performance goals for performance-based awards), there were 2,187,446 additional shares available for the Company to grant as of June 30, 2019.
v3.19.2
Leadership Changes and the New Service Model
 6 Months Ended
Jun. 30, 2019
Leadership Changes and the New Service Model  
Leadership Changes and the New Service Model

13. Leadership Changes and the New Service Model

On February 9, 2018, the Company announced the retirement of the Company’s President. The Company entered into a Separation Agreement with the President, and pursuant to the terms of this agreement, the Company incurred a total cost of $1.8 million which was recorded to “Selling, operating and administrative expenses” in the accompanying Condensed Consolidated Statements of Income during the quarter ended March 31, 2018, which is being paid over a 39-month period.

In addition, the Company announced a new service model in early 2019 designed to deliver more value to franchisees, as well as support franchisee growth and professional development (the “New Service Model”). In connection with the New Service Model, the Company incurred approximately $2.1 million in total expenses related to severance and outplacement services provided to certain former employees of the Company, of which $0.7 million in expense was recognized for the three months ended March 31, 2019 and the remainder was recognized in 2018. These expenses are included in “Selling, operating and administrative expenses” in the accompanying Condensed Consolidated Statements of Income. All of the above costs were attributable to the RE/MAX Franchising reportable segment.

​
v3.19.2
Commitments and Contingencies
 6 Months Ended
Jun. 30, 2019
Commitments and Contingencies  
Commitments and Contingencies

14. Commitments and Contingencies

There have been no material changes to the Company’s commitments and contingencies as of the date of this report, outside of the ordinary course of business, since reporting in the Company’s 2018 Form 10-K.

The Company has a contingent consideration arrangement to pay additional purchase consideration based on Motto’s future gross receipts, through September 30, 2026. See Note 10, Fair Value Measurements for additional information.

The Company is subject to litigation claims arising in the ordinary course of business. The Company believes that it has adequately accrued for legal matters in accordance with the requirements of GAAP. The Company records litigation accruals for legal matters which are both probable and estimable and for related legal costs as incurred. The Company does not reduce these liabilities for potential insurance or third-party recoveries.

Management of the Company believes that no such litigation matters involving a reasonably possible chance of loss will, individually or in the aggregate, result in a material adverse effect on the Company's financial condition, results of operations and cash flows.

​
v3.19.2
Related-Party Transactions
 6 Months Ended
Jun. 30, 2019
Related Party Transactions  
Related-Party Transactions

15. Related-Party Transactions

The majority stockholders of RIHI, specifically the Company’s current Chairman and Co-Founder and the Company’s Vice Chair and Co-Founder have made and continue to make a golf course they own available to the Company for business purposes. The Company used the golf course and related facilities for business purposes at minimal charge during the six months ended June 30, 2019 and 2018. Additionally, the Company recorded expense of $0.3 million for the value of the benefits provided to Company personnel and others for the complimentary use of the golf course during each of the six months ended June 30, 2019 and 2018, with an offsetting increase in additional paid in capital.

The Company provides services, such as accounting, legal, marketing, technology, human resources and public relations services, to certain affiliated entities (primarily the Company’s affiliated marketing funds prior to the acquisition of the Marketing Funds on January 1, 2019), and it allows these companies to share its leased office space. During the three and six months ended June 30, 2018, the total amount allocated for services rendered and rent for office space provided on behalf of affiliated entities was $0.9 million and $1.9 million, respectively. As of January 1, 2019, the affiliated marketing funds are included in the consolidated financial statements (see Note 6, Acquisitions for additional information), and therefore, are no longer considered related parties.
v3.19.2
Segment Information
 6 Months Ended
Jun. 30, 2019
Segment Information  
Segment Information

16. Segment Information

​

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

​

The following table presents revenue from external customers by segment for the three and six months ended June 30, 2019 and 2018 (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended

​

Six Months Ended

​

​

June 30, 

​

June 30, 

​

​

2019

​

2018

​

2019

​

2018

Continuing franchise fees

​

$

23,978

​

$

24,761

​

$

48,095

​

$

49,562

Annual dues

​

​

8,819

​

​

8,973

​

​

17,673

​

​

17,669

Broker fees

​

​

13,459

​

​

13,994

​

​

22,047

​

​

23,181

Franchise sales and other revenue

​

​

4,129

​

​

4,382

​

​

12,394

​

​

13,292

Total RE/MAX Franchising

​

​

50,385

​

​

52,110

​

​

100,209

​

​

103,704

Marketing Funds fees

​

​

18,060

​

​

—

​

​

36,832

​

​

—

Other

​

​

2,936

​

​

2,167

​

​

5,518

​

​

3,215

Total revenue

​

$

71,381

​

$

54,277

​

$

142,559

​

$

106,919

​

The following table presents a reconciliation of Adjusted EBITDA by segment to income before provision for income taxes for the three and six months ended June 30, 2019 and 2018 (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended

​

Six Months Ended

​

​

June 30, 

​

June 30, 

​

​

2019

​

2018

​

2019

​

2018

Adjusted EBITDA: RE/MAX Franchising

​

$

30,020

​

$

29,990

​

$

54,165

​

$

53,797

Adjusted EBITDA: Other

​

​

(138)

​

​

(1,245)

​

​

(1,293)

​

​

(2,208)

Adjusted EBITDA: Consolidated (a)

​

​

29,882

​

​

28,745

​

​

52,872

​

​

51,589

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

​

​

16

​

​

113

​

​

(363)

​

​

141

Equity-based compensation expense

​

​

(1,796)

​

​

(2,156)

​

​

(5,847)

​

​

(3,424)

Acquisition-related expense (b)

​

​

(15)

​

​

(313)

​

​

(87)

​

​

(1,487)

Special Committee investigation and remediation expense (c)

​

​

—

​

​

(564)

​

​

—

​

​

(2,650)

Fair value adjustments to contingent consideration (d)

​

​

(415)

​

​

55

​

​

(345)

​

​

(80)

Interest income

​

​

342

​

​

98

​

​

662

​

​

217

Interest expense

​

​

(3,154)

​

​

(3,171)

​

​

(6,309)

​

​

(5,895)

Depreciation and amortization

​

​

(5,541)

​

​

(5,069)

​

​

(11,099)

​

​

(9,644)

Income before provision for income taxes

​

$

19,319

​

$

17,738

​

$

29,484

​

$

28,767

(a)As the revenue for the Marketing Funds are contractually restricted for the benefit of franchisees and the Company has an equal and offsetting amount of expenses such that there is no impact to overall profitability of the Company, there is no Adjusted EBITDA for the Marketing Funds. See “Management’s Discussion and Analysis of Financial Condition and Results of Operations – Non-GAAP Financial Measures” for more information on the Company’s presentation of Adjusted EBITDA and a reconciliation of the differences between the Company’s Adjusted EBITDA and net income, which is the most comparable GAAP measure for operating performance.
(b)Acquisition-related expense includes legal, accounting, advisory and consulting fees incurred in connection with the acquisition and integration of acquired companies.
(c)Special Committee investigation and remediation expense relates to costs incurred in relation to the previously disclosed investigation by the special committee of independent directors of actions of certain members of our senior management and the implementation of the remediation plan.
(d)Fair value adjustments to contingent consideration include amounts recognized for changes in the estimated fair value of the contingent consideration liability. See Note 10, Fair Value Measurements for additional information.

​
v3.19.2
Summary of Significant Accounting Policies (Policies)
 6 Months Ended
Jun. 30, 2019
Summary of Significant Accounting Policies  
Basis of Presentation

Basis of Presentation

​

The accompanying Condensed Consolidated Balance Sheet at December 31, 2018, which was derived from the audited consolidated financial statements at that date, and the unaudited interim condensed consolidated financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”). Certain information and footnote disclosures normally included in annual consolidated financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. The accompanying condensed consolidated financial statements are presented on a consolidated basis and include the accounts of RE/MAX Holdings and its consolidated subsidiaries. All significant intercompany accounts and transactions have been eliminated. In the opinion of management, the accompanying condensed consolidated financial statements reflect all normal and recurring adjustments necessary to present fairly the Company’s financial position as of June 30, 2019 and the results of its operations and comprehensive income, cash flows and changes in its stockholder’s equity for the three and six months ended June 30, 2019 and 2018. Interim results may not be indicative of full-year performance. These condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements within the Company’s Annual Report on Form 10-K for the year ended December 31, 2018 (“2018 Annual Report on Form 10-K”).

Use of Estimates

Use of Estimates

​

The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.
Segment Reporting

Segment Reporting

​

In January 2019, the Company acquired all of the regional and pan-regional advertising fund entities previously owned by its founder and Chairman of the Board of Directors, David Liniger. All of these entities, except for the Western Canada region, were then merged into a new entity called RE/MAX Marketing Fund (with the Western Canada fund, collectively, the “Marketing Funds”). See Note 6, Acquisitions for more information. As a result of the acquisition of the Marketing Funds, the Company added the Marketing Funds as a reportable segment as of January 1, 2019.

The Company operates under the following reportable segments:

●RE/MAX Franchising – comprises the operations of the Company’s owned and independent global franchising operations under the RE/MAX brand name and corporate-wide shared services expenses.
●Marketing Funds – comprises the operations of the Company’s marketing campaigns designed to build and maintain brand awareness and support certain agent marketing technology.
●Other – comprises the operations of Motto Franchising and booj, which, due to quantitative insignificance, do not meet the criteria of a reportable segment.
Principles of Consolidation

Principles of Consolidation

​

RE/MAX Holdings consolidates RMCO and records a non-controlling interest in the accompanying Condensed Consolidated Balance Sheets and records net income attributable to the non-controlling interest and comprehensive income attributable to the non-controlling interest in the accompanying Condensed Consolidated Statements of Income and Condensed Consolidated Statements of Comprehensive Income, respectively.
Revenue Recognition

Revenue Recognition

The Company generates most of its revenue from contracts with customers. The Company’s franchise agreements offer the following benefits to the franchisee: common use and promotion of RE/MAX and Motto trademarks; distinctive sales and promotional materials; access to technology; standardized supplies and other materials used in RE/MAX and Motto offices; and recommended procedures for operation of RE/MAX or Motto offices. The Company concluded that these benefits are highly related and all a part of one performance obligation, a license of symbolic intellectual property that is billed through a variety of fees including franchise sales, continuing franchise fees, marketing funds fees, broker fees, and annual dues, described below. The Company has other performance obligations associated with contracts with customers in other revenue for training, marketing and events, and legacy booj customers. The method used to measure progress is over the passage of time for most streams of revenue. The following is a description of principal activities from which the Company generates its revenue.

