Document_And_Entity_Informatio
Document And Entity Information | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2013 | Sep. 30, 2013 | Oct. 31, 2013 | |
Entity Registrant Name | ' | 'REALOGY HOLDINGS CORP. | ' |
Entity Central Index Key | ' | '0001398987 | ' |
Current Fiscal Year End Date | ' | '--12-31 | ' |
Entity Filer Category | ' | 'Non-accelerated Filer | ' |
Document Type | ' | '10-Q | ' |
Document Period End Date | 30-Sep-13 | 30-Sep-13 | ' |
Document Fiscal Year Focus | ' | '2013 | ' |
Document Fiscal Period Focus | ' | 'Q3 | ' |
Amendment Flag | ' | 'false | ' |
Entity Common Stock, Shares O/S | ' | ' | 146,009,766 |
Realogy Group LLC [Member] | ' | ' | ' |
Entity Registrant Name | ' | 'REALOGY GROUP LLC | ' |
Entity Central Index Key | ' | '0001355001 | ' |
Entity Filer Category | ' | 'Non-accelerated Filer | ' |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements of Operations (USD $) | 3 Months Ended | 9 Months Ended | ||||||
In Millions, except Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | ||||
Revenues | ' | ' | ' | ' | ||||
Gross commission income | $1,168 | $939 | $3,013 | $2,528 | ||||
Service revenue | 255 | 231 | 671 | 611 | ||||
Franchise fees | 94 | 76 | 242 | 206 | ||||
Other | 36 | 35 | 117 | 120 | ||||
Net revenues | 1,553 | [1],[2] | 1,281 | [1],[2] | 4,043 | [1],[2] | 3,465 | [1],[2] |
Expenses | ' | ' | ' | ' | ||||
Commission and other agent-related costs | 796 | 633 | 2,050 | 1,697 | ||||
Operating | 363 | 336 | 1,043 | 979 | ||||
Marketing | 50 | 44 | 149 | 147 | ||||
General and administrative | 88 | 74 | 248 | 230 | ||||
Former parent legacy costs (benefit), net | 1 | -1 | 0 | -4 | ||||
Restructuring costs | 0 | 2 | 4 | 7 | ||||
Depreciation and amortization | 44 | 42 | 130 | 131 | ||||
Interest expense, net | 74 | 187 | 230 | 533 | ||||
Loss on the early extinguishment of debt | 22 | 0 | 68 | 6 | ||||
Other (income)/expense, net | 0 | 0 | 0 | 1 | ||||
Total expenses | 1,438 | 1,317 | 3,922 | 3,727 | ||||
Income (loss) before income taxes, equity in earnings and noncontrolling interests | 115 | -36 | 121 | -262 | ||||
Income tax expense | 9 | 18 | 25 | 33 | ||||
Equity in earnings of unconsolidated entities | -4 | -21 | -26 | -46 | ||||
Net income (loss) | 110 | -33 | 122 | -249 | ||||
Less: Net income attributable to noncontrolling interests | -1 | -1 | -4 | -2 | ||||
Net income (loss) attributable to Realogy Holdings and Realogy Group | $109 | ($34) | $118 | ($251) | ||||
Earnings (loss) per share attributable to Realogy Holdings: | ' | ' | ' | ' | ||||
Basic | $0.75 | ($4.24) | $0.81 | ($31.31) | ||||
Diluted | $0.74 | ($4.24) | $0.81 | ($31.31) | ||||
Weighted average common and common equivalent shares of Realogy Holdings outstanding: | ' | ' | ' | ' | ||||
Basic weighted average shares | 145,578,589 | 8,018,311 | 145,338,180 | 8,017,493 | ||||
Weighted average diluted shares | 146,766,202 | 8,018,311 | 146,520,541 | 8,017,493 | ||||
[1] | Revenues for the Relocation Services segment include intercompany referral and relocation fees paid by the Company Owned Real Estate Brokerage Services segment of $14 million and $34 million for the three and nine months ended September 30, 2013, respectively, and $12 million and $30 million for the three and nine months ended September 30, 2012, respectively. Such amounts are recorded as contra-revenues by the Company Owned Real Estate Brokerage Services segment. There are no other material inter-segment transactions. | |||||||
[2] | Revenues for the Real Estate Franchise Services segment include intercompany royalties and marketing fees paid by the Company Owned Real Estate Brokerage Services segment of $79 million and $210 million for the three and nine months ended September 30, 2013, respectively, and $66 million and $183 million for the three and nine months ended September 30, 2012, respectively. Transactions between segments are eliminated in consolidation. Such amounts are eliminated through the Corporate and Other line. |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statements of Comprehensive Income (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Statement of Other Comprehensive Income [Abstract] | ' | ' | ' | ' |
Net income (loss) | $110 | ($33) | $122 | ($249) |
Currency translation adjustment | 3 | 2 | -1 | 3 |
Defined benefit pension plan - amortization of actuarial loss to periodic pension cost | 1 | 1 | 2 | 4 |
Other comprehensive income, before tax | 4 | 3 | 1 | 7 |
Income tax expense related to other comprehensive income (loss) amounts | 1 | 1 | 1 | 2 |
Other comprehensive income, net of tax | 3 | 2 | 0 | 5 |
Comprehensive income (loss) | 113 | -31 | 122 | -244 |
Less: comprehensive income attributable to noncontrolling interests | -1 | -1 | -4 | -2 |
Comprehensive income (loss) attributable to Realogy Holdings and Realogy Group | $112 | ($32) | $118 | ($246) |
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheets (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Millions, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $173 | $376 |
Trade receivables (net of allowance for doubtful accounts of $40 and $51) | 137 | 122 |
Relocation receivables | 325 | 324 |
Relocation properties held for sale | 6 | 9 |
Deferred income taxes | 54 | 54 |
Other current assets | 92 | 93 |
Total current assets | 787 | 978 |
Property and equipment, net | 191 | 188 |
Goodwill | 3,310 | 3,304 |
Trademarks | 732 | 732 |
Franchise agreements, net | 1,579 | 1,629 |
Other intangibles, net | 373 | 399 |
Other non-current assets | 210 | 215 |
Total assets | 7,182 | 7,445 |
Current liabilities: | ' | ' |
Accounts payable | 153 | 148 |
Securitization obligations | 247 | 261 |
Due to former parent | 68 | 69 |
Revolving credit facilities and current portion of long-term debt | 64 | 110 |
Accrued expenses and other current liabilities | 410 | 427 |
Total current liabilities | 942 | 1,015 |
Long-term debt | 3,891 | 4,256 |
Deferred income taxes | 459 | 444 |
Other non-current liabilities | 217 | 211 |
Total liabilities | 5,509 | 5,926 |
Commitments and contingencies (Notes 8 and 10) | ' | ' |
Equity: | ' | ' |
Realogy Holdings preferred stock: $.01 par value; 50,000,000 shares authorized, none issued and outstanding at September 30, 2013 and December 31, 2012. | 0 | 0 |
Realogy Holdings common stock: $.01 par value; 400,000,000 shares authorized, 146,032,716 shares outstanding at September 30, 2013 and 145,369,453 shares outstanding at December 31, 2012. | 1 | 1 |
Additional paid-in capital | 5,627 | 5,591 |
Accumulated deficit | -3,927 | -4,045 |
Accumulated other comprehensive loss | -31 | -31 |
Total stockholders' equity | 1,670 | 1,516 |
Noncontrolling interests | 3 | 3 |
Total equity | 1,673 | 1,519 |
Total liabilities and equity | $7,182 | $7,445 |
Condensed_Consolidated_Balance1
Condensed Consolidated Balance Sheets (Parenthetical) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Millions, except Share data, unless otherwise specified | ||
Statement of Financial Position [Abstract] | ' | ' |
Allowance for doubtful accounts | $40 | $51 |
Common stock, par value | $0.01 | $0.01 |
Common stock, shares authorized | 400,000,000 | 400,000,000 |
Common stock, shares outstanding | 146,032,716 | 145,369,453 |
Preferred stock, par value | $0.01 | $0.01 |
Preferred stock, shares authorized | 50,000,000 | 50,000,000 |
Preferred stock, shares outstanding | 0 | 0 |
Condensed_Consolidated_Stateme2
Condensed Consolidated Statements of Cash Flows (USD $) | 9 Months Ended | |
In Millions, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 |
Operating Activities | ' | ' |
Net income (loss) | $122 | ($249) |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ' | ' |
Depreciation and amortization | 130 | 131 |
Deferred income taxes | 14 | 25 |
Amortization of deferred financing costs and discount on unsecured notes | 11 | 12 |
Non-cash portion of the loss on the early extinguishment of debt | 14 | 6 |
Equity in earnings of unconsolidated entities | -26 | -46 |
Stock-based compensation | 55 | 3 |
Other adjustments to net income (loss) | 5 | 8 |
Net change in assets and liabilities, excluding the impact of acquisitions and dispositions: | ' | ' |
Trade receivables | -15 | -24 |
Relocation receivables and advances | -1 | -34 |
Relocation properties held for sale | 3 | 4 |
Other assets | 5 | -2 |
Accounts payable, accrued expenses and other liabilities | -7 | 144 |
Due (to) from former parent | 1 | -6 |
Dividends received from unconsolidated entities | 41 | 28 |
Taxes paid related to the net share settlement for stock-based compensation | -21 | 0 |
Other, net | -1 | -1 |
Net cash provided by (used in) operating activities | 330 | -1 |
Investing Activities | ' | ' |
Property and equipment additions | -40 | -34 |
Net assets acquired (net of cash acquired) and acquisition-related payments | -5 | -5 |
Change in restricted cash | -2 | -6 |
Other, net | -3 | -6 |
Net cash used in investing activities | -50 | -51 |
Financing Activities | ' | ' |
Net change in revolving credit facilities | -70 | -188 |
Proceeds from amended term loan facility | 79 | 0 |
Repayments of term loan credit facility | -5 | -640 |
Proceeds from issuance of First Lien Notes | 0 | 593 |
Proceeds from issuance of First and a Half Lien Notes | 0 | 325 |
Repurchase of First and a Half Lien Notes | -100 | 0 |
Proceeds from issuance of Senior Notes | 500 | 0 |
Redemption of Senior Notes and Senior Subordinated Notes | -821 | 0 |
Net change in securitization obligations | -13 | -18 |
Debt issuance costs | -28 | -17 |
Proceeds from issuance of common stock for stock options | 1 | 0 |
Other, net | -26 | -6 |
Net cash (used in) provided by financing activities | -483 | 49 |
Effect of changes in exchange rates on cash and cash equivalents | 0 | 1 |
Net decrease in cash and cash equivalents | -203 | -2 |
Cash and cash equivalents, beginning of period | 376 | 143 |
Cash and cash equivalents, end of period | 173 | 141 |
Supplemental Disclosure of Cash Flow Information | ' | ' |
Interest payments (including securitization interest expense) | 274 | 415 |
Income tax payments, net | $10 | $5 |
Basis_Of_Presentation
Basis Of Presentation | 9 Months Ended | ||||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' | ||||||||||||||||||
Basis Of Presentation | ' | ||||||||||||||||||
BASIS OF PRESENTATION | |||||||||||||||||||
Realogy Holdings Corp. (“Realogy Holdings,” "Realogy" or the "Company") is a holding company for its consolidated subsidiaries including Realogy Intermediate Holdings LLC (“Realogy Intermediate”) and Realogy Group LLC (“Realogy Group”). Neither Realogy Holdings, the indirect parent of Realogy Group, nor Intermediate, the direct parent company of Realogy Group, conducts any operations other than with respect to its direct or indirect ownership of Realogy Group. As a result, the consolidated financial positions, results of operations and cash flows of Realogy Holdings, Realogy Intermediate and Realogy Group are the same. | |||||||||||||||||||
Realogy Holdings was incorporated on December 14, 2006. On April 10, 2007, Realogy Holdings, then wholly owned by investment funds affiliated with, or co-investment vehicles managed by, Apollo Management VI, L.P., an entity affiliated with Apollo Management, L.P. (collectively referred to as “Apollo”), acquired the outstanding shares of Realogy Group (then known as Realogy Corporation, a Delaware corporation) pursuant to a merger of its wholly owned subsidiary Domus Acquisition Corp., with and into Realogy Group (the “Merger”) with Realogy Holdings becoming the indirect parent company of Realogy Group. Prior to the consummation of the Realogy Holdings initial public offering and related transactions in October 2012, Realogy Holdings was owned by Apollo and members of the Company’s management. | |||||||||||||||||||
On April 16, 2013, Apollo sold 40.25 million shares of Realogy Holdings common stock at $44.00 per share in a public offering. On July 16, 2013, Apollo sold its remaining 25.13 million shares of Realogy Holdings' common stock at $47.57 per share in a public offering. | |||||||||||||||||||
Realogy is a global provider of residential real estate services. Realogy Group (then Realogy Corporation) was incorporated in January 2006 to facilitate a plan by Cendant Corporation (now known as Avis Budget Group, Inc.) to separate into four independent companies—one for each of Cendant's business units—real estate services or Realogy, travel distribution services (“Travelport”), hospitality services, including timeshare resorts (“Wyndham Worldwide”), and vehicle rental (“Avis Budget Group”). On July 31, 2006, the separation (“Separation”) from Cendant became effective. | |||||||||||||||||||
The accompanying Condensed Consolidated Financial Statements include the financial statements of Realogy Holdings and Realogy Group. Realogy Holdings' only asset is its investment in the common stock of Realogy Intermediate, and Realogy Intermediate's only asset is its investment in Realogy Group. Realogy Holdings' only obligations are its guarantees of certain borrowings and certain franchise obligations of Realogy Group. All expenses incurred by Realogy Holdings and Realogy Intermediate are for the benefit of Realogy Group and have been reflected in Realogy Group's consolidated financial statements. The consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America and with Article 10 of Regulation S-X. Interim results may not be indicative of full year performance because of seasonal and short-term variations. The Company has eliminated all material intercompany transactions and balances between entities consolidated in these financial statements. In presenting the Condensed Consolidated Financial Statements, management makes estimates and assumptions that affect the amounts reported and the related disclosures. Estimates, by their nature, are based on judgment and available information. Accordingly, actual results could differ materially from those estimates. | |||||||||||||||||||
In management's opinion, the accompanying Condensed Consolidated Financial Statements reflect all normal and recurring adjustments necessary to present fairly the Realogy Holdings and Realogy Group's financial position as of September 30, 2013 and the results of operations and comprehensive income (loss) for the three and nine months ended September 30, 2013 and 2012 and cash flows for the nine months ended September 30, 2013 and 2012. | |||||||||||||||||||
As the interim Condensed Consolidated Financial Statements are prepared using the same accounting principles and policies used to prepare the annual financial statements, they should be read in conjunction with the Consolidated Financial Statements for the year ended December 31, 2012 included in the Annual Report on Form 10-K for the year ended December 31, 2012. | |||||||||||||||||||
Financial Instruments | |||||||||||||||||||
The following tables present the Company’s assets and liabilities that are measured at fair value on a recurring basis and are categorized using the fair value hierarchy. The fair value hierarchy has three levels based on the reliability of the inputs used to determine fair value. | |||||||||||||||||||
Level Input: | Input Definitions: | ||||||||||||||||||
Level I | Inputs are unadjusted, quoted prices for identical assets or liabilities in active markets at the | ||||||||||||||||||
measurement date. | |||||||||||||||||||
Level II | Inputs other than quoted prices included in Level I that are observable for the asset or liability through | ||||||||||||||||||
corroboration with market data at the measurement date. | |||||||||||||||||||
Level III | Unobservable inputs that reflect management’s best estimate of what market participants would use in | ||||||||||||||||||
pricing the asset or liability at the measurement date. | |||||||||||||||||||
The availability of observable inputs can vary from asset to asset and is affected by a wide variety of factors, including, for example, the type of asset, whether the asset is new and not yet established in the marketplace, and other characteristics particular to the transaction. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised by the Company in determining fair value is greatest for instruments categorized in Level III. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement in its entirety falls is determined based on the lowest level input that is significant to the fair value measurement in its entirety. | |||||||||||||||||||
The fair value of financial instruments is generally determined by reference to quoted market values. In cases where quoted market prices are not available, fair value is based on estimates using present value or other valuation techniques, as appropriate. The fair value of interest rate swaps is determined based upon a discounted cash flow approach. | |||||||||||||||||||
The following table summarizes fair value measurements by level at September 30, 2013 for assets/liabilities measured at fair value on a recurring basis: | |||||||||||||||||||
Level I | Level II | Level III | Total | ||||||||||||||||
Interest rate swaps (included in other non-current liabilities) | $ | — | $ | 25 | $ | — | $ | 25 | |||||||||||
Deferred compensation plan assets | 1 | — | — | 1 | |||||||||||||||
(included in other non-current assets) | |||||||||||||||||||
The following table summarizes fair value measurements by level at December 31, 2012 for assets/liabilities measured at fair value on a recurring basis: | |||||||||||||||||||
Level I | Level II | Level III | Total | ||||||||||||||||
Interest rate swaps (included in other non-current liabilities) | $ | — | $ | 29 | $ | — | $ | 29 | |||||||||||
Deferred compensation plan assets | 1 | — | — | 1 | |||||||||||||||
(included in other non-current assets) | |||||||||||||||||||
The following table summarizes the carrying amount of the Company’s indebtedness compared to the estimated fair value, primarily determined by quoted market values, at: | |||||||||||||||||||