Continuing Franchise Fees

Revenue from continuing franchise fees consists of fixed contractual fees paid monthly by franchisees based on the number of RE/MAX agents in the respective franchised region or office and the number of Motto offices open, reaching the full monthly billing once the Motto office has been open and operating for a year. This revenue is recognized in the month for which the fee is billed. This revenue is a usage-based royalty as it is dependent on the number of RE/MAX agents and number of Motto offices.

Marketing Funds Fees

Revenue from Marketing Funds fees consists of fixed contractual fees paid monthly by franchise owners and franchisees based on the number of RE/MAX agents in the respective franchised region or office or the number of Motto offices. These revenues are obligated to be used for marketing campaigns to build brand awareness and to support agent marketing technology. Amounts received into the Marketing Funds are recognized as revenue in the month for which the fee is billed. This revenue is a usage-based royalty as it is dependent on the number of RE/MAX agents or number of Motto offices.

All assets of the Marketing Funds are contractually restricted for the benefit of franchisees, and the Company recognizes an equal and offsetting liability on the Company’s balance sheet. Additionally, this results in recording an equal and offsetting amount of expenses against all revenues such that there is no impact to overall profitability of the Company from these revenues.

Annual Dues

Annual dues revenue consists of fixed contractual fees paid annually based on the number of RE/MAX agents. The Company defers the annual dues revenue when billed and recognizes the revenue ratably over the 12-month period to which it relates. Annual dues revenue is a usage-based royalty as it is dependent on the number of RE/MAX agents.

The activity in the Company’s deferred revenue for annual dues is included in “Deferred revenue” and “Deferred revenue, net of current portion” on the Condensed Consolidated Balance Sheets, and consists of the following in aggregate (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

    

Balance at
beginning of period

    

New billings

    

Revenue recognized(a)

    

Balance at end
of period

Six months ended June 30, 2019

​

$

15,877

​

$

18,828

​

$

(17,673)

​

$

17,032

(a)

Revenue recognized related to the beginning balance was $4.5 million and $11.4 million for the three and six months ended June 30, 2019, respectively.

Broker Fees

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

Franchise Sales

Franchise sales comprises revenue from the sale or renewal of franchises. A fee is charged upon a franchise sale or renewal. Those fees are deemed to be a part of the license of symbolic intellectual property and are recognized as revenue over the contractual term of the franchise agreement, which is typically five years for RE/MAX and seven years for Motto. The activity in the Company’s franchise sales deferred revenue accounts consists of the following (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

    

Balance at
beginning of period

    

New billings

    

Revenue recognized(a)

    

Balance at end
of period

Six months ended June 30, 2019

​

$

27,560

​

$

3,283

​

$

(4,697)

​

$

26,146

(a)

Revenue recognized related to the beginning balance was $2.1 million and $4.4 million for the three and six months ended June 30, 2019, respectively.

Commissions Related to Franchise Sales

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

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Balance at

​

​

​

Additions to contract

​

Balance at end

​

    

beginning of period

    

Expense recognized

    

cost for new activity

    

of period

Six months ended June 30, 2019

​

$

3,748

​

$

(704)

​

$

525

​

$

3,569

​

Other Revenue

Other revenue is primarily revenue from preferred marketing arrangements and event-based revenue from training and other programs. Revenue from preferred marketing arrangements involves both flat fees paid in advance as well as revenue sharing, both of which are generally recognized over the period of the arrangement and are recorded net as the Company does not control the good or service provided. Event-based revenue is recognized when the event occurs and until then is included in “Deferred revenue”. Other revenue also includes revenue from booj’s legacy operations for its external customers as booj continues to provide technology products and services, such as websites, mobile apps, reporting and site tools, to its legacy customers.

Disaggregated Revenue

In the following table, segment revenue is disaggregated by geographical area for the three and six months ended June 30, 2019 and 2018 (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended

​

Six Months Ended

​

​

June 30, 

​

June 30, 

​

    

2019

    

2018

    

2019

    

2018

U.S.

​

$

41,689

​

$

43,343

​

$

83,424

​

$

86,695

Canada

​

​

5,893

​

​

6,213

​

​

11,242

​

​

11,976

Global

​

​

2,803

​

​

2,554

​

​

5,543

​

​

5,033

Total RE/MAX Franchising

​

​

50,385

​

​

52,110

​

​

100,209

​

​

103,704

U.S.

​

​

16,381

​

​

—

​

​

33,053

​

​

—

Canada

​

​

1,500

​

​

—

​

​

3,385

​

​

—

Global

​

​

179

​

​

—

​

​

394

​

​

—

Total Marketing Funds

​

​

18,060

​

​

—

​

​

36,832

​

​

—

Other

​

​

2,936

​

​

2,167

​

​

5,518

​

​

3,215

Total

​

$

71,381

​

$

54,277

​

$

142,559

​

$

106,919

In the following table, segment revenue is disaggregated by owned or independent regions in the U.S. and Canada for the RE/MAX Franchising segment for the three and six months ended June 30, 2019 and 2018 (in thousands). The split between owned or independent regions is not material to the Marketing Funds or Other segments:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended

​

Six Months Ended

​

​

June 30, 

​

June 30, 

​

​

2019

    

2018

​

2019

    

2018

Company-owned Regions

​

$

34,019

​

$

35,692

​

$

64,037

​

$

67,055

Independent Regions

​

​

11,394

​

​

11,694

​

​

22,317

​

​

22,843

Global and Other

​

​

4,972

​

​

4,724

​

​

13,855

​

​

13,806

Total RE/MAX Franchising

​

​

50,385

​

​

52,110

​

​

100,209

​

​

103,704

Marketing Funds

​

​

18,060

​

​

—

​

​

36,832

​

​

—

Other

​

​

2,936

​

​

2,167

​

​

5,518

​

​

3,215

Total

​

$

71,381

​

$

54,277

​

$

142,559

​

$

106,919

​

Transaction Price Allocated to the Remaining Performance Obligations

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

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

    

Remaining 6
months of
2019

    

2020

    

2021

    

2022

    

2023

    

2024

    

Thereafter

    

Total

Annual dues

​

$

12,615

​

$

4,417

​

$

—

​

$

—

​

$

—

​

$

—

​

$

—

​

$

17,032

Franchise sales

​

​

3,737

​

​

6,512

​

​

5,162

​

​

3,693

​

​

2,193

​

​

1,108

​

​

3,741

​

​

26,146

Total

​

$

16,352

​

$

10,929

​

$

5,162

​

$

3,693

​

$

2,193

​

$

1,108

​

$

3,741

​

$

43,178

​
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):

​

​

​

​

​

​

​

​

​

​

June 30, 

​

December 31, 

​

    

2019

​

2018

Cash and cash equivalents

​

$

72,486

​

$

59,974

Restricted cash

​

​

23,627

​

​

—

Total cash, cash equivalents and restricted cash

​

$

96,113

​

$

59,974

​
Services Provided to the Marketing Funds by RE/MAX Franchising

Services Provided to the Marketing Funds by RE/MAX Franchising

​

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

Costs charged from RE/MAX Franchising to the Marketing Funds for the three and six months ended June 30, 2019 are as follows (in thousands):

​

​

​

​

​

​

​

​

​

Three Months Ended

​

Six Months Ended

​

​

June 30, 

​

June 30, 

Technology development - operating

​

$

1,199

​

$

2,164

Technology development - capital

​

​

1,529

​

​

2,464

Marketing staff and administrative services

​

​

1,024

​

​

2,049

Total

​

$

3,752

​

$

6,677

​

Costs charged to the Marketing Funds for the three and six months ended June 30, 2018 are disclosed in Note 15, Related-Party Transactions.
Recently Adopted Accounting Pronouncements

Recently Adopted Accounting Pronouncements

In February 2018, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2018-02, Income Statement – Reporting Comprehensive Income (Topic 220), which adjusts the classification of stranded tax effects resulting from the Tax Cuts and Jobs Act from accumulated other comprehensive income to retained earnings. ASU 2018-02 became effective for the Company on January 1, 2019. The standard is to be applied either in the period of adoption or retrospectively to each period affected by the Tax Cuts and Jobs Act. The Company completed the majority of its accounting for the tax effects of the Tax Cuts and Jobs Act as of December 31, 2017. The amendments of ASU 2018-02 did not have a significant impact on the Company’s consolidated financial statements and related disclosures.

In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), with several subsequent amendments, which requires lessees to recognize the assets and liabilities that arise from operating and finance leases on the consolidated balance sheets, with a few exceptions. ASU 2016-02 became effective for the Company on January 1, 2019 and replaced the existing lease guidance in U.S. GAAP when it became effective. The Company did not retrospectively recast prior periods presented and instead adjusted assets and liabilities on January 1, 2019. In addition, the Company elected the package of practical expedients permitted under the transition guidance, which allowed the Company to forgo reassessing (a) whether a contract contains a lease, (b) lease classification, and (c) whether capitalized costs associated

with a lease are initial direct costs. The practical expedient was applied consistently to all the Company’s leases, including those for which the Company acts as the lessor. In addition, the Company elected the practical expedient relating to the combination of lease and non-lease components as a single lease component. The Company chose not to apply the hindsight practical expedient. The new lease guidance has been applied to all the Company’s leases as of January 1, 2019, which impacted how operating lease assets and liabilities were recorded within the Condensed Consolidated Balance Sheet, resulting in the recording of approximately $65.8 million of lease liabilities and approximately $55.6 million of right-of-use (“ROU”) assets on the Condensed Consolidated Balance Sheet. Deferred rent and sublease loss balances as of January 1, 2019 of approximately $9.3 million and approximately $2.4 million, respectively, and intangible assets of approximately $1.5 million were subsumed into the ROU asset at transition. Adoption of the new standard did not materially affect the Company’s consolidated net earnings and had no impact on cash flows. See Note 3, Leases, for more information.
New Accounting Pronouncements Not Yet Adopted

New Accounting Pronouncements Not Yet Adopted

In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820), with several subsequent amendments, which eliminates certain disclosure requirements for fair value measurements and requires new or modified disclosures. ASU 2018-13 is effective for the Company beginning January 1, 2020. Certain changes are applied retrospectively to each period presented and others are to be applied either in the period of adoption or prospectively. The Company believes the amendments of ASU 2018-13 will not have a significant impact on the Company’s consolidated financial statements and related disclosures.

In January 2017, the FASB issued ASU 2017-04, Intangibles – Goodwill and Other (Topic 350), which simplifies the subsequent measurement of goodwill by eliminating step two from the goodwill impairment test. ASU 2017-04 is effective for annual and interim impairment tests beginning January 1, 2020 for the Company and is required to be adopted using a prospective approach. Early adoption is allowed for annual goodwill impairment tests performed on testing dates after January 1, 2017.
v3.19.2
Summary of Significant Accounting Policies (Tables)
 6 Months Ended
Jun. 30, 2019
Commissions related to franchise sales The activity in the Company’s capitalized contract costs for commissions (which are included in “other current assets” and “other assets, net of current portion” on the Condensed Consolidated Balance Sheets) consist of the following (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Balance at

​

​

​

Additions to contract

​

Balance at end

​

    

beginning of period

    

Expense recognized

    

cost for new activity

    

of period

Six months ended June 30, 2019

​

$

3,748

​

$

(704)

​

$

525

​

$

3,569
Schedule of disaggregated revenue

In the following table, segment revenue is disaggregated by geographical area for the three and six months ended June 30, 2019 and 2018 (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended

​

Six Months Ended

​

​

June 30, 

​

June 30, 

​

    

2019

    

2018

    

2019

    

2018

U.S.

​

$

41,689

​

$

43,343

​

$

83,424

​

$

86,695

Canada

​

​

5,893

​

​

6,213

​

​

11,242

​

​

11,976

Global

​

​

2,803

​

​

2,554

​

​

5,543

​

​

5,033

Total RE/MAX Franchising

​

​

50,385

​

​

52,110

​

​

100,209

​

​

103,704

U.S.

​

​

16,381

​

​

—

​

​

33,053

​

​

—

Canada

​

​

1,500

​

​

—

​

​

3,385

​

​

—

Global

​

​

179

​

​

—

​

​

394

​

​

—

Total Marketing Funds

​

​

18,060

​

​

—

​

​

36,832

​

​

—

Other

​

​

2,936

​

​

2,167

​

​

5,518

​

​

3,215

Total

​

$

71,381

​

$

54,277

​

$

142,559

​

$

106,919

In the following table, segment revenue is disaggregated by owned or independent regions in the U.S. and Canada for the RE/MAX Franchising segment for the three and six months ended June 30, 2019 and 2018 (in thousands). The split between owned or independent regions is not material to the Marketing Funds or Other segments:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended

​

Six Months Ended

​

​

June 30, 

​

June 30, 

​

​

2019

    

2018

​

2019

    

2018

Company-owned Regions

​

$

34,019

​

$

35,692

​

$

64,037

​

$

67,055

Independent Regions

​

​

11,394

​

​

11,694

​

​

22,317

​

​

22,843

Global and Other

​

​

4,972

​

​

4,724

​

​

13,855

​

​

13,806

Total RE/MAX Franchising

​

​

50,385

​

​

52,110

​

​

100,209

​

​

103,704

Marketing Funds

​

​

18,060

​

​

—

​

​

36,832

​

​

—

Other

​

​

2,936

​

​

2,167

​

​

5,518

​

​

3,215

Total

​

$

71,381

​

$

54,277

​

$

142,559

​

$

106,919
Schedule of transaction price allocated to the remaining performance obligations

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

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

    

Remaining 6
months of
2019

    

2020

    

2021

    

2022

    

2023

    

2024

    

Thereafter

    

Total

Annual dues

​

$

12,615

​

$

4,417

​

$

—

​

$

—

​

$

—

​

$

—

​

$

—

​

$

17,032

Franchise sales

​

​

3,737

​

​

6,512

​

​

5,162

​

​

3,693

​

​

2,193

​

​

1,108

​

​

3,741

​

​

26,146

Total

​

$

16,352

​

$

10,929

​

$

5,162

​

$

3,693

​

$

2,193

​

$

1,108

​

$

3,741

​

$

43,178

​
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):

​

​

​

​

​

​

​

​

​

​

June 30, 

​

December 31, 

​

    

2019

​

2018

Cash and cash equivalents

​

$

72,486

​

$

59,974

Restricted cash

​

​

23,627

​

​

—

Total cash, cash equivalents and restricted cash

​

$

96,113

​

$

59,974
Schedule of cost charges to intersegment

Costs charged from RE/MAX Franchising to the Marketing Funds for the three and six months ended June 30, 2019 are as follows (in thousands):

​

​

​

​

​

​

​

​

​

Three Months Ended

​

Six Months Ended

​

​

June 30, 

​

June 30, 

Technology development - operating

​

$

1,199

​

$

2,164

Technology development - capital

​

​

1,529

​

​

2,464

Marketing staff and administrative services

​

​

1,024

​

​

2,049

Total

​

$

3,752

​

$

6,677
Annual dues  
Schedule of contract liability

The activity in the Company’s deferred revenue for annual dues is included in “Deferred revenue” and “Deferred revenue, net of current portion” on the Condensed Consolidated Balance Sheets, and consists of the following in aggregate (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

    

Balance at
beginning of period

    

New billings

    

Revenue recognized(a)

    

Balance at end
of period

Six months ended June 30, 2019

​

$

15,877

​

$

18,828

​

$

(17,673)

​

$

17,032

(a)

Revenue recognized related to the beginning balance was $4.5 million and $11.4 million for the three and six months ended June 30, 2019, respectively.
Franchise sales revenue  
Schedule of contract liability The activity in the Company’s franchise sales deferred revenue accounts consists of the following (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

    

Balance at
beginning of period

    

New billings

    

Revenue recognized(a)

    

Balance at end
of period

Six months ended June 30, 2019

​

$

27,560

​

$

3,283

​

$

(4,697)

​

$

26,146

(a)

Revenue recognized related to the beginning balance was $2.1 million and $4.4 million for the three and six months ended June 30, 2019, respectively.
v3.19.2
Leases (Tables)
 6 Months Ended
Jun. 30, 2019
Leases  
Schedule of lease cost and other information

​

​

​

​

​

​

​

​

Six Months Ended June 30, 2019

​

Lease Cost

​

​

​

​

Operating lease cost (a)

​

$

6,112

​

Sublease income

​

​

(724)

​

Short-term lease cost (b)

​

​

5,300

​

Total lease cost

​

$

10,688

​

Other information

​

​

​

​

Cash paid for amounts included in the measurement of lease liabilities

​

​

​

​

Operating cash flows from operating leases

​

$

4,211

​

Weighted-average remaining lease term in years - operating leases

​

​

8.9

​

Weighted-average discount rate - operating leases

​

​

6.32

%

(a)Includes approximately $1.8 million of variable lease cost.
(b)Includes expenses associated with short-term leases of billboard advertisements and is included in “Marketing Funds expenses” on the Condensed Consolidated Statements of Income.
Schedule of maturities of lease liabilities under non-cancellable leases

​

​

​

​

​

​

​

​

​

​

​

​

​

Rent Payments

​

Sublease Receipts

​

Total Cash Outflows

Year ending December 31:

​

​

​

​

​

​

​

​

​

Remainder of 2019

    

$

4,290

​

$

(559)

​

$

3,731

2020

​

​

8,750

​

​

(888)

​

​

7,862

2021

​

​

9,004

​

​

(775)

​

​

8,229

2022

​

​

9,000

​

​

(804)

​

​

8,196

2023

​

​

9,173

​

​

(822)

​

​

8,351

Thereafter

​

​

43,711

​

​

(1,382)

​

​

42,329

Total lease payments

​

$

83,928

​

$

(5,230)

​

$

78,698

Less: imputed interest

​

​

20,521

​

​

​

​

​

​

Present value of lease liabilities

​

$

63,407

​

​

​

​

​

​
Schedule of previous lease accounting, maturities of lease liabilities

​

​

​

​

​

​

​

​

​

​

​

​

​

Rent Payments

​

Sublease Receipts

​

Total Cash Outflows

Year ending December 31:

​

​

​

​

​

​

​

​

​

2019

    

$

9,402

​

$

(1,087)

​

$

8,315

2020

​

​

9,601

​

​

(873)

​

​

8,728

2021

​

​

9,341

​

​

(775)

​

​

8,566

2022

​

​

9,011

​

​

(804)

​

​

8,207

2023

​

​

9,169

​

​

(827)

​

​

8,342

Thereafter

​

​

43,556

​

​

(1,382)

​

​

42,174

Total lease payments

​

$

90,080

​

$

(5,748)

​

$

84,332

​
v3.19.2
Non-controlling Interest (Tables)
 6 Months Ended
Jun. 30, 2019
Noncontrolling Interest  
Summary of Ownership of the Common Units

​

​

​

​

​

​

​

​

​

​

​

​

​

June 30, 2019

​

December 31, 2018

​

​

    

Shares

    

Ownership %

    

Shares

    

Ownership %

 

Non-controlling interest ownership of common units in RMCO

​

12,559,600

​

41.36

%  

12,559,600

​

41.43

%

RE/MAX Holdings, Inc. outstanding Class A common stock (equal to RE/MAX Holdings, Inc. common units in RMCO)

​

17,809,119

​

58.64

%  

17,754,416

​

58.57

%

Total common units in RMCO

​

30,368,719

​

100.00

%  

30,314,016

​

100.00

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

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

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended June 30, 

​

​

​

2019

​

2018

​

​

    

RE/MAX
Holdings,
Inc.

    

Non-controlling
interest

    

Total

    

RE/MAX
Holdings,
Inc.

    

Non-controlling
interest

    

Total

​

Weighted average ownership percentage of RMCO(a)

​

​

58.64

%  

​

41.36

%  

​

100.00

%  

​

58.56

%  

​

41.44

%  

​

100.00

%

Income before provision for income taxes(a)

​

$

11,328

​

$

7,991

​

$

19,319

​

$

10,367

​

$

7,371

​

$

17,738

​

Provision for income taxes(b)(c)

​

​

(2,758)

​

​

(428)

​

​

(3,186)

​

​

(2,719)

​

​

(428)

​

​

(3,147)

​

Net income

​

$

8,570

​

$

7,563

​

$

16,133

​

$

7,648

​

$

6,943

​

$

14,591

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Six Months Ended June 30, 

​

​

​

2019

​

2018

​

​

    

RE/MAX
Holdings,
Inc.