September 30, 2013 | December 31, 2012 | ||||||||||||||||||
Debt | Carrying | Estimated | Carrying | Estimated | |||||||||||||||
Amount | Fair Value (a) | Amount | Fair Value (a) | ||||||||||||||||
Senior Secured Credit Facility: | |||||||||||||||||||
Revolving credit facility | $ | 40 | $ | 40 | $ | 110 | $ | 110 | |||||||||||
Term loan facility | 1,897 | 1,906 | 1,822 | 1,831 | |||||||||||||||
7.625% First Lien Notes | 593 | 663 | 593 | 673 | |||||||||||||||
7.875% First and a Half Lien Notes | 700 | 768 | 700 | 763 | |||||||||||||||
9.00% First and a Half Lien Notes | 225 | 262 | 325 | 366 | |||||||||||||||
3.375% Senior Notes | 500 | 501 | — | — | |||||||||||||||
11.50% Senior Notes | — | — | 489 | 527 | |||||||||||||||
12.00% Senior Notes | — | — | 129 | 140 | |||||||||||||||
12.375% Senior Subordinated Notes | — | — | 188 | 192 | |||||||||||||||
13.375% Senior Subordinated Notes | — | — | 10 | 11 | |||||||||||||||
Securitization obligations | 247 | 247 | 261 | 261 | |||||||||||||||
_______________ | |||||||||||||||||||
(a) | The fair value of the Company's indebtedness is categorized as Level I. | ||||||||||||||||||
Income Taxes | |||||||||||||||||||
Income tax expense for the nine months ended September 30, 2013 was $25 million. This expense included $19 million for an increase in deferred tax liabilities associated with indefinite-lived intangible assets and $6 million for foreign and state income taxes for certain jurisdictions. The Company's provision for income taxes in interim periods is computed by applying its estimated annual effective tax rate against the income (loss) before income taxes for the period. In addition, non-recurring or discrete items, including the increase in deferred tax liabilities associated with indefinite-lived intangibles, are recorded during the period in which they occur. No federal income tax expense was recognized for the current period due to the recognition of a full valuation allowance for domestic operations. | |||||||||||||||||||
In September 2013, the Internal Revenue Service released final tangible property regulations regarding the deduction and capitalization of expenditures related to tangible property. Also released were proposed regulations regarding dispositions of tangible property. The regulations are effective beginning January 1, 2014, however, early adoption is allowed. The Company does not believe the regulations will have a material impact on the Company's financial statements when they are adopted. | |||||||||||||||||||
Management continues to evaluate all available evidence, both positive and negative, to determine the appropriate timing to release the valuation allowance recorded against the net definite-lived deferred tax asset balance for our domestic operations. The factors considered include our historical cumulative operating losses in recent years, the significant reductions in our indebtedness and related cash interest due to the Company's initial public offering and related transactions in the fourth quarter of 2012 and subsequent note redemptions during the first nine months of 2013, as well as the long term sustainability of the ongoing recovery in the domestic residential real estate market and overall macroeconomic environment. The Company also continues to closely monitor its improvement in recent operating results and its long term projected taxable income as part of its determination of the appropriate amount of valuation allowance recorded at each respective period end. The weight given by management to both the positive and negative evidence noted above is commensurate with the extent to which the evidence may be objectively verified. Although the Company continues to be in a historical cumulative loss position, management is encouraged by recent profitable quarterly results and the overall favorable trends in the domestic residential real estate market over the past year as potential indicators of a sustained improvement in the Company's ability to generate sufficient operating profit in the foreseeable future. If these recent positive trends continue, absent any other factors to the contrary, management may be in a position to release a substantial portion of its recorded valuation allowance in the relative near term. | |||||||||||||||||||
While the reversal of the allowance will have a material positive effect on the Company’s results of operations in the period in which any reversal is recorded, any reversal will most likely have the effect of reducing the Company’s earnings in subsequent periods as a result of an increase in the provision for income taxes relating to operating results in such periods. As a result of the Company's deferred tax assets from net operating losses, the subsequent reduction in earnings will have a limited impact on the Company's cash outflows until such time as the net operating losses are fully utilized. | |||||||||||||||||||
Derivative Instruments | |||||||||||||||||||
The Company uses foreign currency forward contracts largely to manage its exposure to changes in foreign currency exchange rates associated with its foreign currency denominated receivables and payables. The Company primarily manages its foreign currency exposure to the Euro, British Pound, Canadian Dollar and Swiss Franc. The Company has elected not to utilize hedge accounting for these forward contracts; therefore, any change in fair value is recorded in the Consolidated Statements of Operations. However, the fluctuations in the value of these forward contracts generally offset the impact of changes in the value of the underlying risk that they are intended to economically hedge. As of September 30, 2013, the Company had outstanding foreign currency forward contracts with a fair value of less than $1 million and a notional value of $34 million. As of December 31, 2012, the Company had outstanding foreign currency forward contracts with a fair value of less than $1 million and a notional value of $28 million. | |||||||||||||||||||
The Company also enters into interest rate swaps to manage its exposure to changes in interest rates associated with its variable rate borrowings. The Company has five interest rate swaps with an aggregate notional value of $1,025 million to offset the variability in cash flows resulting from the term loan facility. The first swap, with a notional value of $225 million, commenced in July 2012 and expires in February 2018 and the second swap, with a notional value of $200 million, commenced in January 2013 and expires in February 2018. In the third quarter of 2013, the Company entered into three new interest rate swaps, each with a notional value of $200 million, to commence in August 2015 and expire in August 2020. The Company has elected not to utilize hedge accounting for these interest rate swaps; therefore, any change in fair value is recorded in the Consolidated Statements of Operations. | |||||||||||||||||||
The fair value of derivative instruments was as follows: | |||||||||||||||||||
Liability Derivatives | Fair Value | ||||||||||||||||||
Not Designated as Hedging Instruments | Balance Sheet Location | September 30, | December 31, | ||||||||||||||||
2013 | 2012 | ||||||||||||||||||
Interest rate swap contracts | Other non-current liabilities | $ | 25 | $ | 29 | ||||||||||||||
The effect of derivative instruments on earnings is as follows: | |||||||||||||||||||
Derivative Instruments Not | Location of (Gain) or Loss | (Gain) or Loss Recognized on Derivatives | |||||||||||||||||
Designated as Hedging | Recognized | Three Months Ended | Nine Months Ended | ||||||||||||||||
Instruments | for Derivative Instruments | September 30, | September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||||
Interest rate swap contracts | Interest expense | $ | 8 | $ | 3 | $ | 2 | $ | 13 | ||||||||||
Foreign exchange contracts | Operating expense | $ | 1 | $ | 1 | $ | — | $ | 1 | ||||||||||
Restricted Cash | |||||||||||||||||||
Restricted cash primarily relates to amounts specifically designated as collateral for the repayment of outstanding borrowings under the Company’s securitization facilities. Such amounts approximated $11 million and $9 million at September 30, 2013 and December 31, 2012, respectively and are primarily included within Other current assets on the Company’s Condensed Consolidated Balance Sheets. | |||||||||||||||||||
Supplemental Cash Flow Information | |||||||||||||||||||
Significant non-cash transactions for the nine months ended September 30, 2013 included the issuance of common stock of $22 million for stock-based compensation. In addition, during the nine months ended September 30, 2013, the Company recorded $11 million in capital lease additions and $6 million in tenant improvements primarily related to the new corporate headquarters, both of which resulted in non-cash accruals to fixed assets and other long-term liabilities. | |||||||||||||||||||
For the nine months ended September 30, 2012, the Company recorded $4 million in capital lease additions which resulted in non-cash accruals to fixed assets and other long-term liabilities. | |||||||||||||||||||
Defined Benefit Pension Plan | |||||||||||||||||||
The net periodic pension cost for the three months ended September 30, 2013 was less than $1 million and was comprised of interest cost and amortization of actuarial loss of $2 million offset by a benefit of $2 million for the expected return on assets. The net periodic pension cost for the three months ended September 30, 2012 was $1 million and was comprised of interest cost and amortization of actuarial loss of $3 million offset by a benefit of $2 million for the expected return on assets. | |||||||||||||||||||
The net periodic pension cost for the nine months ended September 30, 2013 was $1 million and was comprised of interest cost and amortization of actuarial loss of $6 million offset by a benefit of $5 million for the expected return on assets. The net periodic pension cost for the nine months ended September 30, 2012 was $4 million and was comprised of interest cost and amortization of actuarial loss of $9 million offset by a benefit of $5 million for the expected return on assets. | |||||||||||||||||||
Reclassifications from Accumulated Other Comprehensive Income | |||||||||||||||||||
The Company adopted FASB's amended guidance for comprehensive income, which requires new footnote disclosures related to reclassifications out of accumulated other comprehensive income to net income. These reclassifications include the amortization of actuarial loss to periodic pension cost of $1 million and $2 million for the three and nine months ended September 30, 2013, respectively, and $1 million and $4 million for the three and nine months ended September 30, 2012, respectively. These amounts were reclassified from accumulated other comprehensive income to the general and administrative expenses line on the statement of operations. | |||||||||||||||||||
Recently Adopted Accounting Pronouncements | |||||||||||||||||||
In July 2012, the FASB amended the guidance on impairment testing for indefinite-lived intangible assets that allows an entity to elect to qualitatively assess whether it is necessary to perform the current two step impairment test. If the qualitative assessment determines that it is not more-likely-than-not that the fair value of the indefinite-lived intangible asset is less than its carrying amount, then performing the two step test is unnecessary. If the entity elects to bypass the qualitative assessment for any indefinite-lived intangible asset and proceed directly to Step One of the test and validate the conclusion by measuring fair value, it can resume performing the qualitative assessment in any subsequent period. The amendments are effective for annual and interim impairment tests performed for fiscal years beginning after September 15, 2012, however early adoption is permitted. The Company will consider utilizing the new qualitative analysis for its annual impairment test to be performed in the fourth quarter of 2013. | |||||||||||||||||||
In February 2013, the FASB amended guidance requiring new footnote disclosures related to reclassifications out of accumulated other comprehensive income to net income. Companies are required to present either in a single note or parenthetically on the face of the financial statements, the effect of significant amounts reclassified from each component of accumulated other comprehensive income based on its source and the income statement line items affected by reclassification. A company would not need to show the income statement line item affected for certain components that are not required to be reclassified in their entirety to net income. If the component is not required to be reclassified to net income it its entirety, companies would instead cross reference that amount to the related footnote where additional details about the effect of the reclassification are disclosed. The Company disclosed the reclassifications for the three and nine months ended September 30, 2013 and 2012. | |||||||||||||||||||
Recently Issued Accounting Pronouncements | |||||||||||||||||||
In July 2013, the FASB amended guidance requiring companies to present in the statement of financial position, an unrecognized tax benefit, or a portion of an unrecognized tax benefit, as a reduction to a deferred tax asset for a net operating loss carryforward or a tax credit carryforward. To the extent that a net operating loss carryforward or tax credit carryforward at the reporting date is not available under the tax law of the applicable jurisdiction to settle any additional income taxes that would result from the disallowance of a tax position, the unrecognized tax benefit would be presented in the statement of financial position as a liability. The amendments are effective for fiscal years, and interim periods within those years, beginning after December 15, 2013. The Company currently presents unrecognized tax benefits in accordance with the amended guidance and therefore the new standard will have no impact on the Company's financial statement presentation. |
Acquisitions
Acquisitions | 9 Months Ended |
Sep. 30, 2013 | |
Business Combinations [Abstract] | ' |
Acquisitions | ' |
ACQUISITIONS | |
2013 ACQUISITIONS | |
During the nine months ended September 30, 2013, the Company acquired nine real estate brokerage operations through its wholly owned subsidiary, NRT, for cash consideration of $5 million and established $3 million of liabilities related to contingent consideration. These acquisitions resulted in goodwill of $6 million that was assigned to the Company Owned Brokerage Services segment. | |
None of the 2013 acquisitions were significant to the Company’s results of operations, financial position or cash flows individually or in the aggregate. | |
2012 ACQUISITIONS | |
During the year ended December 31, 2012, the Company acquired seven real estate brokerage operations through its wholly owned subsidiary, NRT, for cash consideration of $3 million and established $2 million of liabilities related to contingent consideration. These acquisitions resulted in goodwill of $5 million that was assigned to the Company Owned Brokerage Services segment. | |
None of the 2012 acquisitions were significant to the Company’s results of operations, financial position or cash flows individually or in the aggregate. |
Intangible_Assets
Intangible Assets | 9 Months Ended | |||||||||||||||||||||||
Sep. 30, 2013 | ||||||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | |||||||||||||||||||||||
Intangible Assets | ' | |||||||||||||||||||||||
INTANGIBLE ASSETS | ||||||||||||||||||||||||
Goodwill by segment and changes in the carrying amount are as follows: | ||||||||||||||||||||||||
Real Estate | Company | Relocation | Title and | Total | ||||||||||||||||||||
Franchise | Owned | Services | Settlement | Company | ||||||||||||||||||||
Services | Brokerage | Services | ||||||||||||||||||||||
Services | ||||||||||||||||||||||||
Gross goodwill as of December 31, 2012 | $ | 3,264 | $ | 788 | $ | 641 | $ | 397 | $ | 5,090 | ||||||||||||||
Accumulated impairment losses | (1,023 | ) | (158 | ) | (281 | ) | (324 | ) | (1,786 | ) | ||||||||||||||
Balance at December 31, 2012 | 2,241 | 630 | 360 | 73 | 3,304 | |||||||||||||||||||
Goodwill acquired | — | 6 | — | — | 6 | |||||||||||||||||||
Balance at September 30, 2013 | $ | 2,241 | $ | 636 | $ | 360 | $ | 73 | $ | 3,310 | ||||||||||||||
Intangible assets are as follows: | ||||||||||||||||||||||||
As of September 30, 2013 | As of December 31, 2012 | |||||||||||||||||||||||
Gross | Accumulated | Net | Gross | Accumulated | Net | |||||||||||||||||||
Carrying | Amortization | Carrying | Carrying | Amortization | Carrying | |||||||||||||||||||
Amount | Amount | Amount | Amount | |||||||||||||||||||||
Amortizable—Franchise agreements (a) | $ | 2,019 | $ | 440 | $ | 1,579 | $ | 2,019 | $ | 390 | $ | 1,629 | ||||||||||||
Unamortizable—Trademarks (b) | $ | 732 | $ | 732 | $ | 732 | $ | 732 | ||||||||||||||||
Other Intangibles | ||||||||||||||||||||||||
Amortizable—License agreements (c) | $ | 45 | $ | 6 | $ | 39 | $ | 45 | $ | 5 | $ | 40 | ||||||||||||
Amortizable—Customer relationships (d) | 529 | 210 | 319 | 529 | 182 | 347 | ||||||||||||||||||
Unamortizable—Title plant shares (e) | 10 | 10 | 10 | 10 | ||||||||||||||||||||
Amortizable—Other (f) | 10 | 5 | 5 | 6 | 4 | 2 | ||||||||||||||||||
Total Other Intangibles | $ | 594 | $ | 221 | $ | 373 | $ | 590 | $ | 191 | $ | 399 | ||||||||||||
_______________ | ||||||||||||||||||||||||
(a) Generally amortized over a period of 30 years. | ||||||||||||||||||||||||
(b) | Relates to the Century 21, Coldwell Banker, ERA, The Corcoran Group, Coldwell Banker Commercial and Cartus tradenames, which are expected to generate future cash flows for an indefinite period of time. | |||||||||||||||||||||||