    

Non-controlling
interest

    

Total

    

RE/MAX
Holdings,
Inc.

    

Non-controlling
interest

    

Total

​

Weighted average ownership percentage of RMCO(a)

​

​

58.62

%  

​

41.38

%  

​

100.00

%  

​

58.53

%  

​

41.47

%  

​

100.00

%

Income before provision for income taxes(a)

​

$

17,286

​

$

12,198

​

$

29,484

​

$

16,820

​

$

11,947

​

$

28,767

​

Provision for income taxes(b)(c)

​

​

(4,307)

​

​

(787)

​

​

(5,094)

​

​

(4,189)

​

​

(820)

​

​

(5,009)

​

Net income

​

$

12,979

​

$

11,411

​

$

24,390

​

$

12,631

​

$

11,127

​

$

23,758

​

(a)The weighted average ownership percentage of RMCO differs from the allocation of income before provision for income taxes between RE/MAX Holdings and the non-controlling interest due to certain relatively insignificant expenses recorded at RE/MAX Holdings.
(b)The provision for income taxes attributable to RE/MAX Holdings is primarily comprised of U.S. federal and state income taxes on its proportionate share of the pass-through income from RMCO. It also includes RE/MAX 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 or its subsidiaries. Because RMCO is a pass-through entity, there is no U.S. federal and state income tax provision recorded on the non-controlling interest.
Distributions Paid or Payable The distributions paid or payable to non-controlling unitholders are summarized as follows (in thousands):

​

​

​

​

​

​

​

​

​

​

Six Months Ended

​

​

June 30, 

​

    

2019

    

2018

Tax and other distributions

​

$

2,031

​

$

2,794

Dividend distributions

​

​

5,275

​

​

5,024

Total distributions to non-controlling unitholders

​

$

7,306

​

$

7,818

​
v3.19.2
Earnings Per Share and Dividends (Tables)
 6 Months Ended
Jun. 30, 2019
Earnings Per Share and Dividends  
Reconciliation of Numerator and Denominator used in Basic and Diluted EPS Calculations

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

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended

​

Six Months Ended

​

​

June 30, 

​

June 30, 

​

​

2019

​

2018

​

2019

​

2018

Numerator

​

​

​

​

​

​

​

​

​

​

​

​

Net income attributable to RE/MAX Holdings, Inc.

​

$

8,570

​

$

7,648

​

$

12,979

​

$

12,631

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

​

​

​

​

​

​

​

​

​

​

​

​

Weighted average shares of Class A common stock outstanding

​

​

17,808,321

​

​

17,746,042

​

​

17,791,942

​

​

17,727,671

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

​

​

​

​

​

​

​

​

​

​

​

​

Weighted average shares of Class A common stock outstanding

​

​

17,808,321

​

​

17,746,042

​

​

17,791,942

​

​

17,727,671

Add dilutive effect of the following:

​

​

​

​

​

​

​

​

​

​

​

​

Restricted stock units

​

​

25,637

​

​

23,599

​

​

33,938

​

​

35,921

Weighted average shares of Class A common stock outstanding, diluted

​

​

17,833,958

​

​

17,769,641

​

​

17,825,880

​

​

17,763,592

Earnings per share of Class A common stock

​

​

​

​

​

​

​

​

​

​

​

​

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

​

$

0.48

​

$

0.43

​

$

0.73

​

$

0.71

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

​

$

0.48

​

$

0.43

​

$

0.73

​

$

0.71
Schedule of Dividends Declared and Paid Quarterly per Share

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

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Six Months Ended June 30, 

​

​

2019

​

2018

​

    

Date paid

    

Per share

    

Amount paid
to Class A
stockholders

    

Amount paid
to non-controlling
unitholders

    

Date paid

    

Per share

    

Amount paid
to Class A
stockholders

    

Amount paid
to non-controlling
unitholders

Dividend declared during quarter ended:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

March 31

​

March 20, 2019

​

$

0.21

​

$

3,740

​

$

2,638

​

March 21, 2018

​

$

0.20

​

$

3,547

​

$

2,512

June 30

​

May 29, 2019

​

​

0.21

​

​

3,739

​

​

2,638

​

May 30, 2018

​

​

0.20

​

​

3,549

​

​

2,512

​

​

​

​

$

0.42

​

$

7,479

​

$

5,276

​

​

​

$

0.40

​

$

7,096

​

$

5,024
v3.19.2
Acquisitions (Tables)
 6 Months Ended
Jun. 30, 2019
Acquisitions  
Summary of Unaudited Pro Forma Information

​

​

​

​

​

​

​

​

​

​

Three Months Ended

​

Six Months Ended

​

​

June 30, 2018

​

June 30, 2018

​

​

(in thousands, except per share amounts)

Total revenue

​

$

73,055

​

$

145,432

Net income attributable to RE/MAX Holdings, Inc.

​

$

7,648

​

$

11,640

Basic earnings per common share

​

$

0.43

​

$

0.66

Diluted earnings per common share

​

$

0.43

​

$

0.66

​
Booj Llc  
Acquisitions  
Schedule of Fair Value Of Assets at Acquisition Date

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

​

​

​

​

​

    

booj

Cash

​

$

362

Other current assets

​

​

367

Property and equipment

​

​

625

Software

​

​

7,400

Trademarks

​

​

500

Non-compete agreement

​

​

1,200

Customer relationships

​

​

800

Other intangible assets

​

​

1,589

Other assets, net of current portion

​

​

336

Total assets acquired, excluding goodwill

​

​

13,179

Current portion of debt

​

​

(606)

Other current liabilities

​

​

(557)

Debt, net of current portion

​

​

(805)

Total liabilities assumed

​

​

(1,968)

Goodwill

​

​

15,039

Total purchase price

​

$

26,250
Marketing funds  
Acquisitions  
Schedule of Fair Value Of Assets at Acquisition Date

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

​

​

​

​

​

Restricted cash

​

$

28,495

Other current assets

​

​

8,472

Property and equipment

​

​

788

Other assets, net of current portion

​

​

126

Total assets acquired

​

​

37,881

Other current liabilities

​

​

37,881

Total liabilities assumed

​

​

37,881

Total acquisition price

​

$

-
v3.19.2
Intangible Assets and Goodwill (Tables)
 6 Months Ended
Jun. 30, 2019
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 June 30, 2019

​

As of December 31, 2018

​

​

Amortization

​

Initial

​

Accumulated

​

Net

​

Initial

​

Accumulated

​

Net

​

​

Period

​

Cost

​

Amortization

​

Balance

​

Cost

​

Amortization

​

Balance

Franchise agreements

​

12.5

​

$

180,867

​

$

(85,460)

​

$

95,407

​

$

180,867

​

$

(77,710)

​

$

103,157

Other intangible assets:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Software (a)

​

4.3

​

$

25,111

​

$

(7,605)

​

$

17,506

​

$

20,579

​

$

(5,802)

​

$

14,777

Trademarks

​

9.3

​

​

1,886

​

​

(938)

​

​

948

​

​

1,857

​

​

(839)

​

​

1,018

Non-compete agreements

​

7.7

​

​

3,700

​

​

(1,221)

​

​

2,479

​

​

3,700

​

​

(896)

​

​

2,804

Training materials

​

3.0

​

​

2,350

​

​

(392)

​

​

1,958

​

​

2,350

​

​

(157)

​

​

2,193

Other (b)

​

5.0

​

​

800

​

​

(213)

​

​

587

​

​

2,389

​

​

(216)

​

​

2,173

Total other intangible assets

​

4.9

​

$

33,847

​

$

(10,369)

​

$

23,478

​

$

30,875

​

$

(7,910)

​

$

22,965

(a)As of June 30, 2019, and December 31, 2018, capitalized software development costs of $7.4 million and $4.5 million, respectively, were related to technology projects not yet complete and ready for their intended use and thus were not subject to amortization.
(b)Other consists of customer relationships and a favorable market lease, both obtained in connection with the acquisition of booj. The favorable market lease was subsumed into “Operating lease right of use assets” on the accompanying Condensed Consolidated Balance Sheet upon adopting the new lease standard on January 1, 2019. See Note 2, Summary of Significant Accounting Policies for additional information.
Schedule of estimated future amortization of intangible assets, other than goodwill

As of June 30, 2019, the estimated future amortization expense for the next five years related to intangible assets is as follows (in thousands):

​

​

​

​

As of June 30, 2019:

    

​

​

Remainder of 2019

​

$

18,969

2020

​

$

22,271

2021

​

$

21,462

2022

​

$

18,312

2023

​

$

14,157
Schedule of changes to goodwill

The following table presents changes to goodwill for the period from January 1, 2019 to June 30, 2019 (in thousands), by segment:

​

​

​

​

​

​

​

​

​

​

​

    

RE/MAX
Franchising

    

Other

    

Total

Balance, January 1, 2019

​

$

138,884

​

$

11,800

​

$

150,684

Effect of changes in foreign currency exchange rates

​

​

128

​

​

—

​

​

128

Balance, June 30, 2019

​

$

139,012

​

$

11,800

​

$

150,812

​
v3.19.2
Accrued Liabilities (Tables)
 6 Months Ended
Jun. 30, 2019
Accrued Liabilities.  
Schedule of Accrued Liabilities

​

​

​

​

​

​

​

​

​

    

June 30, 

    

December 31,

​

​

2019

​

2018

Marketing Funds (a)

​

$

35,288

​

$

—

Accrued payroll and related employee costs

​

​

8,171

​

​

6,517

Accrued taxes

​

​

1,181

​

​

1,480

Accrued professional fees

​

​

868

​

​

2,010

Other

​

​

3,429

​

​

3,136

​

​

$

48,937

​

$

13,143

(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. As previously noted, the Marketing Funds were acquired on January 1, 2019.
v3.19.2
Debt (Tables)
 6 Months Ended
Jun. 30, 2019
Debt  
Schedule of debt

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

​

​

​

​

​

​

​

​

    

June 30, 

    

December 31,

​

​

2019

​

2018

Senior Secured Credit Facility

​

$

228,538

​

$

229,713

Other long-term financing(a)

​

​

494

​

​

635

Less unamortized debt issuance costs

​

​

(1,332)

​

​

(1,481)

Less unamortized debt discount costs

​

​

(973)

​

​

(1,080)

Less current portion(a)

​

​

(2,637)

​

​

(2,622)

​

​

$

224,090

​

$

225,165

(a)Includes financing assumed with the acquisition of booj. As of June 30, 2019, the carrying value of this financing approximates the fair value.
Schedule of Maturities of Debt

Maturities of debt are as follows (in thousands):

​

​

​

​

As of June 30, 2019:

    

​

​

Remainder of 2019

​

$

1,315

2020

​

​

2,704

2021

​

​

2,350

2022

​

​

2,350

2023

​

​

220,313

​

​

$

229,032
v3.19.2
Fair Value Measurements (Tables)
 6 Months Ended
Jun. 30, 2019
Fair Value Measurements  
Liabilities measured at fair value on a recurring basis

A summary of the Company’s liabilities measured at fair value on a recurring basis as of June 30, 2019 and December 31, 2018 is as follows (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

As of June 30, 2019

​

As of December 31, 2018

​

    

Fair Value

    

Level 1

    

Level 2

    

Level 3

    

Fair Value

    

Level 1

    

Level 2

    

Level 3

Liabilities

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Contingent consideration

​

$

5,415

​

$

—

​

$

—

​

$

5,415

​

$

5,070

​

$

—

​

$

—

​

$

5,070
Reconciliation of all liabilities of Company measured at fair value on a recurring basis using significant unobservable inputs

The table below presents a reconciliation of this liability for the period from January 1, 2019 to June 30, 2019 (in thousands):

​

​

​

​

Balance at January 1, 2019

​

$

5,070

Fair value adjustments

​

​

345

Balance at June 30, 2019

​

$

5,415
Summary of carrying value and fair value of senior secured credit facility

The following table summarizes the carrying value and fair value of the Senior Secured Credit Facility as of June 30, 2019 and December 31, 2018 (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

June 30, 

​

December 31,

​

​

2019

​

2018

​

    

Carrying
Amount

    

Fair Value
Level 2

    

Carrying
Amount

    

Fair Value
Level 2

Senior Secured Credit Facility

​

$

226,233

​

$

227,395

​

$

227,152

​

$

221,673

​
v3.19.2
Equity-Based Compensation (Tables)
 6 Months Ended
Jun. 30, 2019
Employee Stock-Based Compensation Expense

Employee stock-based compensation expense, net of the amount capitalized in internally developed software, is as follows (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended

​

Six Months Ended

​

​

June 30, 

​

June 30, 

​

    

2019

    

2018

    

2019

    

2018

Expense from Time-based awards (a)

​

$

1,872

​

$

1,061

​

$

3,963

​

$

1,861

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

​

​

(872)

​

​

1,101

​

​

250

​

​

1,569

Expense from bonus to be settled in shares (c)

​

​

920

​

​

—

​

​

1,818

​

​

—

Equity-based compensation capitalized (a)

​

​

(124)

​

​

(6)

​

​

(184)

​

​

(6)

Equity-based compensation expense

​

​

1,796

​

​

2,156

​

​

5,847

​

​

3,424

Tax benefit from equity-based compensation

​

​

(254)

​

​

(305)

​

​

(827)

​

​

(484)

Excess tax benefit from equity-based compensation

​

​

57

​

​

(73)

​

​

113

​

​

(145)

Net compensation cost

​

$

1,599

​

$

1,778

​

$

5,133

​

$

2,795

(a)Includes expense recognized and costs capitalized in connection with the awards granted to booj employees and former owners at the time of acquisition.
(b)Expense recognized for performance-based awards is re-assessed each quarter based on expectations of achievement against the performance conditions. As of June 30, 2019, certain conditions were no longer deemed probable of being met, primarily for awards that must achieve a certain amount of revenue over a three-year performance period, and the cumulative expense previously recognized was reversed in the current period.
(c)In 2019, the Company revised its annual bonus plan so that a portion of the bonus for most employees will be settled in shares if the Company meets certain performance metrics. The share amounts to be issued will be determined based on the stock price at the time of vesting in early 2020. These amounts are recognized as “Accrued liabilities” in the accompanying Condensed Consolidated Balance Sheet and are not included in “Additional paid-in capital” until shares are issued.
Time-based Restricted Stock Units  
Restricted Stock Units

​

​

​

​

​

​

​

​

    

Time-based
restricted stock
units

    

Weighted average
grant date fair
value per share

Balance, January 1, 2019

​

298,610

​

$

51.97

Granted

​

158,342

​

$

38.61

Shares vested (including tax withholding) (a)

​

(66,918)

​

$

46.66

Forfeited

​

(5,844)

​

$

46.41

Balance, June 30, 2019

​

384,190

​

$

47.48

(a)Pursuant to the terms of the 2013 Incentive Plan, RSUs withheld by the Company for the payment of the employee's tax withholding related to an RSU vesting are added back to the pool of shares available for future awards.
Performance-based Restricted Stock Units  
Restricted Stock Units

​

​

​

​

​

​

​

​

    

Performance-based
restricted stock
units

    

Weighted average
grant date fair
value per share

Balance, January 1, 2019

​

179,615

​

$

55.75

Granted (a)

​

93,028

​

$

41.37

Shares vested

​

(5,620)

​

$

56.59

Forfeited

​

(30,716)

​

$

52.97

Balance, June 30, 2019

​

236,307

​

$

39.24

(a)Represents the total participant target award.
v3.19.2
Segment Information (Tables)
 6 Months Ended
Jun. 30, 2019
Segment Information  
Schedule of Revenue from External Customers By Segment

The following table presents revenue from external customers by segment for the three and six months ended June 30, 2019 and 2018 (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended

​

Six Months Ended

​

​

June 30, 

​

June 30, 

​

​

2019

​

2018

​

2019

​

2018

Continuing franchise fees

​

$

23,978

​

$

24,761

​

$

48,095

​

$

49,562

Annual dues

​

​

8,819

​

​

8,973

​

​

17,673

​

​

17,669

Broker fees

​

​

13,459

​

​

13,994

​

​

22,047

​

​

23,181

Franchise sales and other revenue

​

​

4,129

​

​

4,382

​

​

12,394

​

​

13,292

Total RE/MAX Franchising

​

​

50,385

​

​

52,110

​

​

100,209

​

​

103,704

Marketing Funds fees

​

​

18,060

​

​

—

​

​

36,832

​

​

—

Other

​

​

2,936

​

​

2,167

​

​

5,518

​

​

3,215

Total revenue

​

$

71,381

​

$

54,277

​

$

142,559

​

$

106,919
Reconciliation of Adjusted EBITDA for its Reportable Segment to Consolidated Balances

The following table presents a reconciliation of Adjusted EBITDA by segment to income before provision for income taxes for the three and six months ended June 30, 2019 and 2018 (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended

​

Six Months Ended

​

​

June 30, 

​

June 30, 

​

​

2019

​

2018

​

2019

​

2018

Adjusted EBITDA: RE/MAX Franchising

​

$

30,020

​

$

29,990

​

$

54,165

​

$

53,797

Adjusted EBITDA: Other

​

​

(138)

​

​

(1,245)

​

​

(1,293)

​

​

(2,208)

Adjusted EBITDA: Consolidated (a)

​

​

29,882

​

​

28,745

​

​

52,872

​

​

51,589

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

​

​

16

​

​

113

​

​

(363)

​

​

141

Equity-based compensation expense

​

​

(1,796)

​

​

(2,156)

​

​

(5,847)

​

​

(3,424)

Acquisition-related expense (b)

​

​

(15)

​

​

(313)

​

​

(87)

​

​

(1,487)

Special Committee investigation and remediation expense (c)

​

​

—

​

​

(564)

​

​

—

​

​

(2,650)

Fair value adjustments to contingent consideration (d)

​

​

(415)

​

​

55

​

​

(345)

​

​

(80)

Interest income

​

​

342

​

​

98

​

​

662

​

​

217

Interest expense

​

​

(3,154)

​

​

(3,171)

​

​

(6,309)

​

​

(5,895)

Depreciation and amortization

​

​

(5,541)

​

​

(5,069)

​

​

(11,099)

​

​

(9,644)