(c) | Relates to the Sotheby’s International Realty and Better Homes and Gardens Real Estate agreements which are being amortized over 50 years (the contractual term of the license agreements). | |||||||||||||||||||||||
(d) | Relates to the customer relationships at the Title and Settlement Services segment and the Relocation Services segment. These relationships are being amortized over a period of 5 to 20 years. | |||||||||||||||||||||||
(e) | Primarily related to the Texas American Title Company title plant shares. Ownership in a title plant is required to transact title insurance in certain states. The Company expects to generate future cash flows for an indefinite period of time. | |||||||||||||||||||||||
(f) | Generally amortized over periods ranging from 2 to 10 years. | |||||||||||||||||||||||
Intangible asset amortization expense is as follows: | ||||||||||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||||||||||
September 30, | September 30, | |||||||||||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||||||||||
Franchise agreements | $ | 17 | $ | 17 | $ | 50 | $ | 51 | ||||||||||||||||
License agreement | — | — | 1 | 1 | ||||||||||||||||||||
Customer relationships | 10 | 10 | 28 | 29 | ||||||||||||||||||||
Other | — | — | 1 | 2 | ||||||||||||||||||||
Total | $ | 27 | $ | 27 | $ | 80 | $ | 83 | ||||||||||||||||
Based on the Company’s amortizable intangible assets as of September 30, 2013, the Company expects related amortization expense for the remainder of 2013, the four succeeding years and thereafter to approximate $27 million, $106 million, $95 million, $95 million, $91 million and 1,528 million, respectively. |
Accrued_Expenses_And_Other_Cur
Accrued Expenses And Other Current Liabilities | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
Payables and Accruals [Abstract] | ' | |||||||
Accrued Expenses And Other Current Liabilities | ' | |||||||
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES | ||||||||
Accrued expenses and other current liabilities consisted of: | ||||||||
September 30, 2013 | December 31, 2012 | |||||||
Accrued payroll and related employee costs | $ | 137 | $ | 80 | ||||
Accrued volume incentives | 26 | 22 | ||||||
Accrued commissions | 23 | 22 | ||||||
Restructuring accruals | 5 | 11 | ||||||
Deferred income | 65 | 69 | ||||||
Accrued interest | 39 | 87 | ||||||
Other | 115 | 136 | ||||||
$ | 410 | $ | 427 | |||||
Short_And_Long_TermDebt
Short And Long Term-Debt | 9 Months Ended | |||||||||||||||
Sep. 30, 2013 | ||||||||||||||||
Debt Disclosure [Abstract] | ' | |||||||||||||||
Short And Long-Term Debt | ' | |||||||||||||||
SHORT AND LONG-TERM DEBT | ||||||||||||||||
Total indebtedness is as follows: | ||||||||||||||||
September 30, 2013 | December 31, 2012 | |||||||||||||||
Senior Secured Credit Facility: | ||||||||||||||||
Revolving credit facility | $ | 40 | $ | 110 | ||||||||||||
Term loan facility | 1,897 | 1,822 | ||||||||||||||
7.625% First Lien Notes | 593 | 593 | ||||||||||||||
7.875% First and a Half Lien Notes | 700 | 700 | ||||||||||||||
9.00% First and a Half Lien Notes | 225 | 325 | ||||||||||||||
3.375% Senior Notes | 500 | — | ||||||||||||||
11.50% Senior Notes | — | 489 | ||||||||||||||
12.00% Senior Notes | — | 129 | ||||||||||||||
12.375% Senior Subordinated Notes | — | 188 | ||||||||||||||
13.375% Senior Subordinated Notes | — | 10 | ||||||||||||||
Securitization Obligations: | ||||||||||||||||
Apple Ridge Funding LLC | 229 | 235 | ||||||||||||||
Cartus Financing Limited | 18 | 26 | ||||||||||||||
$ | 4,202 | $ | 4,627 | |||||||||||||
Indebtedness Table | ||||||||||||||||
As of September 30, 2013, the total capacity, outstanding borrowings and available capacity under the Company’s borrowing arrangements were as follows: | ||||||||||||||||
Interest | Expiration | Total | Outstanding | Available | ||||||||||||
Rate | Date | Capacity | Borrowings | Capacity | ||||||||||||
Senior Secured Credit Facility: | ||||||||||||||||
Revolving credit facility (1) | -2 | Mar-18 | $ | 475 | $ | 40 | $ | 435 | ||||||||
Term loan facility | -3 | Mar-20 | 1,915 | 1,897 | — | |||||||||||
First Lien Notes | 7.63% | Jan-20 | 593 | 593 | — | |||||||||||
First and a Half Lien Notes | 7.88% | Feb-19 | 700 | 700 | — | |||||||||||
First and a Half Lien Notes | 9.00% | Jan-20 | 225 | 225 | — | |||||||||||
Senior Notes | 3.38% | May-16 | 500 | 500 | — | |||||||||||
Securitization obligations: (4) | ||||||||||||||||
Apple Ridge Funding LLC | Sep-14 | 325 | 229 | 96 | ||||||||||||
Cartus Financing Limited (5) | Various | 65 | 18 | 47 | ||||||||||||
$ | 4,798 | $ | 4,202 | $ | 578 | |||||||||||
_______________ | ||||||||||||||||
-1 | On October 31, 2013, the Company had $40 million outstanding on the revolving credit facility and $25 million outstanding letters of credit on such facility, leaving $410 million of available capacity. | |||||||||||||||
-2 | Interest rates with respect to revolving loans under the senior secured credit facility are based on, at Realogy Group’s option, (a) adjusted LIBOR plus 2.75% or (b) JPMorgan Chase Bank, N.A.'s prime rate ("ABR") plus 1.75% in each case subject to reductions based on the attainment of certain leverage ratios. | |||||||||||||||
-3 | Consists of a $1,915 million term loan, less a discount of $18 million. The interest rate with respect to the term loan under the senior secured credit facility is based on, at Realogy Group’s option, (a) adjusted LIBOR plus 3.50% (with a LIBOR floor of 1.00%) or (b) JPMorgan Chase Bank, N.A.’s prime rate (“ABR”) plus 2.50% (with an ABR floor of 2.0%). | |||||||||||||||
-4 | Available capacity is subject to maintaining sufficient relocation related assets to collateralize these securitization obligations. | |||||||||||||||
-5 | Consists of a £35 million facility which expires in August 2015 and a £5 million annual working capital facility which expires in August 2014. | |||||||||||||||
Senior Secured Credit Facility | ||||||||||||||||
On March 5, 2013, Realogy Group entered into an amended and restated senior secured credit agreement (the “Amended and Restated Credit Agreement”). The Amended and Restated Credit Agreement replaces the agreement that had been entered into on April 10, 2007 and refinances the prior term loan facility and prior revolving credit facility. | ||||||||||||||||
The Amended and Restated Credit Agreement provides for (a) a seven-year, $1,920 million term loan facility issued at 99% of par with a maturity date of March 5, 2020, the proceeds of which were utilized to pay off the $1,822 million principal amount of the existing term loan borrowings under the prior facility, plus accrued and unpaid interest, and to pay the fees and expenses incurred in connection with the refinancing and for general corporate purposes; and (b) a five-year, $475 million revolving credit facility with a maturity date of March 5, 2018, which includes (i) a $250 million letter of credit subfacility and (ii) a swingline loan subfacility. Initial borrowings under the new revolving credit facility were used to repay the outstanding indebtedness under the prior revolving credit facility. The interest rate with respect to the term loan is based on, at Realogy Group's option, adjusted LIBOR plus 3.50% (with a LIBOR floor of 1.00%) or ABR plus 2.50% (with an ABR floor of 2.0%). The interest rate with respect to revolving loans under the revolving credit facility is based on, at Realogy Group's option, adjusted LIBOR plus 2.75% or ABR plus 1.75%. | ||||||||||||||||
The Amended and Restated Credit Agreement also retained a $155 million synthetic letter of credit facility, of which $36 million matured on October 10, 2013 and the balance matures on October 10, 2016. | ||||||||||||||||
The synthetic letter of credit facility may be utilized for general corporate purposes, including the support of Realogy Group’s obligations with respect to Cendant contingent and other liabilities assumed under the Separation and Distribution Agreement. As of September 30, 2013, the facility was being utilized for a $53 million letter of credit with Cendant for potential contingent obligations and $85 million of letters of credit for other general corporate purposes. | ||||||||||||||||
The Amended and Restated Credit Agreement permits the Company to obtain up to $500 million of additional credit facilities from lenders reasonably satisfactory to the administrative agent and us, without the consent of the existing lenders under the new senior secured credit facility, plus an unlimited amount if Realogy Group's senior secured leverage ratio is less than 3.50 to 1.0 on a pro forma basis. Subject to certain restrictions, the Amended and Restated Credit Agreement also permits us to issue senior secured or unsecured notes in lieu of any incremental facility. | ||||||||||||||||
The term loan facility provides for quarterly amortization payments totaling 1% per annum of the original principal amount of the term loan facility, which commenced on June 30, 2013, with the balance payable upon the final maturity date. The synthetic letter of credit facility provides for quarterly amortization payments totaling 1% per annum of the principal amount of the synthetic letter of credit facility outstanding with the balance payable upon the final maturity date. | ||||||||||||||||
The obligations under the Amended and Restated Credit Agreement are secured to the extent legally permissible by substantially all of the assets of Realogy Group, Realogy Intermediate and all of their domestic subsidiaries, other than certain excluded subsidiaries. | ||||||||||||||||
Realogy Group’s senior secured credit facility contains financial, affirmative and negative covenants and requires Realogy Group to maintain a senior secured leverage ratio, in certain circumstances, not to exceed 4.75 to 1.0. This ratio is required if the amount of borrowings outstanding under the revolving credit facility together with the amount of letters of credit issued under the revolving credit facility at the end of the quarter, exceed 25% of the revolving credit facility capacity. In this report, the Company refers to the term “Adjusted EBITDA” to mean EBITDA as so defined for purposes of determining compliance with the senior secured leverage covenant. The senior secured leverage ratio measured at any applicable quarter end is Realogy Group's total senior secured net debt divided by the trailing twelve month adjusted EBITDA. Total senior secured net debt does not include the First and a Half Lien Notes, other indebtedness secured by a lien that is pari passu or junior in priority to the First and a Half Lien Notes, unsecured indebtedness, including the 3.375% Senior Notes or securitization obligations. At September 30, 2013, Realogy Group’s borrowings and outstanding letters of credit issued under the revolving credit facility did not exceed 25% of the revolving credit facility capacity; however, the Company has continued to calculate the senior secured leverage ratio. At September 30, 2013, Realogy Group’s senior secured leverage ratio was 3.03 to 1.0. | ||||||||||||||||
First Lien Notes | ||||||||||||||||
The $593 million of First Lien Notes are senior secured obligations of Realogy Group and mature on January 15, 2020. The First Lien Notes bear interest at a rate of 7.625% per annum and interest is payable semiannually on January 15 and July 15 of each year. The First Lien Notes are guaranteed on a senior secured basis by Realogy Intermediate and each domestic subsidiary of Realogy Group that is a guarantor under the Senior Secured Credit Facility or certain of Realogy Group's outstanding debt securities. The First Lien Notes are also guaranteed by Realogy Holdings, on an unsecured senior subordinated basis. The First Lien Notes are secured by the same collateral as the Company’s existing secured obligations under its Senior Secured Credit Facility and the First and a Half Lien Notes. The priority of the collateral liens securing the First Lien Notes is (i) equal to the collateral liens securing the Company's first lien obligations under the Senior Secured Credit Facility and (ii) senior to the collateral liens securing the Company’s other secured obligations not secured by a first priority lien, including the First and a Half Lien Notes. | ||||||||||||||||
First and a Half Lien Notes | ||||||||||||||||
The First and a Half Lien Notes are senior secured obligations of Realogy Group. The 7.875% First and a Half Lien Notes mature in February 2019 and interest is payable semiannually on February 15 and August 15 of each year. The 9.00% First and a Half Lien Notes mature in January 2020 and interest is payable semiannually on January 15 and July 15 of each year. The First and a Half Lien Notes are guaranteed on a senior secured basis by Realogy Intermediate and each domestic subsidiary of Realogy Group that is a guarantor under the Senior Secured Credit Facility or certain of Realogy Group's outstanding debt securities. The First and a Half Lien Notes are also guaranteed by Realogy Holdings, on an unsecured senior subordinated basis. The First and a Half Lien Notes are secured by the same collateral as the Company’s existing secured obligations under its Senior Secured Credit Facility and the First Lien Notes. The priority of the collateral liens securing the First and a Half Lien Notes is junior to the collateral liens securing the Company’s first lien obligations under its Senior Secured Credit Facility and the First Lien Notes. The priority of the collateral liens securing each series of the First and a Half Lien Notes is equal to one another. | ||||||||||||||||
During the third quarter of 2013, the Company repurchased $100 million of its 9.00% First and a Half Lien Notes through open market purchases for an aggregate purchase price of $120 million, including $2 million of accrued interest and a premium of $18 million. | ||||||||||||||||
Unsecured Notes | ||||||||||||||||
On April 16, 2013, Realogy Group utilized $201 million of the remaining $218 million of net proceeds from the Company's initial public offering to redeem all of the outstanding Senior Subordinated Notes. On April 23, 2013, Realogy Group utilized the remaining net proceeds from the Company's initial public offering, cash on hand and borrowings under its revolving credit facility to redeem all of the $130 million of its 12.00% Senior Notes at a premium of 106%. | ||||||||||||||||
On April 26, 2013, Realogy Group issued $500 million of 3.375% senior notes due 2016 (the "3.375% Senior Notes"). Realogy Group used the net proceeds from the offering of the 3.375% Senior Notes of $494 million, along with borrowings under its revolving credit facility, to redeem all $492 million of its 11.50% Senior Notes at a redemption premium of 106%, plus accrued interest on the redemption date of May 28, 2013. The 3.375% Senior Notes are unsecured senior obligations of Realogy Group that mature on May 1, 2016. Interest on the 3.375% Senior Notes will be payable semiannually on May 1 and November 1 of each year, commencing November 1, 2013. The 3.375% Senior Notes are guaranteed on an unsecured senior basis by each domestic subsidiary of Realogy Group that is a guarantor under the senior secured credit facility, the First Lien Notes and the First and a Half Lien Notes. The 3.375% Senior Notes are guaranteed by Realogy Holdings on an unsecured senior subordinated basis. | ||||||||||||||||
Securitization Obligations | ||||||||||||||||
Realogy Group has secured obligations through Apple Ridge Funding LLC, a securitization program with a borrowing capacity of $325 million and an expiration date of September 2014. | ||||||||||||||||
Realogy Group, through a special purpose entity known as Cartus Financing Limited, has agreements providing for a £35 million revolving loan facility which expires in August 2015 and a £5 million annual working capital facility which expires in August 2014. These Cartus Financing Limited facilities are secured by the relocation assets of a U.K. government contract in this special purpose entity and are therefore classified as permitted securitization financings as defined in Realogy Group’s senior secured credit facility and the indentures governing the 3.375% Senior Notes. | ||||||||||||||||
The Apple Ridge entities and the Cartus Financing Limited entity are consolidated special purpose entities that are utilized to securitize relocation receivables and related assets. These assets are generated from advancing funds on behalf of clients of Realogy Group’s relocation business in order to facilitate the relocation of their employees. Assets of these special purpose entities are not available to pay Realogy Group’s general obligations. Under the Apple Ridge program, provided no termination or amortization event has occurred, any new receivables generated under the designated relocation management agreements are sold into the securitization program and as new eligible relocation management agreements are entered into, the new agreements are designated to the program. The Apple Ridge program has restrictive covenants and trigger events, including performance triggers linked to the age and quality of the underlying assets, foreign obligor limits, multicurrency limits, financial reporting requirements, restrictions on mergers and change of control, any uncured breach of Realogy Group’s senior secured leverage ratio under Realogy Group’s senior secured credit facility, and cross-defaults to Realogy Group’s material indebtedness. The occurrence of a trigger event under the Apple Ridge securitization facility could restrict our ability to access new or existing funding under this facility or result in termination of the facility, either of which would adversely affect the operation of our relocation business. | ||||||||||||||||
Certain of the funds that Realogy Group receives from relocation receivables and related assets must be utilized to repay securitization obligations. These obligations were collateralized by $314 million and $309 million of underlying relocation receivables and other related relocation assets at September 30, 2013 and December 31, 2012, respectively. Substantially all relocation related assets are realized in less than twelve months from the transaction date. Accordingly, all of Realogy Group's securitization obligations are classified as current in the accompanying Condensed Consolidated Balance Sheets. | ||||||||||||||||
Interest incurred in connection with borrowings under these facilities amounted to $2 million and $5 million for the three and nine months ended September 30, 2013, respectively and $2 million and $7 million for the three and nine months ended September 30, 2012, respectively. This interest is recorded within net revenues in the accompanying Condensed Consolidated Statements of Operations as related borrowings are utilized to fund Realogy Group's relocation business where interest is generally earned on such assets. These securitization obligations represent floating rate debt for which the average weighted interest rate was 3.1% and 3.4% for the nine months ended September 30, 2013 and 2012, respectively. | ||||||||||||||||
Loss on the Early Extinguishment of Debt and Write-Off of Deferred Financing Costs | ||||||||||||||||
As a result of refinancing transactions, note redemptions and note repurchases, the Company recorded a loss on the early extinguishment of debt of $68 million and wrote off financing costs of $2 million to interest expense during the nine months ended September 30, 2013. | ||||||||||||||||
As a result of the 2012 Senior Secured Notes Offering and the use of proceeds to repay indebtedness, the Company recorded a loss on the early extinguishment of debt of $6 million during the nine months ended September 30, 2012. |
Restructuring_Costs
Restructuring Costs | 9 Months Ended |
Sep. 30, 2013 | |
Restructuring and Related Activities [Abstract] | ' |
Restructuring Costs | ' |
RESTRUCTURING COSTS | |
2013 Corporate Headquarters Relocation | |
During the second quarter of 2013, the Company completed the relocation of its corporate headquarters from Parsippany, NJ to Madison, NJ. As a result of this relocation, the Company has recognized a $4 million restructuring charge for the nine months ended September 30, 2013 which is primarily comprised of lease payments on the former corporate headquarters through October 2013. During the nine months ended September 30, 2013, the Company utilized all $4 million of the restructuring accrual. | |
2012 Restructuring Program | |
During 2012, the Company committed to various initiatives targeted principally at reducing costs, enhancing organizational efficiencies and consolidating existing facilities. The Company incurred restructuring charges of $12 million for the year ended December 31, 2012. The Company Owned Real Estate Brokerage Services segment recognized $3 million of facility related expenses, $3 million of personnel related expenses and $1 million of expenses related to asset impairments. The Relocation Services segment recognized $3 million of facility related expenses. The Title and Settlement Services segment recognized $2 million of facility related expenses. During the nine months ended September 30, 2013, the Company utilized $2 million of the remaining accrual resulting in a remaining liability of $3 million at September 30, 2013. | |
Prior Restructuring Programs | |
The Company committed to restructuring activities targeted principally at reducing personnel related costs and consolidating facilities during 2006 through 2011. At December 31, 2012, the remaining liability was $11 million. During the nine months ended September 30, 2013, the Company utilized $6 million of the remaining accrual resulting in a remaining liability of $5 million related to future lease payments. |
StockBased_Compensation
Stock-Based Compensation | 9 Months Ended | ||||||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | ||||||||||||||||||||
Stock-Based Compensation | ' | ||||||||||||||||||||
STOCK-BASED COMPENSATION | |||||||||||||||||||||
The Company has stock-based compensation plans available under which non-qualified stock options, rights to purchase shares of common stock, restricted stock, restricted stock units and other awards settleable in, or based upon, Realogy Holdings common stock may be issued to employees, consultants or directors of Realogy. | |||||||||||||||||||||
The number of shares authorized for issuance under the Realogy 2007 Stock Incentive Plan and the 2012 Long Term Incentive Plan are 2.8 million shares and 6.8 million shares, respectively. As of September 30, 2013, the total number of shares available for future grant under the 2007 Stock Incentive Plan and the 2012 Long Term Incentive Plan was 0.1 million shares and 3.9 million shares, respectively. | |||||||||||||||||||||
Incentive Equity Awards Granted by Realogy Holdings | |||||||||||||||||||||
A summary of option, restricted share, and restricted stock unit activity is presented below (number of shares in millions): | |||||||||||||||||||||
Options | Weighted | Restricted | Weighted | Restricted | Weighted | ||||||||||||||||
Average | Stock | Average | Stock Units | Average | |||||||||||||||||
Exercise | Grant Date | Grant Date | |||||||||||||||||||
Price | Fair Value | Fair Value | |||||||||||||||||||
Outstanding at January 1, 2013 | 3.27 | $ | 26.32 | 0.29 | $ | 27.09 | — | $ | — | ||||||||||||
Granted | 0.24 | 44.51 | 0.14 | 45.37 | 0.48 | 43.55 | |||||||||||||||
Exercised (a) (b) | (0.08 | ) | 18.48 | ||||||||||||||||||
Vested | — | — | — | — | |||||||||||||||||
Cancelled/Expired | (0.06 | ) | 23.97 | (0.03 | ) | 27 | — | — | |||||||||||||
Outstanding at September 30, 2013 (c) | 3.37 | $ | 27.84 | 0.4 | $ | 33.45 | 0.48 | $ | 43.54 | ||||||||||||
______________ | |||||||||||||||||||||
(a) | The intrinsic value of options exercised during the nine months ended September 30, 2013 was $2.4 million. | ||||||||||||||||||||
(b) | Cash received from options exercised during the nine months ended September 30, 2013 was $1.4 million. | ||||||||||||||||||||
(c) | Options outstanding at September 30, 2013 had an intrinsic value of $60 million and have a weighted average remaining contractual life of 8.5 years. | ||||||||||||||||||||
The fair value of the options was estimated on the date of grant using the Black-Scholes option-pricing model utilizing the following assumptions. Expected volatility was based on historical volatilities of comparable companies. The expected term of the options granted represents the period of time that options were expected to be outstanding. The risk-free interest rate was based on the U.S. Treasury yield curve in effect at the time of the grant, which corresponds to the expected term of the options. | |||||||||||||||||||||
2013 Options | |||||||||||||||||||||
Grant date fair value | $ | 19.78 | |||||||||||||||||||
Expected volatility | 43.6 | % | |||||||||||||||||||
Expected term (years) | 6.25 | ||||||||||||||||||||
Risk-free interest rate | 1.7 | % | |||||||||||||||||||
Dividend yield | — | ||||||||||||||||||||
Stock-Based Compensation Expense | |||||||||||||||||||||
As of September 30, 2013, there was $52 million of unrecognized compensation cost related to options, restricted stock and restricted stock units under the plans. Unrecognized compensation costs for the options, restricted stock and restricted stock units will be recorded in future periods as compensation expense and have a remaining weighted average period of 2.6 years. The Company recorded stock-based compensation expense related to the incentive equity awards of $6 million and $13 million, as well as, $17 million and $42 million related to the issuance of common stock under the Phantom Value Plan for the three and nine months ended September 30, 2013, respectively. The Company recorded stock-based compensation expense related to the incentive equity awards of $1 million and $2 million related to incentive equity awards for the three and nine months ended September 30, 2012, respectively. | |||||||||||||||||||||
Phantom Value Plan | |||||||||||||||||||||
On January 5, 2011, the Board of Directors of Realogy Group approved the Realogy Group LLC Phantom Value Plan (the “Phantom Value Plan”), which was intended to provide certain of the Company's executive officers, with an incentive (the “Incentive Award”) to remain in the service of the Company, increase interest in the success of Realogy and create the opportunity to receive compensation based upon Realogy’s success. On January 5, 2011, the Board of Directors of Realogy Group made initial grants of Incentive Awards in an aggregate amount of $22 million to certain executive officers of the Company. The amount of the Incentive Awards granted to certain of the Company's executive officers was determined by the sum of (1) the shares of common stock purchased by the executives at $250.00 per share in April 2007 (representing an aggregate purchase price of $19 million) and (2) the implied $250.00 per share grant date value in April 2007 of the executive's restricted stock grant (representing an aggregate of $3 million). | |||||||||||||||||||||
Incentive Awards under the Phantom Value Plan | |||||||||||||||||||||
Under the Phantom Value Plan, each participant was eligible to receive a cash payment based upon the cash received by RCIV Holdings ("RCIV"), an affiliate of Apollo, upon the transfer or sale of the 57.46 million shares of Common Stock (the "RCIV Shares") that RCIV received in connection with the Company's initial public offering upon conversion of the $1.3 billion of Convertible Notes that had been purchased by RCIV in January 2011 (the "RCIV Notes") in exchange for unsecured notes of the Company that it held. Each participant was eligible to receive a payment with respect to his or her Incentive Award at such time that RCIV received cash upon the transfer or exchange of RCIV Shares, including any third party sale. Each payment was based on an amount which bore the same ratio to the dollar amount of the Incentive Award as (i) the aggregate amount of cash received by RCIV at such time for the transfer or exchange of all or a portion of the RCIV Shares to (ii) $1.3 billion, representing the amount of the RCIV Notes on the date of issuance. | |||||||||||||||||||||
For payments made with respect to an Incentive Award, a participant was able to elect to receive, in lieu of the cash payment, unrestricted shares of common stock with a fair market value, as determined in good faith by the Compensation Committee, equal to the dollar amount of such Incentive Award, plus restricted shares of such common stock with a fair market value, as determined in good faith by the Compensation Committee, equal to the amount then due multiplied by 0.15. | |||||||||||||||||||||
On April 16, 2013, as part of a secondary public offering, in which affiliates of Apollo sold 40.25 million shares of Realogy Holdings common stock at a public offering price of $44.00 per share, RCIV sold 35.38 million shares for gross proceeds of $1.56 billion. On July 16, 2013, as part of a secondary public offering, in which affiliates of Apollo sold the remaining 25.13 million shares of Realogy Holdings common stock at $47.57 per share, RCIV sold its remaining 22.08 million shares for $1.05 billion. The Company did not receive any proceeds from these offerings. The sale of shares by RCIV triggered a payment in April and a final payment in July under the Phantom Value Plan, which in the aggregate entitled the participants to an aggregate cash payment equal to approximately two times their Incentive Award amounts. All of the participants in the Phantom Value Plan elected to receive their payment in shares of common stock and therefore received unrestricted shares of common stock equal to the dollar amount then due, plus restricted shares of such common stock equal to the amount then due multiplied by 0.15. The restricted shares of common stock will vest based on the participants' continued employment, on the first anniversary of issuance. In total, the Company issued 0.94 million shares of common stock and granted 0.14 million restricted shares of common stock to such executive officers and recognized stock compensation expense of $42 million related to the issuance of common stock and $3 million related to the issuance of restricted shares of common stock during the nine months ended September 30, 2013. The Company will recognize expense of $2 million in each of the next two quarters and $1 million in the subsequent quarter as restricted shares vest. The issuance of common stock and restricted stock under the Phantom Value Plan to these participants represented substantially all of the equity compensation awarded to them from April 2007 through September 2012 while the Company was privately owned. The payouts in 2013 are consistent with private equity executive compensation models of requiring executives to make equity investments in the portfolio company and to realize a return on their investment concurrently with the private equity sponsor's realization of its investment (in the Company's case, more than six years after the initial Apollo equity investment). |
Separation_Adjustments_Transac
Separation Adjustments, Transactions With Former Parent And Subsidiaries And Related Parties | 9 Months Ended | |
Sep. 30, 2013 | ||
Related Party Transactions [Abstract] | ' | |
Separation Adjustments, Transactions With Former Parent And Subsidiaries And Related Parties | ' | |
SEPARATION ADJUSTMENTS, TRANSACTIONS WITH FORMER PARENT AND SUBSIDIARIES AND RELATED PARTIES | ||
Transfer of Cendant Corporate Liabilities and Issuance of Guarantees to Cendant and Affiliates | ||
The Company has certain guarantee commitments with Cendant (pursuant to the assumption of certain liabilities and the obligation to indemnify Cendant, Wyndham Worldwide and Travelport for such liabilities). These guarantee arrangements primarily relate to certain contingent litigation liabilities, contingent tax liabilities, and other corporate liabilities, of which the Company assumed and is generally responsible for 62.5%. Upon separation from Cendant, the liabilities assumed by the Company were comprised of certain Cendant corporate liabilities which were recorded on the historical books of Cendant as well as additional liabilities which were established for guarantees issued at the date of Separation related to certain unresolved contingent matters that could arise during the guarantee period. Regarding the guarantees, if any of the companies responsible for all or a portion of such liabilities were to default in its payment of costs or expenses related to any such liability, the Company would be responsible for a portion of the defaulting party or parties’ obligation. To the extent such recorded liabilities are in excess or are not adequate to cover the ultimate payment amounts, such excess or deficiency will be reflected in the results of operations in future periods. | ||
The due to former parent balance was $68 million and $69 million at September 30, 2013 and December 31, 2012, respectively. At September 30, 2013, the due to former parent balance was comprised of the Company’s portion of the following: (i) Cendant’s remaining state and foreign contingent tax liabilities, (ii) accrued interest on contingent tax liabilities, (iii) potential liabilities related to Cendant’s terminated or divested businesses, and (iv) potential liabilities related to the residual portion of accruals for Cendant operations. | ||
Transactions with PHH Corporation | ||
In January 2005, Cendant completed the spin-off of its former mortgage, fleet leasing and appraisal businesses in a tax free distribution of 100% of the common stock of PHH Corporation ("PHH") to its stockholders. In connection with the spin-off, the Company entered into a venture, PHH Home Loans, with PHH for the purpose of originating and selling mortgage loans primarily sourced through the Company’s real estate brokerage and relocation businesses. The Company owns 49.9% of the venture. In connection with the venture, the Company entered into an agreement with PHH and PHH Home Loans regarding the operation of the venture and a marketing agreement with PHH whereby PHH is the recommended provider of mortgage products and services promoted by the Company to its independently owned and operated franchisees. The Company also entered into a license agreement with PHH whereby PHH Home Loans was granted a license to use certain of the Company’s real estate brand names. The Company also maintains a relocation agreement with PHH whereby PHH outsources its employee relocation function to the Company and the Company subleases office space to PHH Home Loans. In connection with these agreements, the Company recorded net revenues of $1 million and $4 million for the three and nine months ended September 30, 2013, respectively and $1 million and $4 million for the three and nine months ended September 30, 2012, respectively. In addition, the Company recorded equity earnings of $3 million and $24 million for the three and nine months ended September 30, 2013, respectively and $20 million and $45 million for the three and nine months ended September 30, 2012, respectively. The Company received cash dividends from PHH Home Loans of $40 million and $26 million during the nine months ended September 30, 2013 and 2012, respectively. |
Earnings_Per_Share_Earnings_Pe
Earnings Per Share Earnings Per Share (Notes) | 9 Months Ended | |||||||||||||||
Sep. 30, 2013 | ||||||||||||||||
Earnings Per Share [Abstract] | ' | |||||||||||||||
Earnings Per Share [Text Block] | ' | |||||||||||||||
Earnings (loss) per share attributable to Realogy Holdings | ||||||||||||||||