Income before provision for income taxes

​

$

19,319

​

$

17,738

​

$

29,484

​

$

28,767

(a)As the revenue for the Marketing Funds are contractually restricted for the benefit of franchisees and the Company has an equal and offsetting amount of expenses such that there is no impact to overall profitability of the Company, there is no Adjusted EBITDA for the Marketing Funds. See “Management’s Discussion and Analysis of Financial Condition and Results of Operations – Non-GAAP Financial Measures” for more information on the Company’s presentation of Adjusted EBITDA and a reconciliation of the differences between the Company’s Adjusted EBITDA and net income, which is the most comparable GAAP measure for operating performance.
(b)Acquisition-related expense includes legal, accounting, advisory and consulting fees incurred in connection with the acquisition and integration of acquired companies.
(c)Special Committee investigation and remediation expense relates to costs incurred in relation to the previously disclosed investigation by the special committee of independent directors of actions of certain members of our senior management and the implementation of the remediation plan.
(d)Fair value adjustments to contingent consideration include amounts recognized for changes in the estimated fair value of the contingent consideration liability. See Note 10, Fair Value Measurements for additional information.
v3.19.2
Business and Organization (Details) - Minimum
Jun. 30, 2019
country
item
Office
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]  
Number of agents | item 125,000
Number of offices | Office 8,000
Number of countries in which entity operates | country 110
v3.19.2
Summary of Significant Accounting Policies - Schedule of Deferred Revenue (Details) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2019
Jun. 30, 2019
Annual dues    
Disaggregation of Revenue [Line Items]    
Deferred revenue recognition period   12 months
Balance at beginning of period   $ 15,877
New billings   18,828
Revenue recognized   (17,673)
Balance at the end of period $ 17,032 17,032
Revenue recognized 4,500 11,400
Franchise sales revenue    
Disaggregation of Revenue [Line Items]    
Balance at beginning of period   27,560
New billings   3,283
Revenue recognized   4,697
Balance at the end of period 26,146 26,146
Revenue recognized $ 2,100 $ 4,400
Franchise sales revenue | RE/MAX franchise agreements    
Disaggregation of Revenue [Line Items]    
Period of franchise agreement   5 years
Franchise sales revenue | Motto franchise agreements    
Disaggregation of Revenue [Line Items]    
Period of franchise agreement   7 years
v3.19.2
Summary of Significant Accounting Policies - Commissions Related to Franchise Sales (Details) - Commissions Related to Franchise Sales
$ in Thousands
 6 Months Ended
Jun. 30, 2019
USD ($)
Capitalized Contract Cost [Line Items]  
Balance at beginning of period $ 3,748
Expense recognized (704)
Additions to contract cost for new activity 525
Balance at end of period $ 3,569
v3.19.2
Summary of Significant Accounting Policies - Disaggregated revenue (Details) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2019
Jun. 30, 2018
Jun. 30, 2019
Jun. 30, 2018
Disaggregation of Revenue [Line Items]        
Total revenue $ 71,381 $ 54,277 $ 142,559 $ 106,919
Owned Regions        
Disaggregation of Revenue [Line Items]        
Total revenue 34,019 35,692 64,037 67,055
Independent Regions        
Disaggregation of Revenue [Line Items]        
Total revenue 11,394 11,694 22,317 22,843
Global and Other        
Disaggregation of Revenue [Line Items]        
Total revenue 4,972 4,724 13,855 13,806
RE/MAX Franchising        
Disaggregation of Revenue [Line Items]        
Total revenue 50,385 52,110 100,209 103,704
Total Marketing Funds        
Disaggregation of Revenue [Line Items]        
Total revenue 18,060 0 36,832 0
Other        
Disaggregation of Revenue [Line Items]        
Total revenue 2,936 2,167 5,518 3,215
U.S. | RE/MAX Franchising        
Disaggregation of Revenue [Line Items]        
Total revenue 41,689 43,343 83,424 86,695
U.S. | Total Marketing Funds        
Disaggregation of Revenue [Line Items]        
Total revenue 16,381 0 33,053 0
Canada | RE/MAX Franchising        
Disaggregation of Revenue [Line Items]        
Total revenue 5,893 6,213 11,242 11,976
Canada | Total Marketing Funds        
Disaggregation of Revenue [Line Items]        
Total revenue 1,500 0 3,385 0
Global | RE/MAX Franchising        
Disaggregation of Revenue [Line Items]        
Total revenue 2,803 2,554 5,543 5,033
Global | Total Marketing Funds        
Disaggregation of Revenue [Line Items]        
Total revenue $ 179 $ 0 $ 394 $ 0
v3.19.2
Summary of Significant Accounting Policies - Transaction Price (Details)
$ in Thousands
Jun. 30, 2019
USD ($)
Annual Dues And Franchise Sales  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Remaining performance obligation revenue $ 43,178
Annual dues  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Remaining performance obligation revenue 17,032
Franchise sales revenue  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Remaining performance obligation revenue 26,146
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-07-01 | Annual Dues And Franchise Sales  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Remaining performance obligation revenue $ 16,352
Performance period 6 months
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-07-01 | Annual dues  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Remaining performance obligation revenue $ 12,615
Performance period 6 months
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-07-01 | Franchise sales revenue  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Remaining performance obligation revenue $ 3,737
Performance period 6 months
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-01-01 | Annual Dues And Franchise Sales  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Remaining performance obligation revenue $ 10,929
Performance period 1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-01-01 | Annual dues  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Remaining performance obligation revenue $ 4,417
Performance period 1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-01-01 | Franchise sales revenue  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Remaining performance obligation revenue $ 6,512
Performance period 1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-01-01 | Annual Dues And Franchise Sales  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Remaining performance obligation revenue $ 5,162
Performance period 1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-01-01 | Annual dues  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Remaining performance obligation revenue $ 0
Performance period 1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-01-01 | Franchise sales revenue  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Remaining performance obligation revenue $ 5,162
Performance period 1 year
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 $ 3,693
Performance period 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 $ 0
Performance period 1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01 | Franchise sales revenue  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Remaining performance obligation revenue $ 3,693
Performance period 1 year
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 $ 2,193
Performance period 1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | Annual dues  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Remaining performance obligation revenue $ 0
Performance period 1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | Franchise sales revenue  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Remaining performance obligation revenue $ 2,193
Performance period 1 year
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 $ 1,108
Performance period 1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | Annual dues  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Remaining performance obligation revenue $ 0
Performance period 1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | Franchise sales revenue  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Remaining performance obligation revenue $ 1,108
Performance period 1 year
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 $ 3,741
Performance period
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-01-01 | Annual dues  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Remaining performance obligation revenue $ 0
Performance period
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-01-01 | Franchise sales revenue  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Remaining performance obligation revenue $ 3,741
Performance period
v3.19.2
Summary of Significant Accounting Policies - Cash, Cash Equivalents and Restricted Cash (Details) - USD ($)
$ in Thousands
Jun. 30, 2019
Dec. 31, 2018
Jun. 30, 2018
Dec. 31, 2017
Cash, Cash Equivalents and Restricted Cash        
Cash and cash equivalents $ 72,486 $ 59,974    
Restricted Cash 23,627 0    
Total cash, cash equivalents and restricted cash $ 96,113 $ 59,974 $ 39,839 $ 50,807
v3.19.2
Summary of Significant Accounting Policies - Services Provided to Marketing Funds by RE/MAX Franchising (Details) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2019
Jun. 30, 2019
Cost charges $ 3,752 $ 6,677
Marketing funds | Technology development - operating    
Cost charges 1,199 2,164
Marketing funds | Technology development - capital    
Cost charges 1,529 2,464
Marketing funds | Marketing staff and administrative services    
Cost charges $ 1,024 $ 2,049
v3.19.2
Summary of Significant Accounting Policies - Recently Adopted Accounting Pronouncements (Details) - USD ($)
$ in Thousands
 6 Months Ended
Jan. 01, 2019
Jun. 30, 2019
Dec. 31, 2018
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
Change in Accounting Principle, Accounting Standards Update, Transition Option Elected [Fixed List]   Prospective  
Lease, Practical Expedient, Use of Hindsight [true false] false    
Operating Lease, Right-of-Use Asset $ 55,600 $ 53,363 $ 0
Operating Lease, Liability 65,800 $ 63,407  
Deferred rent 9,300    
Sublease loss 2,400    
Intangible assets $ 1,500    
ASU 2016-02      
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
Lease, Practical Expedients, Package [true false]   true  
New Accounting Pronouncement or Change in Accounting Principle, Prior Period Not Restated [true false]   true  
v3.19.2
Leases (Details)
 1 Months Ended 6 Months Ended
Apr. 30, 2010
item
Jun. 30, 2019
agreement
item
Lessee, Lease, Description [Line Items]    
Remaining lease term   15 years
Option to renew - lessee   true
Number of sublease agreements   4
Number of renewal options reasonably certain to be exercised | item   0
Number of sublease agreements - contingent upon renewal   2
Number of sublease agreements - exercised   2
Minimum    
Lessee, Lease, Description [Line Items]    
Renewal of lease period   1 year
Maximum    
Lessee, Lease, Description [Line Items]    
Renewal of lease period   20 years
Master Lease    
Lessee, Lease, Description [Line Items]    
Number Of Renewal Terms | item 2  
Percentage Of Increase In Operating Lease Rent 3.00%  
Renewal of lease period   10 years
v3.19.2