Basic earnings per share is computed based on net income available to Realogy Holdings stockholders divided by the basic weighted-average shares outstanding during the period. Dilutive earnings per share is computed consistently with the basic computation while giving effect to all dilutive potential common shares and common share equivalents that were outstanding during the period. Realogy Holdings uses the treasury stock method to reflect the potential dilutive effect of unvested stock awards and unexercised options. | ||||||||||||||||
The following table sets forth the computation of basic and diluted earnings (loss) per share: | ||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
(in millions, except share and per share data) | September 30, | September 30, | September 30, | September 30, | ||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||
Net income (loss) attributable to Realogy Holdings shareholders | $ | 109 | $ | (34 | ) | $ | 118 | $ | (251 | ) | ||||||
Basic weighted average shares | 145,578,589 | 8,018,311 | 145,338,180 | 8,017,493 | ||||||||||||
Stock options, restricted stock and RSUs (a) | 1,187,613 | — | 1,182,361 | — | ||||||||||||
Weighted average diluted shares | 146,766,202 | 8,018,311 | 146,520,541 | 8,017,493 | ||||||||||||
Earnings (loss) per share: | ||||||||||||||||
Basic | $ | 0.75 | $ | (4.24 | ) | $ | 0.81 | $ | (31.31 | ) | ||||||
Diluted | $ | 0.74 | $ | (4.24 | ) | $ | 0.81 | $ | (31.31 | ) | ||||||
_______________ | ||||||||||||||||
(a) | Excludes 3.1 million of stock options, restricted stock and restricted stock units ("RSUs") for the three and nine months ended September 30, 2013 that are anti-dilutive to the diluted earnings per share computation. |
Commitments_And_Contingencies
Commitments And Contingencies | 9 Months Ended | |
Sep. 30, 2013 | ||
Commitments and Contingencies Disclosure [Abstract] | ' | |
Commitments And Contingencies | ' | |
COMMITMENTS AND CONTINGENCIES | ||
Litigation | ||
The Company is involved in claims, legal proceedings and governmental inquiries related to alleged contract disputes, business practices, intellectual property and other commercial, employment, regulatory and tax matters. Examples of such matters include but are not limited to allegations: | ||
• | that the Company is vicariously liable for the acts of franchisees under theories of actual or apparent agency; | |
• | by former franchisees that franchise agreements were breached including improper terminations; | |
• | that residential real estate sales associates engaged by NRT—in certain states—are potentially employees instead of independent contractors, and therefore may bring claims against NRT for breach of contract, wrongful discharge and negligent supervision and obtain benefits, indemnification and expense reimbursement available to employees; | |
• | concerning claims for alleged RESPA or state real estate law violations including but not limited to claims challenging the validity of sales associates indemnification and administrative fees; | |
• | concerning claims generally against the company owned brokerage operations for negligence or breach of fiduciary duty in connection with the performance of real estate brokerage or other professional services; and | |
• | concerning claims generally against the title company contending that, as the escrow company, the company knew or should have known that a transaction was fraudulent or concerning other title defects or settlement errors. | |
Real Estate Business Litigation | ||
Bararsani v. Coldwell Banker Residential Brokerage Company. On November 15, 2012, plaintiff Ali Bararsani filed a putative class action complaint in Los Angeles Superior Court, California, against Coldwell Banker Residential Brokerage Company (“CBRBC”) alleging that CBRBC had misclassified current and former affiliated sales associates as independent contractors when they were actually employees. The complaint, as amended, further alleges that, because of the misclassification, CBRBC has violated several sections of the California Labor Code including Section 2802 for failing to reimburse plaintiff and the purported class for business related expenses and Section 226 for failing to keep proper records. The amended complaint also asserts a Section 17200 Unfair Business Practices claim for misclassifying the sales associates. The Plaintiff, on behalf of a purported class, seeks the benefit of the California labor laws for expenses, wages and other sums, plus asserted penalties, attorneys’ fees and interest. The Company believes that CBRBC has properly classified the sales associates as independent contractors and that it has and continues to operate in a manner consistent with widespread industry practice for many decades. | ||
On July 31, 2013, CBRBC filed a Demurrer with the Court related to the amended complaint. The Demurrer asserted that the claims raised by the plaintiff were without basis under California law because the California Business and Professions Code sets forth a three-part test for classification of real estate sales associates—as independent contractors—and all elements of the test have been satisfied by CBRBC and the affiliated sales associates. Plaintiff filed an Opposition on August 12, 2013 and a hearing was held on August 28, 2013. The Court denied the Demurrer and stated that it would look to the more complex multi-factor common law test to determine whether the plaintiff was misclassified. CBRBC filed a Petition for a Writ of Mandate with the California Court of Appeals seeking its discretionary review of that decision on September 30, 2013 and is still awaiting word from the Court of Appeal on whether it will accept the Petition. | ||
In the event the Court of Appeal denies the Petition, the case will proceed and discovery on class and other claims will commence. The case raises significant classification claims that potentially apply to the real estate industry in general and for which there is no California case authority. As with all class action litigation, the case is inherently complex and subject to many uncertainties. We believe that CBRBC has properly classified the current and former affiliated sales associates. There can be no assurance, however, that if the action continues and a large class is subsequently certified, the plaintiffs will not seek a substantial damage award and other remedies. Given the early stage of this case, the novel claims presented and the great uncertainties regarding which sales associates, if any, may be part of a class, if one is certified, we cannot estimate a range of reasonably potential losses for this litigation. The Company believes it has complied with all applicable laws and regulations and will vigorously defend this action. | ||
Cendant Corporate Litigation | ||
Pursuant to the Separation and Distribution Agreement dated as of July 27, 2006 among Cendant, Realogy, Wyndham Worldwide and Travelport, each of Realogy, Wyndham Worldwide and Travelport have assumed certain contingent and other corporate liabilities (and related costs and expenses), which are primarily related to each of their respective businesses. In addition, Realogy has assumed 62.5% and Wyndham Worldwide has assumed 37.5% of certain contingent and other corporate liabilities (and related costs and expenses) of Cendant or its subsidiaries, which are not primarily related to any of the respective businesses of Realogy, Wyndham Worldwide, Travelport and/or Cendant’s vehicle rental operations, in each case incurred or allegedly incurred on or prior to the date of the separation of Travelport from Cendant. | ||
* * * | ||
The Company believes that it has adequately accrued for legal matters as appropriate. The Company records litigation accruals for legal matters which are both probable and estimable. For legal proceedings for which (1) there is a reasonable possibility of loss (meaning those losses for which the likelihood is more than remote but less than probable) and (2) the Company is able to estimate a range of reasonably possible loss, the Company estimates the range of reasonably possible losses to be between zero and $10 million at September 30, 2013. | ||
Litigation and other disputes are inherently unpredictable and subject to substantial uncertainties and unfavorable resolutions could occur. In addition, class action lawsuits can be costly to defend and, depending on the class size and claims, could be costly to settle. As such, the Company could incur judgments or enter into settlements of claims with liability that are materially in excess of amounts accrued and these settlements could have a material adverse effect on the Company’s financial condition, results of operations or cash flows in any particular period. | ||
Tax Matters | ||
The Company is subject to income taxes in the United States and several foreign jurisdictions. Significant judgment is required in determining the worldwide provision for income taxes and recording related assets and liabilities. In the ordinary course of business, there are many transactions and calculations where the ultimate tax determination is uncertain. The Company is regularly under audit by tax authorities whereby the outcome of the audits is uncertain. The Company believes there is appropriate support for positions taken on its tax returns. The liabilities that have been recorded represent the best estimates of the probable loss on certain positions and are adequate for all open years based on an assessment of many factors including past experience and interpretations of tax law applied to the facts of each matter. However, the outcomes of tax audits are inherently uncertain. | ||
Under the Tax Sharing Agreement with Cendant, Wyndham Worldwide and Travelport, the Company is generally responsible for 62.5% of payments made to settle claims with respect to tax periods ending on or prior to December 31, 2006 that relate to income taxes imposed on Cendant and certain of its subsidiaries, the operations (or former operations) of which were determined by Cendant not to relate specifically to the respective businesses of Realogy, Wyndham Worldwide, Avis Budget or Travelport. | ||
With respect to any remaining legacy Cendant tax liabilities, the Company and its former parent believe there is appropriate support for the positions taken on Cendant’s tax returns. However, tax audits and any related litigation, including disputes or litigation on the allocation of tax liabilities between parties under the Tax Sharing Agreement, could result in outcomes for the Company that are different from those reflected in the Company’s historical financial statements. | ||
Contingent Liability Letter of Credit | ||
In April 2007, the Company established a standby irrevocable letter of credit for the benefit of Avis Budget Group in accordance with the Separation and Distribution Agreement. The synthetic letter of credit was utilized to support the Company’s payment obligations with respect to its share of Cendant contingent and other corporate liabilities. The stated amount of the standby irrevocable letter of credit is subject to periodic adjustment to reflect the then current estimate of Cendant contingent and other liabilities. The letter of credit was $53 million at September 30, 2013 and $70 million at December 31, 2012. The standby irrevocable letter of credit will be terminated if (i) the Company’s senior unsecured credit rating is raised to BB by Standard and Poor’s or Ba2 by Moody’s or (ii) the aggregate value of the former parent contingent liabilities falls below $30 million. | ||
Escrow and Trust Deposits | ||
As a service to the Company’s customers, it administers escrow and trust deposits which represent undisbursed amounts received for the settlement of real estate transactions. With the passage of the Dodd-Frank Act in July 2010, deposits at FDIC-insured institutions are permanently insured up to $250 thousand. These escrow and trust deposits totaled $416 million and $330 million at September 30, 2013 and December 31, 2012, respectively. These escrow and trust deposits are not assets of the Company and, therefore, are excluded from the accompanying Condensed Consolidated Balance Sheets. However, the Company remains contingently liable for the disposition of these deposits. |
Segment_Information
Segment Information | 9 Months Ended | |||||||||||||||
Sep. 30, 2013 | ||||||||||||||||
Segment Reporting [Abstract] | ' | |||||||||||||||
Segment Information | ' | |||||||||||||||
SEGMENT INFORMATION | ||||||||||||||||
The reportable segments presented below represent the Company’s operating segments for which separate financial information is available and which is utilized on a regular basis by its chief operating decision maker to assess performance and to allocate resources. In identifying its reportable segments, the Company also considers the nature of services provided by its operating segments. Management evaluates the operating results of each of its reportable segments based upon revenue and EBITDA, which is defined as net income (loss) before depreciation and amortization, interest (income) expense, net (other than Relocation Services interest for secured assets and obligations) and income taxes, each of which is presented in the Company’s Condensed Consolidated Statements of Operations. The Company’s presentation of EBITDA may not be comparable to similar measures used by other companies. | ||||||||||||||||
Revenues (a) (b) | ||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
September 30, | September 30, | |||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||
Real Estate Franchise Services | $ | 193 | $ | 161 | $ | 521 | $ | 460 | ||||||||
Company Owned Real Estate Brokerage Services | 1,178 | 948 | 3,046 | 2,559 | ||||||||||||
Relocation Services | 127 | 124 | 322 | 321 | ||||||||||||
Title and Settlement Services | 134 | 114 | 364 | 308 | ||||||||||||
Corporate and Other (c) | (79 | ) | (66 | ) | (210 | ) | (183 | ) | ||||||||
Total Company | $ | 1,553 | $ | 1,281 | $ | 4,043 | $ | 3,465 | ||||||||
_______________ | ||||||||||||||||
(a) | Revenues for the Real Estate Franchise Services segment include intercompany royalties and marketing fees paid by the Company Owned Real Estate Brokerage Services segment of $79 million and $210 million for the three and nine months ended September 30, 2013, respectively, and $66 million and $183 million for the three and nine months ended September 30, 2012, respectively. Transactions between segments are eliminated in consolidation. Such amounts are eliminated through the Corporate and Other line. | |||||||||||||||
(b) | Revenues for the Relocation Services segment include intercompany referral and relocation fees paid by the Company Owned Real Estate Brokerage Services segment of $14 million and $34 million for the three and nine months ended September 30, 2013, respectively, and $12 million and $30 million for the three and nine months ended September 30, 2012, respectively. Such amounts are recorded as contra-revenues by the Company Owned Real Estate Brokerage Services segment. There are no other material inter-segment transactions. | |||||||||||||||
(c) | Includes the elimination of transactions between segments. | |||||||||||||||
EBITDA (a) (b) | ||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
September 30, | September 30, | |||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||
Real Estate Franchise Services | $ | 133 | $ | 107 | $ | 338 | $ | 267 | ||||||||
Company Owned Real Estate Brokerage Services | 91 | 67 | 185 | 128 | ||||||||||||
Relocation Services | 45 | 45 | 82 | 79 | ||||||||||||
Title and Settlement Services | 17 | 12 | 41 | 28 | ||||||||||||
Corporate and Other | (50 | ) | (18 | ) | (143 | ) | (56 | ) | ||||||||
Total Company | $ | 236 | $ | 213 | $ | 503 | $ | 446 | ||||||||
Less: | ||||||||||||||||
Depreciation and amortization | 44 | 42 | 130 | 131 | ||||||||||||
Interest expense, net | 74 | 187 | 230 | 533 | ||||||||||||
Income tax expense | 9 | 18 | 25 | 33 | ||||||||||||
Net income (loss) attributable to Realogy Holdings and Realogy Group | $ | 109 | $ | (34 | ) | $ | 118 | $ | (251 | ) | ||||||
_______________ | ||||||||||||||||
(a) | Includes $22 million related to the loss on early extinguishment of debt, $19 million related to the Phantom Value Plan and a net cost of $1 million of former parent legacy items for the three months ended September 30, 2013 compared to $2 million of restructuring costs, partially offset by a net benefit of $1 million of former parent legacy items for the three months ended September 30, 2012. | |||||||||||||||
(b) | Includes $68 million related to the loss on the early extinguishment of debt, $45 million related to the Phantom Value Plan and $4 million of restructuring costs for the nine months ended September 30, 2013 compared to $7 million of restructuring costs and a $6 million loss on the early extinguishment of debt, partially offset by a net benefit of $4 million of former parent legacy items for the nine months ended September 30, 2012. |
Basis_Of_Presentation_Tables
Basis Of Presentation (Tables) | 9 Months Ended | ||||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' | ||||||||||||||||||
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value | ' | ||||||||||||||||||
The fair value of derivative instruments was as follows: | |||||||||||||||||||
Liability Derivatives | Fair Value | ||||||||||||||||||
Not Designated as Hedging Instruments | Balance Sheet Location | September 30, | December 31, | ||||||||||||||||
2013 | 2012 | ||||||||||||||||||
Interest rate swap contracts | Other non-current liabilities | $ | 25 | $ | 29 | ||||||||||||||
Schedule of Other Derivatives Not Designated as Hedging Instruments, Statements of Financial Performance and Financial Position, Location | ' | ||||||||||||||||||
The effect of derivative instruments on earnings is as follows: | |||||||||||||||||||
Derivative Instruments Not | Location of (Gain) or Loss | (Gain) or Loss Recognized on Derivatives | |||||||||||||||||
Designated as Hedging | Recognized | Three Months Ended | Nine Months Ended | ||||||||||||||||
Instruments | for Derivative Instruments | September 30, | September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||||
Interest rate swap contracts | Interest expense | $ | 8 | $ | 3 | $ | 2 | $ | 13 | ||||||||||
Foreign exchange contracts | Operating expense | $ | 1 | $ | 1 | $ | — | $ | 1 | ||||||||||
Fair Value Hierarchy | ' | ||||||||||||||||||
The following table summarizes fair value measurements by level at September 30, 2013 for assets/liabilities measured at fair value on a recurring basis: | |||||||||||||||||||
Level I | Level II | Level III | Total | ||||||||||||||||
Interest rate swaps (included in other non-current liabilities) | $ | — | $ | 25 | $ | — | $ | 25 | |||||||||||
Deferred compensation plan assets | 1 | — | — | 1 | |||||||||||||||
(included in other non-current assets) | |||||||||||||||||||
The following table summarizes fair value measurements by level at December 31, 2012 for assets/liabilities measured at fair value on a recurring basis: | |||||||||||||||||||
Level I | Level II | Level III | Total | ||||||||||||||||
Interest rate swaps (included in other non-current liabilities) | $ | — | $ | 29 | $ | — | $ | 29 | |||||||||||
Deferred compensation plan assets | 1 | — | — | 1 | |||||||||||||||
(included in other non-current assets) | |||||||||||||||||||
Fair Value, by Balance Sheet Grouping | ' | ||||||||||||||||||
The following table summarizes the carrying amount of the Company’s indebtedness compared to the estimated fair value, primarily determined by quoted market values, at: | |||||||||||||||||||
September 30, 2013 | December 31, 2012 | ||||||||||||||||||
Debt | Carrying | Estimated | Carrying | Estimated | |||||||||||||||
Amount | Fair Value (a) | Amount | Fair Value (a) | ||||||||||||||||
Senior Secured Credit Facility: | |||||||||||||||||||
Revolving credit facility | $ | 40 | $ | 40 | $ | 110 | $ | 110 | |||||||||||
Term loan facility | 1,897 | 1,906 | 1,822 | 1,831 | |||||||||||||||
7.625% First Lien Notes | 593 | 663 | 593 | 673 | |||||||||||||||
7.875% First and a Half Lien Notes | 700 | 768 | 700 | 763 | |||||||||||||||
9.00% First and a Half Lien Notes | 225 | 262 | 325 | 366 | |||||||||||||||
3.375% Senior Notes | 500 | 501 | — | — | |||||||||||||||
11.50% Senior Notes | — | — | 489 | 527 | |||||||||||||||
12.00% Senior Notes | — | — | 129 | 140 | |||||||||||||||
12.375% Senior Subordinated Notes | — | — | 188 | 192 | |||||||||||||||
13.375% Senior Subordinated Notes | — | — | 10 | 11 | |||||||||||||||
Securitization obligations | 247 | 247 | 261 | 261 | |||||||||||||||
_______________ | |||||||||||||||||||
(a) | The fair value of the Company's indebtedness is categorized as Level I. |
Intangible_Assets_Tables
Intangible Assets (Tables) | 9 Months Ended | |||||||||||||||||||||||
Sep. 30, 2013 | ||||||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | |||||||||||||||||||||||
Goodwill by segment and changes in the carrying amount | ' | |||||||||||||||||||||||
Goodwill by segment and changes in the carrying amount are as follows: | ||||||||||||||||||||||||
Real Estate | Company | Relocation | Title and | Total | ||||||||||||||||||||
Franchise | Owned | Services | Settlement | Company | ||||||||||||||||||||
Services | Brokerage | Services | ||||||||||||||||||||||
Services | ||||||||||||||||||||||||
Gross goodwill as of December 31, 2012 | $ | 3,264 | $ | 788 | $ | 641 | $ | 397 | $ | 5,090 | ||||||||||||||
Accumulated impairment losses | (1,023 | ) | (158 | ) | (281 | ) | (324 | ) | (1,786 | ) | ||||||||||||||
Balance at December 31, 2012 | 2,241 | 630 | 360 | 73 | 3,304 | |||||||||||||||||||
Goodwill acquired | — | 6 | — | — | 6 | |||||||||||||||||||
Balance at September 30, 2013 | $ | 2,241 | $ | 636 | $ | 360 | $ | 73 | $ | 3,310 | ||||||||||||||
Intangible assets | ' | |||||||||||||||||||||||
Intangible assets are as follows: | ||||||||||||||||||||||||
As of September 30, 2013 | As of December 31, 2012 | |||||||||||||||||||||||
Gross | Accumulated | Net | Gross | Accumulated | Net | |||||||||||||||||||
Carrying | Amortization | Carrying | Carrying | Amortization | Carrying | |||||||||||||||||||
Amount | Amount | Amount | Amount | |||||||||||||||||||||
Amortizable—Franchise agreements (a) | $ | 2,019 | $ | 440 | $ | 1,579 | $ | 2,019 | $ | 390 | $ | 1,629 | ||||||||||||
Unamortizable—Trademarks (b) | $ | 732 | $ | 732 | $ | 732 | $ | 732 | ||||||||||||||||
Other Intangibles | ||||||||||||||||||||||||
Amortizable—License agreements (c) | $ | 45 | $ | 6 | $ | 39 | $ | 45 | $ | 5 | $ | 40 | ||||||||||||
Amortizable—Customer relationships (d) | 529 | 210 | 319 | 529 | 182 | 347 | ||||||||||||||||||
Unamortizable—Title plant shares (e) | 10 | 10 | 10 | 10 | ||||||||||||||||||||
Amortizable—Other (f) | 10 | 5 | 5 | 6 | 4 | 2 | ||||||||||||||||||
Total Other Intangibles | $ | 594 | $ | 221 | $ | 373 | $ | 590 | $ | 191 | $ | 399 | ||||||||||||
_______________ | ||||||||||||||||||||||||
(a) Generally amortized over a period of 30 years. | ||||||||||||||||||||||||
(b) | Relates to the Century 21, Coldwell Banker, ERA, The Corcoran Group, Coldwell Banker Commercial and Cartus tradenames, which are expected to generate future cash flows for an indefinite period of time. | |||||||||||||||||||||||
(c) | Relates to the Sotheby’s International Realty and Better Homes and Gardens Real Estate agreements which are being amortized over 50 years (the contractual term of the license agreements). | |||||||||||||||||||||||
(d) | Relates to the customer relationships at the Title and Settlement Services segment and the Relocation Services segment. These relationships are being amortized over a period of 5 to 20 years. | |||||||||||||||||||||||
(e) | Primarily related to the Texas American Title Company title plant shares. Ownership in a title plant is required to transact title insurance in certain states. The Company expects to generate future cash flows for an indefinite period of time. | |||||||||||||||||||||||
(f) | Generally amortized over periods ranging from 2 to 10 years. | |||||||||||||||||||||||
Intangible asset amortization expense | ' | |||||||||||||||||||||||
Intangible asset amortization expense is as follows: | ||||||||||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||||||||||
September 30, | September 30, | |||||||||||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||||||||||
Franchise agreements | $ | 17 | $ | 17 | $ | 50 | $ | 51 | ||||||||||||||||
License agreement | — | — | 1 | 1 | ||||||||||||||||||||
Customer relationships | 10 | 10 | 28 | 29 | ||||||||||||||||||||
Other | — | — | 1 | 2 | ||||||||||||||||||||
Total | $ | 27 | $ | 27 | $ | 80 | $ | 83 | ||||||||||||||||
Accrued_Expenses_And_Other_Cur1
Accrued Expenses And Other Current Liabilities (Tables) | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
Payables and Accruals [Abstract] | ' | |||||||
Accrued expenses and other current liabilities | ' | |||||||
Accrued expenses and other current liabilities consisted of: | ||||||||
September 30, 2013 | December 31, 2012 | |||||||
Accrued payroll and related employee costs | $ | 137 | $ | 80 | ||||
Accrued volume incentives | 26 | 22 | ||||||
Accrued commissions | 23 | 22 | ||||||
Restructuring accruals | 5 | 11 | ||||||
Deferred income | 65 | 69 | ||||||
Accrued interest | 39 | 87 | ||||||
Other | 115 | 136 | ||||||
$ | 410 | $ | 427 | |||||
Short_And_LongTerm_Debt_Tables
Short And Long-Term Debt (Tables) | 9 Months Ended | |||||||||||||||
Sep. 30, 2013 | ||||||||||||||||
Debt Disclosure [Abstract] | ' | |||||||||||||||
Schedule of Total Indebtedness | ' | |||||||||||||||
Total indebtedness is as follows: | ||||||||||||||||
September 30, 2013 | December 31, 2012 | |||||||||||||||
Senior Secured Credit Facility: | ||||||||||||||||
Revolving credit facility | $ | 40 | $ | 110 | ||||||||||||
Term loan facility | 1,897 | 1,822 | ||||||||||||||
7.625% First Lien Notes | 593 | 593 | ||||||||||||||
7.875% First and a Half Lien Notes | 700 | 700 | ||||||||||||||
9.00% First and a Half Lien Notes | 225 | 325 | ||||||||||||||
3.375% Senior Notes | 500 | — | ||||||||||||||
11.50% Senior Notes | — | 489 | ||||||||||||||
12.00% Senior Notes | — | 129 | ||||||||||||||
12.375% Senior Subordinated Notes | — | 188 | ||||||||||||||
13.375% Senior Subordinated Notes | — | 10 | ||||||||||||||
Securitization Obligations: | ||||||||||||||||
Apple Ridge Funding LLC | 229 | 235 | ||||||||||||||
Cartus Financing Limited | 18 | 26 | ||||||||||||||
$ | 4,202 | $ | 4,627 | |||||||||||||
Schedule of Debt | ' | |||||||||||||||
As of September 30, 2013, the total capacity, outstanding borrowings and available capacity under the Company’s borrowing arrangements were as follows: | ||||||||||||||||
Interest | Expiration | Total | Outstanding | Available | ||||||||||||
Rate | Date | Capacity | Borrowings | Capacity | ||||||||||||
Senior Secured Credit Facility: | ||||||||||||||||
Revolving credit facility (1) | -2 | Mar-18 | $ | 475 | $ | 40 | $ | 435 | ||||||||
Term loan facility | -3 | Mar-20 | 1,915 | 1,897 | — | |||||||||||
First Lien Notes | 7.63% | Jan-20 | 593 | 593 | — | |||||||||||
First and a Half Lien Notes | 7.88% | Feb-19 | 700 | 700 | — | |||||||||||
First and a Half Lien Notes | 9.00% | Jan-20 | 225 | 225 | — | |||||||||||
Senior Notes | 3.38% | May-16 | 500 | 500 | — | |||||||||||
Securitization obligations: (4) | ||||||||||||||||
Apple Ridge Funding LLC | Sep-14 | 325 | 229 | 96 | ||||||||||||
Cartus Financing Limited (5) | Various | 65 | 18 | 47 | ||||||||||||
$ | 4,798 | $ | 4,202 | $ | 578 | |||||||||||
_______________ | ||||||||||||||||
-1 | On October 31, 2013, the Company had $40 million outstanding on the revolving credit facility and $25 million outstanding letters of credit on such facility, leaving $410 million of available capacity. | |||||||||||||||
-2 | Interest rates with respect to revolving loans under the senior secured credit facility are based on, at Realogy Group’s option, (a) adjusted LIBOR plus 2.75% or (b) JPMorgan Chase Bank, N.A.'s prime rate ("ABR") plus 1.75% in each case subject to reductions based on the attainment of certain leverage ratios. | |||||||||||||||
-3 | Consists of a $1,915 million term loan, less a discount of $18 million. The interest rate with respect to the term loan under the senior secured credit facility is based on, at Realogy Group’s option, (a) adjusted LIBOR plus 3.50% (with a LIBOR floor of 1.00%) or (b) JPMorgan Chase Bank, N.A.’s prime rate (“ABR”) plus 2.50% (with an ABR floor of 2.0%). | |||||||||||||||
-4 | Available capacity is subject to maintaining sufficient relocation related assets to collateralize these securitization obligations. | |||||||||||||||
-5 | Consists of a £35 million facility which expires in August 2015 and a £5 million annual working capital facility which expires in August |
StockBased_Compensation_Tables
Stock-Based Compensation (Tables) | 9 Months Ended | ||||||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | ||||||||||||||||||||
Summary of option, restricted share and RSU activity | ' | ||||||||||||||||||||
A summary of option, restricted share, and restricted stock unit activity is presented below (number of shares in millions): | |||||||||||||||||||||
Options | Weighted | Restricted | Weighted | Restricted | Weighted | ||||||||||||||||
Average | Stock | Average | Stock Units | Average | |||||||||||||||||
Exercise | Grant Date | Grant Date | |||||||||||||||||||
Price | Fair Value | Fair Value | |||||||||||||||||||
Outstanding at January 1, 2013 | 3.27 | $ | 26.32 | 0.29 | $ | 27.09 | — | $ | — | ||||||||||||
Granted | 0.24 | 44.51 | 0.14 | 45.37 | 0.48 | 43.55 | |||||||||||||||
Exercised (a) (b) | (0.08 | ) | 18.48 | ||||||||||||||||||
Vested | — | — | — | — | |||||||||||||||||
Cancelled/Expired | (0.06 | ) | 23.97 | (0.03 | ) | 27 | — | — | |||||||||||||
Outstanding at September 30, 2013 (c) | 3.37 | $ | 27.84 | 0.4 | $ | 33.45 | 0.48 | $ | 43.54 | ||||||||||||
______________ | |||||||||||||||||||||
Summary of stock option valuation assumptions | ' | ||||||||||||||||||||
2013 Options | |||||||||||||||||||||
Grant date fair value | $ | 19.78 | |||||||||||||||||||
Expected volatility | 43.6 | % | |||||||||||||||||||
Expected term (years) | 6.25 | ||||||||||||||||||||
Risk-free interest rate | 1.7 | % | |||||||||||||||||||
Dividend yield | — | ||||||||||||||||||||
Earnings_Per_Share_Earnings_Pe1
Earnings Per Share Earnings Per Share (Tables) | 9 Months Ended | |||||||||||||||
Sep. 30, 2013 | ||||||||||||||||
Earnings Per Share [Abstract] | ' | |||||||||||||||
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | ' | |||||||||||||||
The following table sets forth the computation of basic and diluted earnings (loss) per share: | ||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
(in millions, except share and per share data) | September 30, | September 30, | September 30, | September 30, | ||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||
Net income (loss) attributable to Realogy Holdings shareholders | $ | 109 | $ | (34 | ) | $ | 118 | $ | (251 | ) | ||||||
Basic weighted average shares | 145,578,589 | 8,018,311 | 145,338,180 | 8,017,493 | ||||||||||||
Stock options, restricted stock and RSUs (a) | 1,187,613 | — | 1,182,361 | — | ||||||||||||
Weighted average diluted shares | 146,766,202 | 8,018,311 | 146,520,541 | 8,017,493 | ||||||||||||
Earnings (loss) per share: | ||||||||||||||||
Basic | $ | 0.75 | $ | (4.24 | ) | $ | 0.81 | $ | (31.31 | ) | ||||||
Diluted | $ | 0.74 | $ | (4.24 | ) | $ | 0.81 | $ | (31.31 | ) | ||||||
Segment_Information_Tables
Segment Information (Tables) | 9 Months Ended | |||||||||||||||
Sep. 30, 2013 | ||||||||||||||||
Segment Reporting [Abstract] | ' | |||||||||||||||
Revenues | ' | |||||||||||||||
Revenues (a) (b) | ||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
September 30, | September 30, | |||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||
Real Estate Franchise Services | $ | 193 | $ | 161 | $ | 521 | $ | 460 | ||||||||
Company Owned Real Estate Brokerage Services | 1,178 | 948 | 3,046 | 2,559 | ||||||||||||
Relocation Services | 127 | 124 | 322 | 321 | ||||||||||||
Title and Settlement Services | 134 | 114 | 364 | 308 | ||||||||||||
Corporate and Other (c) | (79 | ) | (66 | ) | (210 | ) | (183 | ) | ||||||||
Total Company | $ | 1,553 | $ | 1,281 | $ | 4,043 | $ | 3,465 | ||||||||
_______________ | ||||||||||||||||
(a) | Revenues for the Real Estate Franchise Services segment include intercompany royalties and marketing fees paid by the Company Owned Real Estate Brokerage Services segment of $79 million and $210 million for the three and nine months ended September 30, 2013, respectively, and $66 million and $183 million for the three and nine months ended September 30, 2012, respectively. Transactions between segments are eliminated in consolidation. Such amounts are eliminated through the Corporate and Other line. | |||||||||||||||
(b) | Revenues for the Relocation Services segment include intercompany referral and relocation fees paid by the Company Owned Real Estate Brokerage Services segment of $14 million and $34 million for the three and nine months ended September 30, 2013, respectively, and $12 million and $30 million for the three and nine months ended September 30, 2012, respectively. Such amounts are recorded as contra-revenues by the Company Owned Real Estate Brokerage Services segment. There are no other material inter-segment transactions. | |||||||||||||||
(c) | Includes the elimination of transactions between segments. | |||||||||||||||
EBITDA | ' | |||||||||||||||
EBITDA (a) (b) | ||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
September 30, | September 30, | |||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||
Real Estate Franchise Services | $ | 133 | $ | 107 | $ | 338 | $ | 267 | ||||||||
Company Owned Real Estate Brokerage Services | 91 | 67 | 185 | 128 | ||||||||||||
Relocation Services | 45 | 45 | 82 | 79 | ||||||||||||
Title and Settlement Services | 17 | 12 | 41 | 28 | ||||||||||||
Corporate and Other | (50 | ) | (18 | ) | (143 | ) | (56 | ) | ||||||||
Total Company | $ | 236 | $ | 213 | $ | 503 | $ | 446 | ||||||||
Less: | ||||||||||||||||
Depreciation and amortization | 44 | 42 | 130 | 131 | ||||||||||||
Interest expense, net | 74 | 187 | 230 | 533 | ||||||||||||
Income tax expense | 9 | 18 | 25 | 33 | ||||||||||||
Net income (loss) attributable to Realogy Holdings and Realogy Group | $ | 109 | $ | (34 | ) | $ | 118 | $ | (251 | ) | ||||||
_______________ | ||||||||||||||||
(a) | Includes $22 million related to the loss on early extinguishment of debt, $19 million related to the Phantom Value Plan and a net cost of $1 million of former parent legacy items for the three months ended September 30, 2013 compared to $2 million of restructuring costs, partially offset by a net benefit of $1 million of former parent legacy items for the three months ended September 30, 2012. | |||||||||||||||
(b) | Includes $68 million related to the loss on the early extinguishment of debt, $45 million related to the Phantom Value Plan and $4 million of restructuring costs for the nine months ended September 30, 2013 compared to $7 million of restructuring costs and a $6 million loss on the early extinguishment of debt, partially offset by a net benefit of $4 million of former parent legacy items for the nine months ended September 30, 2012. |
Basis_Of_Presentation_Company_
Basis Of Presentation Company Description and Background (Details) (USD $) | Jul. 16, 2013 | Apr. 16, 2013 | Jul. 31, 2006 |
In Millions, except Per Share data, unless otherwise specified | Independent_Companies | ||
Price per share for shares sold during April 2013 secondary offering | ' | $44 | ' |
Price per share for shares sold during July 2013 secondary offering | $47.57 | ' | ' |
Cendant Spin-off Number of New Independent Companies | ' | ' | 4 |