Leases - Lease Cost (Details)
$ in Thousands
 6 Months Ended
Jun. 30, 2019
USD ($)
Lease Cost  
Operating lease cost $ 6,112
Sublease income (724)
Short-term lease cost 5,300
Total lease cost 10,688
Operating cash flows from operating leases $ 4,211
Weighted-average remaining lease term in years - operating leases 8 years 10 months 24 days
Weighted-average discount rate - operating leases 6.32%
Variable lease cost $ 1,800
v3.19.2
Leases - Maturities of lease liabilities under non-cancellable leases (Details) - USD ($)
$ in Thousands
Jun. 30, 2019
Jan. 01, 2019
Rent Payments    
Remainder of 2019 $ 4,290  
2020 8,750  
2021 9,004  
2022 9,000  
2023 9,173  
Thereafter 43,711  
Total lease payments 83,928  
Less: imputed interest 20,521  
Present value of lease liabilities 63,407 $ 65,800
Sublease Receipts    
2019 559  
2020 888  
2021 775  
2022 804  
2023 822  
Thereafter 1,382  
Sublease Receipts 5,230  
Total Cash Outflows    
2019 3,731  
2020 7,862  
2021 8,229  
2022 8,196  
2023 8,351  
Thereafter 42,329  
Total Cash Outflows $ 78,698  
v3.19.2
Leases - Previous lease accounting, maturities of lease liabilities (Details)
$ in Thousands
Dec. 31, 2018
USD ($)
Rent Payments  
2019 $ 9,402
2020 9,601
2021 9,341
2022 9,011
2023 9,169
Thereafter 43,556
Total lease payments 90,080
Sublease Receipts  
2019 (1,087)
2020 (873)
2021 (775)
2022 (804)
2023 (827)
Thereafter (1,382)
Total Sublease receipts (5,748)
Total Cash Outflows  
2019 8,315
2020 8,728
2021 8,566
2022 8,207
2023 8,342
Thereafter 42,174
Total Cash Outflows $ 84,332
v3.19.2
Non-controlling Interest - Ownership of common units in RMCO (Details) - RMCO, LLC - shares
Jun. 30, 2019
Dec. 31, 2018
Shares [Abstract]    
Non-controlling interest ownership of common units in RMCO 12,559,600 12,559,600
RE/MAX Holdings, Inc. outstanding Class A common stock (equal to RE/MAX Holdings, Inc. common units in RMCO) 17,809,119 17,754,416
Total number of common stock units in RMCO 30,368,719 30,314,016
Ownership Percentage [Abstract]    
Non-controlling interest ownership of common units in RMCO as a percentage 41.36% 41.43%
RE/MAX Holdings, Inc. outstanding Class A common stock (equal to RE/MAX Holdings, Inc. common units in RMCO) 58.64% 58.57%
Total percentage of common stock units 100.00% 100.00%
v3.19.2
Non-controlling Interest - Net income reconciliation (Details) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2019
Mar. 31, 2019
Jun. 30, 2018
Mar. 31, 2018
Jun. 30, 2019
Jun. 30, 2018
Noncontrolling Interest            
Weighted average ownership percentage of controlling interest 58.64%   58.56%   58.62% 58.53%
Weighted average ownership percentage of noncontrolling interest 41.36%   41.44%   41.38% 41.47%
Total (as a percentage) 100.00%   100.00%   100.00% 100.00%
Income before provision for income taxes attributable to RE/MAX Holdings, Inc. $ 11,328   $ 10,367   $ 17,286 $ 16,820
Provision for income taxes attributable to RE/MAX Holdings, Inc. (2,758)   (2,719)   (4,307) (4,189)
Net income attributable to RE/MAX Holdings, Inc. 8,570   7,648   12,979 12,631
Income before provision for income taxes: Non-controlling interest 7,991   7,371   12,198 11,947
Provision for income taxes: Non-controlling interest (428)   (428)   (787) (820)
Net income: Non-controlling interest 7,563   6,943   11,411 11,127
Income before provision for income taxes 19,319   17,738   29,484 28,767
Provision for income taxes (3,186)   (3,147)   (5,094) (5,009)
Net income $ 16,133 $ 8,257 $ 14,591 $ 9,167 $ 24,390 $ 23,758
v3.19.2
Non-controlling Interest - Distributions Paid or Payable (Details) - USD ($)
$ in Thousands
 6 Months Ended
Jun. 30, 2019
Jun. 30, 2018
Dividends Payable [Line Items]    
Distributions paid or payable to or on behalf of non-controlling unitholders $ 7,306 $ 7,818
Tax and other distributions    
Dividends Payable [Line Items]    
Distributions paid or payable to or on behalf of non-controlling unitholders 2,031 2,794
Dividend distributions    
Dividends Payable [Line Items]    
Distributions paid or payable to or on behalf of non-controlling unitholders $ 5,275 $ 5,024
v3.19.2
Earnings Per Share and Dividends - Reconciliation of the numerator and denominator used in basic and diluted EPS calculations (Details) - USD ($)
$ / shares in Units, $ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2019
Jun. 30, 2018
Jun. 30, 2019
Jun. 30, 2018
Numerator        
Net income attributable to RE/MAX Holdings, Inc. $ 8,570 $ 7,648 $ 12,979 $ 12,631
Common Class A        
Denominator for basic net income per share of Class A common stock        
Weighted average shares of Class A common stock outstanding 17,808,321 17,746,042 17,791,942 17,727,671
Denominator for diluted net income per share of Class A common stock        
Weighted average shares of Class A common stock outstanding 17,808,321 17,746,042 17,791,942 17,727,671
Add dilutive effect of the following:        
Weighted average shares of Class A common stock outstanding, diluted 17,833,958 17,769,641 17,825,880 17,763,592
Earnings per share of Class A common stock        
Net income attributable to RE/MAX Holdings, Inc. per share of Class A common stock, basic $ 0.48 $ 0.43 $ 0.73 $ 0.71
Net income attributable to RE/MAX Holdings, Inc. per share of Class A common stock, diluted $ 0.48 $ 0.43 $ 0.73 $ 0.71
Restricted Stock Units (RSUs) | Common Class A        
Add dilutive effect of the following:        
Restricted stock units 25,637 23,599 33,938 35,921
v3.19.2
Earnings Per Share and Dividends - Additional Information (Details) - USD ($)
 3 Months Ended 6 Months Ended
Jul. 31, 2019
Jun. 30, 2019
Mar. 31, 2019
Jun. 30, 2018
Mar. 31, 2018
Jun. 30, 2019
Jun. 30, 2018
Dividends Payable [Line Items]              
Cash dividends declared per share of Class A common stock           $ 0.42 $ 0.40
Dividends declared and paid   $ 3,739,000 $ 3,740,000 $ 3,549,000 $ 3,547,000 $ 7,479,000 $ 7,096,000
Common Class A              
Dividends Payable [Line Items]              
Cash dividends declared per share of Class A common stock   $ 0.21 $ 0.21 $ 0.20 $ 0.20 $ 0.42 $ 0.40
Dividends declared and paid   $ 0 $ 0 $ 0 $ 0    
Quarterly dividend | Common Class A              
Dividends Payable [Line Items]              
Cash dividends declared per share of Class A common stock $ 0.21            
Non-controlling interest              
Dividends Payable [Line Items]              
Dividends declared and paid   0 0 0 0    
Distributions declared to non-controlling unitholders   $ 2,638,000 $ 2,638,000 $ 2,512,000 $ 2,512,000 $ 5,276,000 $ 5,024,000
v3.19.2
Acquisitions (Details) - USD ($)
$ / shares in Units, $ in Thousands
 3 Months Ended 6 Months Ended
Feb. 26, 2018
Jun. 30, 2018
Jun. 30, 2018
Jun. 30, 2019
Jan. 01, 2019
Dec. 31, 2018
Purchase Price Allocation            
Goodwill       $ 150,812   $ 150,684
Pro Forma Information            
Total revenue   $ 73,055 $ 145,432      
Net income attributable to RE/MAX Holdings, Inc.   $ 7,648 $ 11,640      
Basic earnings per common share   $ 0.43 $ 0.66      
Diluted earnings per common share   $ 0.43 $ 0.66      
Booj Llc            
Business Acquisition [Line Items]            
Cash consideration $ 26,300          
Issuance of Class A common stock, equity-based compensation plans, value 10,000          
Purchase Price Allocation            
Cash 362          
Other current assets 367          
Property and equipment 625          
Software 7,400          
Trademarks 500          
Non-compete agreement 1,200          
Customer relationships 800          
Other intangible assets 1,589          
Other assets, net of current portion 336          
Total assets acquired, excluding goodwill 13,179          
Current portion of debt (606)          
Other current liabilities 557          
Debt, net of current portion (805)          
Total liabilities assumed 1,968          
Goodwill 15,039          
Total purchase price $ 26,250          
Marketing funds            
Purchase Price Allocation            
Restricted cash         $ 28,495  
Other current assets         8,472  
Property and equipment         788  
Other assets, net of current portion         126  
Total assets acquired         37,881  
Other current liabilities         37,881  
Total liabilities assumed         $ 37,881  
v3.19.2
Intangible Assets and Goodwill - Components of Company's Intangible Assets (Details) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2019
Jun. 30, 2018
Jun. 30, 2019
Jun. 30, 2018
Dec. 31, 2018
Finite Lived Intangible Assets [Line Items]          
Net Balance $ 95,407   $ 95,407   $ 103,157
Amortization expense 5,100 $ 4,700 10,300 $ 9,100  
Franchise agreements          
Finite Lived Intangible Assets [Line Items]          
Initial Cost 180,867   180,867   180,867
Accumulated Amortization (85,460)   (85,460)   (77,710)
Net Balance 95,407   $ 95,407   103,157
Franchise agreements | Weighted Average          
Finite Lived Intangible Assets [Line Items]          
Useful life of intangible assets     12 years 6 months    
Other intangible assets          
Finite Lived Intangible Assets [Line Items]          
Initial Cost 33,847   $ 33,847   30,875
Accumulated Amortization (10,369)   (10,369)   (7,910)
Net Balance 23,478   $ 23,478   22,965
Other intangible assets | Weighted Average          
Finite Lived Intangible Assets [Line Items]          
Useful life of intangible assets     4 years 10 months 24 days    
Software          
Finite Lived Intangible Assets [Line Items]          
Initial Cost 25,111   $ 25,111   20,579
Accumulated Amortization (7,605)   (7,605)   (5,802)
Net Balance 17,506   $ 17,506   14,777
Software | Weighted Average          
Finite Lived Intangible Assets [Line Items]          
Useful life of intangible assets     4 years 3 months 18 days    
Trademarks          
Finite Lived Intangible Assets [Line Items]          
Initial Cost 1,886   $ 1,886   1,857
Accumulated Amortization (938)   (938)   (839)
Net Balance 948   $ 948   1,018
Trademarks | Weighted Average          
Finite Lived Intangible Assets [Line Items]          
Useful life of intangible assets     9 years 3 months 18 days    
Software Development          
Finite Lived Intangible Assets [Line Items]          
Capitalized software development costs 7,400   $ 7,400   4,500
Non-compete agreements          
Finite Lived Intangible Assets [Line Items]          
Initial Cost 3,700   3,700   3,700
Accumulated Amortization (1,221)   (1,221)   (896)
Net Balance 2,479   $ 2,479   2,804
Non-compete agreements | Weighted Average          
Finite Lived Intangible Assets [Line Items]          
Useful life of intangible assets     7 years 8 months 12 days    
Training materials          
Finite Lived Intangible Assets [Line Items]          
Initial Cost 2,350   $ 2,350   2,350
Accumulated Amortization (392)   (392)   (157)
Net Balance 1,958   $ 1,958   2,193
Training materials | Weighted Average          
Finite Lived Intangible Assets [Line Items]          
Useful life of intangible assets     3 years    
Other          
Finite Lived Intangible Assets [Line Items]          
Initial Cost 800   $ 800   2,389
Accumulated Amortization (213)   (213)   (216)
Net Balance $ 587   $ 587   $ 2,173
Other | Weighted Average          
Finite Lived Intangible Assets [Line Items]          
Useful life of intangible assets     5 years    
v3.19.2
Intangible Assets and Goodwill - Estimated Future Amortization of Intangible Assets, Other Than Goodwill (Details)