Number of New Independent Companies per Cendant Business Unit | ' | ' | 1 |
Apollo [Member] | ' | ' | ' |
Number of shares sold by Apollo in April 2013 secondary offering | ' | 40.25 | ' |
Number of shares sold by Apollo in July 2013 secondary offering | 25.13 | ' | ' |
Basis_Of_Presentation_Financia
Basis Of Presentation Financial Instruments - Fair Value Measurements (Details) (Fair Value, Measurements, Recurring [Member], USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Millions, unless otherwise specified | ||
Level I | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Deferred compensation plan assets (included in other non-current assets) | $1 | $1 |
Level I | Interest Rate Swap [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Interest rate swaps (included in other non-current liabilities) | 0 | 0 |
Level II | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Deferred compensation plan assets (included in other non-current assets) | 0 | 0 |
Level II | Interest Rate Swap [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Interest rate swaps (included in other non-current liabilities) | 25 | 29 |
Level III | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Deferred compensation plan assets (included in other non-current assets) | 0 | 0 |
Level III | Interest Rate Swap [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Interest rate swaps (included in other non-current liabilities) | 0 | 0 |
Total | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Deferred compensation plan assets (included in other non-current assets) | 1 | 1 |
Total | Interest Rate Swap [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Interest rate swaps (included in other non-current liabilities) | $25 | $29 |
Basis_Of_Presentation_Financia1
Basis Of Presentation Financial Instruments - Fair Value Indebtedness Table (Details) (USD $) | Sep. 30, 2013 | Mar. 05, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Oct. 31, 2013 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | |||||||||||||||||||||||
In Millions, unless otherwise specified | Secured Debt [Member] | Secured Debt [Member] | Secured Debt [Member] | Secured Debt [Member] | Secured Debt [Member] | Secured Debt [Member] | Secured Debt [Member] | Secured Debt [Member] | Secured Debt [Member] | Senior Notes [Member] | Senior Notes [Member] | Senior Notes [Member] | Senior Notes [Member] | Senior Notes [Member] | Senior Notes [Member] | Senior Subordinated Notes [Member] | Senior Subordinated Notes [Member] | Senior Subordinated Notes [Member] | Senior Subordinated Notes [Member] | Line of Credit [Member] | Line of Credit [Member] | Line of Credit [Member] | Securitization obligations | Securitization obligations | |||||||||||||||||||||||
Term loan facility | Term loan facility | Term loan facility | 7.625% First Lien Notes | 7.625% First Lien Notes | 7.875% First and a Half Lien Notes | 7.875% First and a Half Lien Notes | 9.00% First and a Half Lien Notes | 9.00% First and a Half Lien Notes | 3.375% Senior Notes | 3.375% Senior Notes | 11.50% Senior Notes | 11.50% Senior Notes | 12.00% Senior Notes | 12.00% Senior Notes | 12.375% Senior Subordinated Notes | 12.375% Senior Subordinated Notes | 13.375% Senior Subordinated Notes | 13.375% Senior Subordinated Notes | Revolving credit facility | Revolving credit facility | Revolving credit facility | ||||||||||||||||||||||||||
Line of credit facility outstanding amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $40 | $40 | [1],[2] | $110 | ' | ' | ||||||||||||||||||||||
Lines of Credit, Fair Value Disclosure | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 40 | [3] | 110 | [3] | ' | ' | |||||||||||||||||||||
Long-term Debt | 1,897 | 1,920 | [4] | 1,822 | 593 | 593 | 700 | 700 | 225 | 325 | 500 | 0 | 0 | 489 | 0 | 129 | 0 | 188 | 0 | 10 | ' | ' | ' | ' | ' | ||||||||||||||||||||||
Long-term Debt, Fair Value | 1,906 | [3] | ' | 1,831 | [3] | 663 | [3] | 673 | [3] | 768 | [3] | 763 | [3] | 262 | [3] | 366 | [3] | 501 | [3] | 0 | [3] | 0 | [3] | 527 | [3] | 0 | [3] | 140 | [3] | 0 | [3] | 192 | [3] | 0 | [3] | 11 | [3] | ' | ' | ' | ' | ' | |||||
Short-term debt | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 247 | 261 | |||||||||||||||||||||||
Short-term Debt, Fair Value | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $247 | [3] | $261 | [3] | |||||||||||||||||||||
[1] | Interest rates with respect to revolving loans under the senior secured credit facility are based on, at Realogy Groupbs option, (a) adjusted LIBOR plus 2.75% or (b) JPMorgan Chase Bank, N.A.'s prime rate ("ABR") plus 1.75% in each case subject to reductions based on the attainment of certain leverage ratios. | ||||||||||||||||||||||||||||||||||||||||||||||
[2] | On October 31, 2013, the Company had $40 million outstanding on the revolving credit facility and $25 million outstanding letters of credit on such facility, leaving $410 million of available capacity. | ||||||||||||||||||||||||||||||||||||||||||||||
[3] | The fair value of the Company's indebtedness is categorized as Level I. | ||||||||||||||||||||||||||||||||||||||||||||||
[4] | Consists of a $1,915 million term loan, less a discount of $18 million. The interest rate with respect to the term loan under the senior secured credit facility is based on, at Realogy Groupbs option, (a) adjusted LIBOR plus 3.50% (with a LIBOR floor of 1.00%) or (b) JPMorgan Chase Bank, N.A.bs prime rate (bABRb) plus 2.50% (with an ABR floor of 2.0%). |
Basis_Of_Presentation_Income_T
Basis Of Presentation Income Taxes (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' | ' | ' | ' |
Income tax expense | $9 | $18 | $25 | $33 |
Increase in deferred tax liabilities associated with indefinite-lived intangible assets | ' | ' | 19 | ' |
Foreign and state income taxes | ' | ' | $6 | ' |
Basis_Of_Presentation_Derivati
Basis Of Presentation Derivative Instruments (Details) (USD $) | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | ||||||||||||||
In Millions, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 |
Foreign Exchange Contract [Member] | Foreign Exchange Contract [Member] | Foreign Exchange Contract [Member] | Foreign Exchange Contract [Member] | Foreign Exchange Contract [Member] | Foreign Exchange Contract [Member] | Foreign Exchange Contract [Member] | Foreign Exchange Contract [Member] | Interest Rate Swap [Member] | Interest Rate Swap [Member] | Interest Rate Swap [Member] | Interest Rate Swap [Member] | Interest Rate Swap [Member] | Interest Rate Swap [Member] | Interest Rate Swap [Member] | Interest Rate Swap [Member] | Interest Rate Swap [Member] | Interest Rate Swap [Member] | |||
Maximum [Member] | Maximum [Member] | Not Designated as Hedging Instrument [Member] | Not Designated as Hedging Instrument [Member] | Not Designated as Hedging Instrument [Member] | Not Designated as Hedging Instrument [Member] | Interest_Rate_Swaps | Not Designated as Hedging Instrument [Member] | Not Designated as Hedging Instrument [Member] | Not Designated as Hedging Instrument [Member] | Not Designated as Hedging Instrument [Member] | Not Designated as Hedging Instrument [Member] | Not Designated as Hedging Instrument [Member] | Interest Rate Swap 1 [Member] | Interest Rate Swap 2 [Member] | Interest Rate Swaps 3-5 [Member] | |||||
Operating Expense [Member] | Operating Expense [Member] | Operating Expense [Member] | Operating Expense [Member] | Interest Expense [Member] | Interest Expense [Member] | Interest Expense [Member] | Interest Expense [Member] | Other Non-Current Liabilities [Member] | Other Non-Current Liabilities [Member] | |||||||||||
Derivative [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Document Period End Date | 30-Sep-13 | 30-Sep-13 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Fair value of derivative instrument | ' | ' | ' | ' | $1 | $1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Notional value of derivative instrument | ' | ' | 34 | 28 | ' | ' | ' | ' | ' | ' | 1,025 | ' | ' | ' | ' | ' | ' | 225 | 200 | 200 |
Number of Interest Rate Swaps Entered Into | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of interest rate derivatives held | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest rate derivative liabilities, at fair value | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 25 | 29 | ' | ' | ' |
(Gain) or Loss Recognized on Derivatives | ' | ' | ' | ' | ' | ' | $1 | $1 | $0 | $1 | ' | $8 | $3 | $2 | $13 | ' | ' | ' | ' | ' |
Basis_Of_Presentation_Restrict
Basis Of Presentation Restricted Cash and Supplemental Cash Flow Info (Details) (USD $) | 9 Months Ended | ||
In Millions, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' | ' | ' |
Restricted cash | $11 | ' | $9 |
Common stock issued for equity awards | 22 | ' | ' |
Capital lease additions | 11 | 4 | ' |
Non-cash accruals for tenant improvements | $6 | ' | ' |
Basis_Of_Presentation_Defined_
Basis Of Presentation Defined Benefit Pension Plan (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Defined Benefit Plan Disclosure [Line Items] | ' | ' | ' | ' |
Net periodic cost | ' | $1 | $1 | $4 |
Interest cost and amortization of actuarial loss | 2 | 3 | 6 | 9 |
Expected return on plan assets | 2 | 2 | 5 | 5 |
Maximum [Member] | ' | ' | ' | ' |
Defined Benefit Plan Disclosure [Line Items] | ' | ' | ' | ' |
Net periodic cost | $1 | ' | ' | ' |
Basis_Of_Presentation_Reclassi
Basis Of Presentation Reclassifications from Accumulated Other Comprehensive Income (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Reclassifications from Accumulated Other Comprehensive Income [Abstract] | ' | ' | ' | ' |
Other Comprehensive Income (Loss), Reclassification, Pension and Other Postretirement Benefit Plans, Net Gain (Loss) Recognized in Net Periodic Benefit Cost, before Tax | $1 | $1 | $2 | $4 |
Acquisitions_Details
Acquisitions (Details) (USD $) | 9 Months Ended | 12 Months Ended |
In Millions, unless otherwise specified | Sep. 30, 2013 | Dec. 31, 2012 |
real_estate_brokerage_operations | real_estate_brokerage_operations | |
Business Acquisition [Line Items] | ' | ' |
Goodwill acquired | $6 | ' |
Company Owned Brokerage Services | ' | ' |
Business Acquisition [Line Items] | ' | ' |
Real estate brokerage operations (in real estate brokerage operations) | 9 | 7 |
Cash consideration paid for acquisition | 5 | 3 |
Liabilities established related to contingent consideration | 3 | 2 |
Goodwill acquired | $6 | $5 |
Intangible_Assets_Goodwill_Det
Intangible Assets - Goodwill (Details) (USD $) | 9 Months Ended | |
In Millions, unless otherwise specified | Sep. 30, 2013 | Dec. 31, 2012 |
Goodwill [Line Items] | ' | ' |
Gross goodwill as of December 31, 2012 | ' | $5,090 |
Accumulated impairment losses | ' | -1,786 |
Goodwill [Roll Forward] | ' | ' |
Balance at December 31, 2012 | 3,304 | ' |
Goodwill acquired | 6 | ' |
Balance at September 30, 2013 | 3,310 | ' |
Real Estate Franchise Services | ' | ' |
Goodwill [Line Items] | ' | ' |
Gross goodwill as of December 31, 2012 | ' | 3,264 |
Accumulated impairment losses | ' | -1,023 |
Goodwill [Roll Forward] | ' | ' |
Balance at December 31, 2012 | 2,241 | ' |
Goodwill acquired | 0 | ' |
Balance at September 30, 2013 | 2,241 | ' |
Company Owned Brokerage Services | ' | ' |
Goodwill [Line Items] | ' | ' |
Gross goodwill as of December 31, 2012 | ' | 788 |
Accumulated impairment losses | ' | -158 |
Goodwill [Roll Forward] | ' | ' |
Balance at December 31, 2012 | 630 | ' |
Goodwill acquired | 6 | ' |
Balance at September 30, 2013 | 636 | ' |
Relocation Services | ' | ' |
Goodwill [Line Items] | ' | ' |
Gross goodwill as of December 31, 2012 | ' | 641 |
Accumulated impairment losses | ' | -281 |
Goodwill [Roll Forward] | ' | ' |
Balance at December 31, 2012 | 360 | ' |
Goodwill acquired | 0 | ' |
Balance at September 30, 2013 | 360 | ' |
Title and Settlement Services | ' | ' |
Goodwill [Line Items] | ' | ' |
Gross goodwill as of December 31, 2012 | ' | 397 |
Accumulated impairment losses | ' | -324 |
Goodwill [Roll Forward] | ' | ' |
Balance at December 31, 2012 | 73 | ' |
Goodwill acquired | 0 | ' |
Balance at September 30, 2013 | $73 | ' |
Intangible_Assets_Intangible_A
Intangible Assets - Intangible Assets (Details) (USD $) | 9 Months Ended | |||
In Millions, unless otherwise specified | Sep. 30, 2013 | Dec. 31, 2012 | ||
Finite-Lived and Indefinite-Lived Intangible Assets [Line Items] | ' | ' | ||
Carrying amount of total other intangibles | $594 | $590 | ||
Accumulated Amortization | -221 | -191 | ||
Net carrying amount of finite-lived and indefinite-lived intangible assets | 373 | 399 | ||
AmortizablebFranchise agreements (a) | ' | ' | ||
Finite-Lived and Indefinite-Lived Intangible Assets [Line Items] | ' | ' | ||
Gross carrying amount of finite-lived intangible assets | 2,019 | [1] | 2,019 | [1] |
Accumulated Amortization | -440 | [1] | -390 | [1] |
Net carrying amount of finite-lived intangible assets | 1,579 | [1] | 1,629 | [1] |
Amortization period | '30 years | ' | ||
AmortizablebLicense agreements (c) | ' | ' | ||
Finite-Lived and Indefinite-Lived Intangible Assets [Line Items] | ' | ' | ||
Gross carrying amount of finite-lived intangible assets | 45 | [2] | 45 | [2] |
Accumulated Amortization | -6 | [2] | -5 | [2] |
Net carrying amount of finite-lived intangible assets | 39 | [2] | 40 | [2] |
Amortization period | '50 years | ' | ||
AmortizablebCustomer relationships (d) | ' | ' | ||
Finite-Lived and Indefinite-Lived Intangible Assets [Line Items] | ' | ' | ||
Gross carrying amount of finite-lived intangible assets | 529 | [3] | 529 | [3] |
Accumulated Amortization | -210 | [3] | -182 | [3] |
Net carrying amount of finite-lived intangible assets | 319 | [3] | 347 | [3] |
AmortizablebCustomer relationships (d) | Minimum [Member] | ' | ' | ||
Finite-Lived and Indefinite-Lived Intangible Assets [Line Items] | ' | ' | ||
Amortization period | '5 years | ' | ||
AmortizablebCustomer relationships (d) | Maximum [Member] | ' | ' | ||
Finite-Lived and Indefinite-Lived Intangible Assets [Line Items] | ' | ' | ||
Amortization period | '20 years | ' | ||
AmortizablebOther (f) | ' | ' | ||
Finite-Lived and Indefinite-Lived Intangible Assets [Line Items] | ' | ' | ||
Gross carrying amount of finite-lived intangible assets | 10 | [4] | 6 | [4] |
Accumulated Amortization | -5 | [4] | -4 | [4] |
Net carrying amount of finite-lived intangible assets | 5 | [4] | 2 | [4] |
AmortizablebOther (f) | Minimum [Member] | ' | ' | ||
Finite-Lived and Indefinite-Lived Intangible Assets [Line Items] | ' | ' | ||
Amortization period | '2 years | ' | ||
AmortizablebOther (f) | Maximum [Member] | ' | ' | ||
Finite-Lived and Indefinite-Lived Intangible Assets [Line Items] | ' | ' | ||
Amortization period | '10 years | ' | ||
UnamortizablebTrademarks (b) | ' | ' | ||
Finite-Lived and Indefinite-Lived Intangible Assets [Line Items] | ' | ' | ||
Gross carrying amount of indefinite-lived intangible assets | 732 | [5] | 732 | [5] |
UnamortizablebTitle plant shares (e) | ' | ' | ||
Finite-Lived and Indefinite-Lived Intangible Assets [Line Items] | ' | ' | ||
Gross carrying amount of indefinite-lived intangible assets | $10 | [6] | $10 | [6] |
[1] | Generally amortized over a period of 30 years. | |||
[2] | Relates to the Sothebybs International Realty and Better Homes and Gardens Real Estate agreements which are being amortized over 50 years (the contractual term of the license agreements). | |||
[3] | Relates to the customer relationships at the Title and Settlement Services segment and the Relocation Services segment. These relationships are being amortized over a period of 5 to 20 years. | |||
[4] | Generally amortized over periods ranging from 2 to 10 years. | |||
[5] | Relates to the Century 21, Coldwell Banker, ERA, The Corcoran Group, Coldwell Banker Commercial and Cartus tradenames, which are expected to generate future cash flows for an indefinite period of time. | |||
[6] | Primarily related to the Texas American Title Company title plant shares. Ownership in a title plant is required to transact title insurance in certain states. The Company expects to generate future cash flows for an indefinite period of time. |
Intangible_Assets_Amortization
Intangible Assets - Amortization Expense (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Finite-Lived Intangible Assets [Line Items] | ' | ' | ' | ' |
Document Period End Date | 30-Sep-13 | ' | 30-Sep-13 | ' |
Intangible asset amortization expense | $27 | $27 | $80 | $83 |
The number of succeeding years for which amortization expense is disclosed | 4 | ' | 4 | ' |
Amortization expense for remainder of 2013 | 27 | ' | 27 | ' |
Amortization expense for Year Two | 106 | ' | 106 | ' |
Amortization expense for Year Three | 95 | ' | 95 | ' |
Amortization expense for Year Four | 95 | ' | 95 | ' |
Amortization expense for Year Five | 91 | ' | 91 | ' |
Amortization expense Thereafter | 1,528 | ' | 1,528 | ' |
AmortizablebFranchise agreements (a) | ' | ' | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' | ' | ' |
Intangible asset amortization expense | 17 | 17 | 50 | 51 |
AmortizablebLicense agreements (c) | ' | ' | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' | ' | ' |
Intangible asset amortization expense | 0 | 0 | 1 | 1 |
AmortizablebCustomer relationships (d) | ' | ' | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' | ' | ' |
Intangible asset amortization expense | 10 | 10 | 28 | 29 |
AmortizablebOther (f) | ' | ' | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' | ' | ' |
Intangible asset amortization expense | $0 | $0 | $1 | $2 |
Accrued_Expenses_And_Other_Cur2
Accrued Expenses And Other Current Liabilities (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Millions, unless otherwise specified | ||
Payables and Accruals [Abstract] | ' | ' |
Accrued payroll and related employee costs | $137 | $80 |
Accrued volume incentives | 26 | 22 |
Accrued commissions | 23 | 22 |
Restructuring accruals | 5 | 11 |
Deferred income | 65 | 69 |
Accrued interest | 39 | 87 |