$ in Thousands
Jun. 30, 2019
USD ($)
Finite-Lived Intangible Assets, Amortization Expense, Maturity Schedule [Abstract]  
Remainder of 2019 $ 18,969
2020 22,271
2021 21,462
2022 18,312
2023 $ 14,157
v3.19.2
Intangible Assets and Goodwill - Schedule of Changes in Goodwill (Details)
$ in Thousands
 6 Months Ended
Jun. 30, 2019
USD ($)
Changes to goodwill  
Beginning Balance $ 150,684
Effect of changes in foreign currency exchange rates 128
Ending Balance 150,812
RE/MAX Franchising  
Changes to goodwill  
Beginning Balance 138,884
Effect of changes in foreign currency exchange rates 128
Ending Balance 139,012
Other  
Changes to goodwill  
Beginning Balance 11,800
Effect of changes in foreign currency exchange rates 0
Ending Balance $ 11,800
v3.19.2
Accrued Liabilities - Schedule of Accrued Liabilities (Details) - USD ($)
$ in Thousands
Jun. 30, 2019
Dec. 31, 2018
Accrued Liabilities.    
Marketing Funds $ 35,288 $ 0
Accrued payroll and related employee costs 8,171 6,517
Accrued taxes 1,181 1,480
Accrued professional fees 868 2,010
Other 3,429 3,136
Accrued liabilities $ 48,937 $ 13,143
v3.19.2
Debt - Schedule of Debt (Details) - USD ($)
$ in Thousands
Jun. 30, 2019
Dec. 31, 2018
Debt Instrument [Line Items]    
Long term debt $ 229,032  
Less unamortized debt issuance costs (1,332) $ (1,481)
Less unamortized debt discount costs (973) (1,080)
Less current portion (2,637) (2,622)
Debt, net of current portion 224,090 225,165
Senior Secured Credit Facility    
Debt Instrument [Line Items]    
Long term debt 228,538 229,713
Other long-term financing    
Debt Instrument [Line Items]    
Long term debt $ 494 $ 635
v3.19.2
Debt - Schedule of Maturities of Debt (Details)
$ in Thousands
Jun. 30, 2019
USD ($)
Debt  
Remainder of 2019 $ 1,315
2020 2,704
2021 2,350
2022 2,350
2023 220,313
Long term debt $ 229,032
v3.19.2
Debt - Additional Information (Details) - USD ($)
Jun. 30, 2019
Dec. 15, 2016
Debt Instrument [Line Items]    
Debt instrument, interest rate 5.15%  
Term loan | Senior Secured Credit Facility    
Debt Instrument [Line Items]    
Notes Payable to Bank   $ 235,000,000.0
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   $ 10,000,000.0
v3.19.2
Fair Value Measurements - Assets and Liabilities Measured at Fair Value on a Recurring Basis (Details)
$ in Thousands
 6 Months Ended
Jun. 30, 2019
USD ($)
item
Dec. 31, 2018
USD ($)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Percentage of gross revenues to be paid yearly 8.00%  
Measured on a recurring basis    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Contingent consideration liability $ 5,415 $ 5,070
Level 1 | Measured on a recurring basis    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Contingent consideration liability 0 0
Level 2 | Measured on a recurring basis    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Contingent consideration liability 0 0
Level 3 | Measured on a recurring basis    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Contingent consideration liability 5,415 $ 5,070
Ten Percent Reduction In Franchise Sales [Member]    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Deferred revenue and deposits, current portion 300  
One Percent Change To Discount Rate [Member]    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Deferred revenue and deposits, current portion $ 300  
Minimum    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Assumed number of franchises sold annually | item 50  
Maximum    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Assumed number of franchises sold annually | item 80  
v3.19.2
Fair Value Measurements - Reconciliation of Assets and Liabilities Measured Using Significant Unobservable Inputs (Details) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2019
Jun. 30, 2018
Jun. 30, 2019
Jun. 30, 2018
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]        
Fair value adjustment $ 415 $ (55) $ 345 $ 80
Measured on a recurring basis        
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]        
Balance at Beginning     5,070  
Balance at Ending 5,415   5,415  
Level 3 | Measured on a recurring basis        
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]        
Balance at Beginning     5,070  
Fair value adjustment     345  
Balance at Ending $ 5,415   $ 5,415  
v3.19.2
Fair Value Measurements - Schedule of Senior Secured Credit Facility (Details) - Senior Secured Credit Facility - USD ($)
$ in Thousands
Jun. 30, 2019
Dec. 31, 2018
Carrying amounts    
Debt Instrument [Line Items]    
Long term debt, carrying amount $ 226,233 $ 227,152
Level 2 | Estimated fair value    
Debt Instrument [Line Items]    
Long term debt, fair value $ 227,395 $ 221,673
v3.19.2
Equity-Based Compensation (Details) - USD ($)
$ / shares in Units, $ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2019
Jun. 30, 2018
Jun. 30, 2019
Jun. 30, 2018
Employee stock-based compensation expense        
Equity-based compensation capitalized (a) $ (124) $ (6) $ (184) $ (6)
Equity-based compensation expense 1,796 2,156 5,847 3,424
Tax benefit from equity-based compensation (254) (305) (827) (484)
Excess tax benefit from equity-based compensation 57 (73) 113 (145)
Net compensation cost $ 1,599 1,778 $ 5,133 2,795
Restricted Stock Units        
Additional shares available to grant under plan (in shares) 2,187,446   2,187,446  
Time-based Restricted Stock Units        
Employee stock-based compensation expense        
Equity-based compensation expense $ 1,872 1,061 $ 3,963 1,861
Restricted Stock Units        
Nonvested at beginning of period     298,610  
Granted     158,342  
Shares vested     (66,918)  
Forfeited     (5,844)  
Nonvested at end of period 384,190   384,190  
Nonvested at beginning of period, Weighted average grant date fair value per share     $ 51.97  
Granted, Weighted average grant date fair value per share     38.61  
Shares vested, Weighted average grant date fair value per share     46.66  
Forfeited, Weighted average grant date fair value per share     46.41  
Nonvested at end of period, Weighted average grant date fair value per share $ 47.48   $ 47.48  
Unrecognized compensation cost $ 13,200   $ 13,200  
Period for recognition of RSU compensation expense     2 years 1 month 24 days  
Performance-based Restricted Stock Units        
Employee stock-based compensation expense        
Equity-based compensation expense $ (872) 1,101 $ 250 1,569
Restricted Stock Units        
Nonvested at beginning of period     179,615  
Granted     93,028  
Shares vested     (5,620)  
Forfeited     (30,716)  
Nonvested at end of period 236,307   236,307  
Nonvested at beginning of period, Weighted average grant date fair value per share     $ 55.75  
Granted, Weighted average grant date fair value per share     41.37  
Shares vested, Weighted average grant date fair value per share     56.59  
Forfeited, Weighted average grant date fair value per share     52.97  
Nonvested at end of period, Weighted average grant date fair value per share $ 39.24   $ 39.24  
Unrecognized compensation cost $ 4,300   $ 4,300  
Period for recognition of RSU compensation expense     2 years 21 days  
Bonus settled in shares        
Employee stock-based compensation expense        
Equity-based compensation expense $ 920 $ 0 $ 1,818 $ 0
v3.19.2
Leadership Changes and the New Service Model (Details) - USD ($)
$ in Millions
 3 Months Ended 15 Months Ended
Feb. 09, 2018
Mar. 31, 2019
Mar. 31, 2019
Former President      
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items]      
The period for payment of restructuring costs. 39 months    
RE/MAX Franchising | President | Separation And Transition Agreement | Selling, General and Administrative Expenses      
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items]      
Incurred cost under Separation Agreement $ 1.8    
RE/MAX Franchising | Restructuring Plan | Selling, General and Administrative Expenses      
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items]      
Severance and other related expenses     $ 2.1
RE/MAX Franchising | Restructuring Plan | Former Employees | Selling, General and Administrative Expenses      
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items]      
Severance and other related expenses   $ 0.7  
v3.19.2
Related-Party Transactions (Details) - USD ($)
$ in Millions
 3 Months Ended 6 Months Ended
Jun. 30, 2018
Jun. 30, 2019
Jun. 30, 2018
Related party balances and activity      
Expenses recorded for benefits provided by related party   $ 0.3 $ 0.3
Services rendered and rent for office space provided      
Related party balances and activity      
Amounts allocated for services rendered and rent for office space $ 0.9   $ 1.9
v3.19.2
Segment Information (Details)
 6 Months Ended
Jun. 30, 2019
segment
Segment Information  
Number of reportable segments 2
v3.19.2
Segment Information - Revenue (Details) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2019
Jun. 30, 2018
Jun. 30, 2019
Jun. 30, 2018
Segment Reporting Information        
Total revenue $ 71,381 $ 54,277 $ 142,559 $ 106,919
RE/MAX Franchising        
Segment Reporting Information        
Total revenue 50,385 52,110 100,209 103,704
Marketing Funds fees        
Segment Reporting Information        
Total revenue 18,060 0 36,832 0
Other        
Segment Reporting Information        
Total revenue 2,936 2,167 5,518 3,215
Continuing franchise fees        
Segment Reporting Information        
Total revenue 24,894 25,211 49,850 50,451
Continuing franchise fees | RE/MAX Franchising        
Segment Reporting Information        
Total revenue 23,978 24,761 48,095 49,562
Annual dues        
Segment Reporting Information        
Total revenue 8,819 8,973 17,673 17,669
Annual dues | RE/MAX Franchising        
Segment Reporting Information        
Total revenue 8,819 8,973 17,673 17,669
Broker fees        
Segment Reporting Information        
Total revenue 13,459 13,993 22,047 23,181
Broker fees | RE/MAX Franchising        
Segment Reporting Information        
Total revenue 13,459 13,994 22,047 23,181
Franchise sales and other revenue        
Segment Reporting Information        
Total revenue 6,149 6,100 16,157 15,618
Franchise sales and other revenue | RE/MAX Franchising        
Segment Reporting Information        
Total revenue $ 4,129 $ 4,382 $ 12,394 $ 13,292
v3.19.2
Segment Information - Reconciliation (Details) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2019
Jun. 30, 2018
Jun. 30, 2019
Jun. 30, 2018
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated        
Adjusted EBITDA $ 29,882 $ 28,745 $ 52,872 $ 51,589
(Gain) loss on sale or disposition of assets and sublease, net 16 113 (363) 141
Equity-based compensation expense (1,796) (2,156) (5,847) (3,424)
Acquisition-related expense (15) (313) (87) (1,487)
Special Committee investigation and remediation expense 0 (564) 0 (2,650)
Fair value adjustments to contingent consideration (415) 55 (345) (80)
Interest income 342 98 662 217
Interest expense (3,154) (3,171) (6,309) (5,895)
Depreciation and amortization (5,541) (5,069) (11,099) (9,644)
Income before provision for income taxes 19,319 17,738 29,484 28,767
RE/MAX Franchising        
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated        
Adjusted EBITDA 30,020 29,990 54,165 53,797
Other        
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated        
Adjusted EBITDA $ (138) $ (1,245) $ (1,293) $ (2,208)