Other | 115 | 136 |
Accrued expenses and other current liabilities | $410 | $427 |
Short_And_LongTerm_Debt_Schedu
Short And Long-Term Debt Schedule of Total Indebtedness (Details) (USD $) | 3 Months Ended | 9 Months Ended | |||||||||||||||||||||||||||||||||
In Millions, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2013 | Dec. 31, 2012 | Oct. 31, 2013 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Mar. 05, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | ||||
Line of Credit [Member] | Line of Credit [Member] | Line of Credit [Member] | Securitization obligations | Securitization obligations | Securitization obligations | Securitization obligations | Securitization obligations | Securitization obligations | Secured Debt [Member] | Secured Debt [Member] | Secured Debt [Member] | Secured Debt [Member] | Secured Debt [Member] | Secured Debt [Member] | Secured Debt [Member] | Secured Debt [Member] | Secured Debt [Member] | Senior Notes [Member] | Senior Notes [Member] | Senior Notes [Member] | Senior Notes [Member] | Senior Notes [Member] | Senior Notes [Member] | Senior Subordinated Notes [Member] | Senior Subordinated Notes [Member] | Senior Subordinated Notes [Member] | Senior Subordinated Notes [Member] | ||||||||
Revolving credit facility | Revolving credit facility | Revolving credit facility | Apple Ridge Funding LLC | Apple Ridge Funding LLC | Cartus Financing Limited | Cartus Financing Limited | Term loan facility | Term loan facility | Term loan facility | 7.625% First Lien Notes | 7.625% First Lien Notes | 7.875% First and a Half Lien Notes | 7.875% First and a Half Lien Notes | 9.00% First and a Half Lien Notes | 9.00% First and a Half Lien Notes | 3.375% Senior Notes | 3.375% Senior Notes | 11.50% Senior Notes | 11.50% Senior Notes | 12.00% Senior Notes | 12.00% Senior Notes | 12.375% Senior Subordinated Notes | 12.375% Senior Subordinated Notes | 13.375% Senior Subordinated Notes | 13.375% Senior Subordinated Notes | ||||||||||
Schedule of Long-term and Short-term Debt Instruments [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||
Document Period End Date | 30-Sep-13 | 30-Sep-13 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||
Line of credit facility outstanding amount | ' | ' | ' | $40 | $40 | [1],[2] | $110 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Long-term Debt | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,897 | 1,920 | [3] | 1,822 | 593 | 593 | 700 | 700 | 225 | 325 | 500 | 0 | 0 | 489 | 0 | 129 | 0 | 188 | 0 | 10 | |||
Short-term debt | ' | ' | ' | ' | ' | ' | 247 | 261 | 229 | [4] | 235 | 18 | [4],[5] | 26 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Total long-term and short-term debt | $4,202 | $4,202 | $4,627 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||
[1] | Interest rates with respect to revolving loans under the senior secured credit facility are based on, at Realogy Groupbs option, (a) adjusted LIBOR plus 2.75% or (b) JPMorgan Chase Bank, N.A.'s prime rate ("ABR") plus 1.75% in each case subject to reductions based on the attainment of certain leverage ratios. | ||||||||||||||||||||||||||||||||||
[2] | On October 31, 2013, the Company had $40 million outstanding on the revolving credit facility and $25 million outstanding letters of credit on such facility, leaving $410 million of available capacity. | ||||||||||||||||||||||||||||||||||
[3] | Consists of a $1,915 million term loan, less a discount of $18 million. The interest rate with respect to the term loan under the senior secured credit facility is based on, at Realogy Groupbs option, (a) adjusted LIBOR plus 3.50% (with a LIBOR floor of 1.00%) or (b) JPMorgan Chase Bank, N.A.bs prime rate (bABRb) plus 2.50% (with an ABR floor of 2.0%). | ||||||||||||||||||||||||||||||||||
[4] | Available capacity is subject to maintaining sufficient relocation related assets to collateralize these securitization obligations. | ||||||||||||||||||||||||||||||||||
[5] | Consists of a £35 million facility which expires in August 2015 and a £5 million annual working capital facility which expires in August 2014. |
Short_And_LongTerm_Debt_Schedu1
Short And Long-Term Debt Schedule of Debt (Details) | Sep. 30, 2013 | Dec. 31, 2012 | Oct. 31, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Mar. 05, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Feb. 02, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Feb. 03, 2011 | Sep. 30, 2013 | Dec. 31, 2012 | Feb. 02, 2012 | Sep. 30, 2013 | Apr. 26, 2013 | Dec. 31, 2012 | Oct. 31, 2013 | Sep. 30, 2013 | Mar. 05, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | ||||||
In Millions, unless otherwise specified | USD ($) | USD ($) | Revolving credit facility | Revolving credit facility | Revolving credit facility | Term loan facility | Term loan facility | Secured Debt [Member] | Secured Debt [Member] | Secured Debt [Member] | Secured Debt [Member] | Secured Debt [Member] | Secured Debt [Member] | Secured Debt [Member] | Secured Debt [Member] | Secured Debt [Member] | Secured Debt [Member] | Secured Debt [Member] | Secured Debt [Member] | Senior Notes [Member] | Senior Notes [Member] | Senior Notes [Member] | Line of Credit [Member] | Line of Credit [Member] | Line of Credit [Member] | Line of Credit [Member] | Securitization obligations | Securitization obligations | Securitization obligations | Securitization obligations | Securitization obligations | Securitization obligations | August 2015 [Member] | August 2014 [Member] | ||||||
USD ($) | LIBOR [Member] | ABR [Member] | LIBOR [Member] | ABR [Member] | Term loan facility | Term loan facility | Term loan facility | 7.625% First Lien Notes | 7.625% First Lien Notes | 7.625% First Lien Notes | 7.875% First and a Half Lien Notes | 7.875% First and a Half Lien Notes | 7.875% First and a Half Lien Notes | 9.00% First and a Half Lien Notes | 9.00% First and a Half Lien Notes | 9.00% First and a Half Lien Notes | 3.375% Senior Notes | 3.375% Senior Notes | 3.375% Senior Notes | Revolving credit facility | Revolving credit facility | Revolving credit facility | Revolving credit facility | USD ($) | USD ($) | Apple Ridge Funding LLC | Apple Ridge Funding LLC | Cartus Financing Limited | Cartus Financing Limited | Securitization obligations | Securitization obligations | |||||||||
USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | Cartus Financing Limited | Cartus Financing Limited | ||||||||||||||||||
GBP (£) | GBP (£) | |||||||||||||||||||||||||||||||||||||||
Total Capacity | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||
Total capacity, short-term debt, line of credit facility | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $475 | [1],[2] | $475 | [1],[2] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||
Total capacity, long-term debt | ' | ' | ' | ' | ' | ' | ' | 1,915 | [3] | ' | ' | 593 | ' | 593 | 700 | ' | ' | 225 | ' | ' | 500 | 500 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||
Total capacity, securitization obligations | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 325 | [4] | ' | 65 | [4],[5] | ' | 35 | 5 | ||||
Total capacity, total long-term and short-term debt | 4,798 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||
Outstanding Borrowings | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||
Outstanding borrowings, short-term debt, line of credit facility | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 40 | 40 | [1],[2] | ' | 110 | ' | ' | ' | ' | ' | ' | ' | ' | |||||
Outstanding borrowings, long-term debt | ' | ' | ' | ' | ' | ' | ' | 1,897 | 1,920 | [3] | 1,822 | 593 | 593 | ' | 700 | 700 | ' | 225 | 325 | ' | 500 | ' | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||
Outstanding borrowings, securitization obligations | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 247 | 261 | 229 | [4] | 235 | 18 | [4],[5] | 26 | ' | ' | ||||
Outstanding borrowings, total long-term and short-term debt | 4,202 | 4,627 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||
Available Capacity | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||
Available capacity, line or credit facility | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 410 | 435 | [1],[2] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||
Available capacity, debt | 578 | ' | ' | ' | ' | ' | ' | 0 | [3] | ' | ' | 0 | ' | ' | 0 | ' | ' | 0 | ' | ' | 0 | ' | ' | ' | ' | ' | ' | ' | ' | 96 | [4] | ' | 47 | [4],[5] | ' | ' | ' | |||
Interest Rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7.63% | ' | 7.63% | 7.88% | ' | 7.88% | 9.00% | ' | 9.00% | 3.38% | 3.38% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||
Outstanding letters of credit | ' | ' | 25 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||
Description of variable interest rate basis | ' | ' | ' | 'LIBOR | 'ABR | 'LIBOR | 'ABR | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||
Debt Instrument, Basis Spread on Variable Rate, Floor | ' | ' | ' | ' | ' | 1.00% | 2.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||
Debt Instrument, Basis Spread on Variable Rate | ' | ' | ' | 2.75% | 1.75% | 3.50% | 2.50% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||
Unamortized discount | ' | ' | ' | ' | ' | ' | ' | $18 | [3] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||
[1] | Interest rates with respect to revolving loans under the senior secured credit facility are based on, at Realogy Groupbs option, (a) adjusted LIBOR plus 2.75% or (b) JPMorgan Chase Bank, N.A.'s prime rate ("ABR") plus 1.75% in each case subject to reductions based on the attainment of certain leverage ratios. | |||||||||||||||||||||||||||||||||||||||
[2] | On October 31, 2013, the Company had $40 million outstanding on the revolving credit facility and $25 million outstanding letters of credit on such facility, leaving $410 million of available capacity. | |||||||||||||||||||||||||||||||||||||||
[3] | Consists of a $1,915 million term loan, less a discount of $18 million. The interest rate with respect to the term loan under the senior secured credit facility is based on, at Realogy Groupbs option, (a) adjusted LIBOR plus 3.50% (with a LIBOR floor of 1.00%) or (b) JPMorgan Chase Bank, N.A.bs prime rate (bABRb) plus 2.50% (with an ABR floor of 2.0%). | |||||||||||||||||||||||||||||||||||||||
[4] | Available capacity is subject to maintaining sufficient relocation related assets to collateralize these securitization obligations. | |||||||||||||||||||||||||||||||||||||||
[5] | Consists of a £35 million facility which expires in August 2015 and a £5 million annual working capital facility which expires in August 2014. |
Short_And_LongTerm_Debt_Senior
Short And Long-Term Debt Senior Secured Credit Facility (Details) (USD $) | Sep. 30, 2013 | Mar. 05, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Oct. 31, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Mar. 05, 2013 | Dec. 31, 2012 | Mar. 05, 2013 | Sep. 30, 2013 | Apr. 26, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Mar. 05, 2013 | |||
In Millions, unless otherwise specified | Required Covenant Ratio [Member] | Scenario, Actual [Member] | Maximum [Member] | Synthetic Letter of Credit Facility [Member] | Synthetic Letter of Credit Facility [Member] | Synthetic Letter of Credit Facility [Member] | Synthetic Letter of Credit Facility - General Corporate Purposes [Member] | Term loan facility | Term loan facility | Revolving credit facility | Revolving credit facility | Revolving credit facility | Secured Debt [Member] | Secured Debt [Member] | Secured Debt [Member] | Secured Debt [Member] | Senior Notes [Member] | Senior Notes [Member] | Senior Notes [Member] | Line of Credit [Member] | Line of Credit [Member] | |||||
Required Covenant Ratio to Receive Additional Credit Facilities [Member] | October 2013 [Member] | LIBOR [Member] | ABR [Member] | LIBOR [Member] | ABR [Member] | Term loan facility | Term loan facility | Term loan facility | Old Term Loan Facility [Member] | 3.375% Senior Notes | 3.375% Senior Notes | 3.375% Senior Notes | Revolving credit facility | Revolving credit facility | ||||||||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Debt Instrument, term | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '7 years | ' | ' | ' | ' | ' | ' | '5 years | |||
Debt Instrument, percent of par | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 99.00% | ' | ' | ' | ' | ' | ' | ' | |||
Long-term Debt | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1,897 | $1,920 | [1] | $1,822 | $1,822 | $500 | ' | $0 | ' | ' | ||
Line of credit facility borrowing capacity | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 475 | [2],[3] | 475 | [2],[3] | |
Letter of credit borrowing capacity | ' | 250 | ' | ' | ' | 155 | ' | 36 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Description of variable interest rate basis | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'LIBOR | 'ABR | ' | 'LIBOR | 'ABR | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Debt Instrument, Basis Spread on Variable Rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3.50% | 2.50% | ' | 2.75% | 1.75% | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Debt Instrument, Basis Spread on Variable Rate, Floor | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.00% | 2.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Additional Credit Facilities | ' | 500 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Senior secured leverage ratio | ' | ' | 4.75 | 3.03 | 3.5 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Ratio of Indebtedness to Net Capital Denominator | ' | ' | ' | 1 | 1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Borrowings under the revolving credit facility as a percentage of total commitments | 25.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Outstanding letters of credit | ' | ' | ' | ' | ' | $53 | $70 | ' | $85 | ' | ' | $25 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Quarterly Amortization Payment Percent Per Annum of Principal, Term Loans | ' | ' | ' | ' | ' | 1.00% | ' | ' | ' | ' | ' | ' | ' | ' | 1.00% | ' | ' | ' | ' | ' | ' | ' | ' | |||
Interest Rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3.38% | 3.38% | ' | ' | ' | |||
[1] | Consists of a $1,915 million term loan, less a discount of $18 million. The interest rate with respect to the term loan under the senior secured credit facility is based on, at Realogy Groupbs option, (a) adjusted LIBOR plus 3.50% (with a LIBOR floor of 1.00%) or (b) JPMorgan Chase Bank, N.A.bs prime rate (bABRb) plus 2.50% (with an ABR floor of 2.0%). | |||||||||||||||||||||||||
[2] | Interest rates with respect to revolving loans under the senior secured credit facility are based on, at Realogy Groupbs option, (a) adjusted LIBOR plus 2.75% or (b) JPMorgan Chase Bank, N.A.'s prime rate ("ABR") plus 1.75% in each case subject to reductions based on the attainment of certain leverage ratios. | |||||||||||||||||||||||||
[3] | On October 31, 2013, the Company had $40 million outstanding on the revolving credit facility and $25 million outstanding letters of credit on such facility, leaving $410 million of available capacity. |
Short_And_LongTerm_Debt_First_
Short And Long-Term Debt First Lien Notes (Details) (Secured Debt [Member], 7.625% First Lien Notes, USD $) | Sep. 30, 2013 | Feb. 02, 2012 |
In Millions, unless otherwise specified | ||
Secured Debt [Member] | 7.625% First Lien Notes | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Debt instrument, face amount | $593 | $593 |
Interest Rate | 7.63% | 7.63% |
Short_And_LongTerm_Debt_First_1
Short And Long-Term Debt First and a Half Lien Notes (Details) (USD $) | 3 Months Ended | 9 Months Ended | 9 Months Ended | |||||
In Millions, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Feb. 03, 2011 | Sep. 30, 2013 | Feb. 02, 2012 |
9.00% First and a Half Lien Notes | Secured Debt [Member] | Secured Debt [Member] | Secured Debt [Member] | Secured Debt [Member] | ||||
7.875% First and a Half Lien Notes | 7.875% First and a Half Lien Notes | 9.00% First and a Half Lien Notes | 9.00% First and a Half Lien Notes | |||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Interest Rate | ' | ' | ' | ' | 7.88% | 7.88% | 9.00% | 9.00% |
Repurchase of First and a Half Lien Notes | ' | ' | ' | $120 | ' | ' | ' | ' |
Accrued Interest Paid on Debt Repurchased | ' | ' | ' | 2 | ' | ' | ' | ' |
Repayments of Secured Debt | ' | 100 | 0 | ' | ' | ' | -100 | ' |
Redemption Premium | $18 | ' | ' | ' | ' | ' | ' | ' |
Short_And_LongTerm_Debt_Unsecu
Short And Long-Term Debt Unsecured Notes (Details) (USD $) | 1 Months Ended | 9 Months Ended | 1 Months Ended | 0 Months Ended | 4 Months Ended | 1 Months Ended | 1 Months Ended | |||||
In Millions, unless otherwise specified | Apr. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Apr. 30, 2013 | 29-May-13 | Aug. 31, 2013 | Apr. 26, 2013 | Apr. 30, 2013 | Apr. 16, 2013 | Apr. 30, 2013 | Sep. 30, 2013 | Apr. 26, 2013 |
Senior Subordinated Notes [Member] | Senior Notes [Member] | Senior Notes [Member] | Senior Notes [Member] | Senior Notes [Member] | Senior Notes [Member] | Senior Notes [Member] | Senior Notes [Member] | Senior Notes [Member] | ||||
11.50% Senior Notes | 11.50% Senior Notes | 11.50% Senior Notes | 12.00% Senior Notes | 12.00% Senior Notes | 3.375% Senior Notes | 3.375% Senior Notes | 3.375% Senior Notes | |||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Early Repayment of Subordinated Debt | ' | $821 | $0 | $201 | ' | $492 | ' | $130 | ' | ' | ' | ' |
Remaining Proceeds from IPO used to Redeem Debt | 218 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest Rate | ' | ' | ' | ' | ' | ' | 11.50% | ' | 12.00% | ' | 3.38% | 3.38% |
Proceeds from issuance of Senior Notes | ' | 500 | 0 | ' | ' | ' | ' | ' | ' | 494 | ' | ' |
Debt Redemption Premium | ' | ' | ' | ' | 106.00% | ' | ' | 106.00% | ' | ' | ' | ' |
Debt instrument, face amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $500 | $500 |
Short_And_LongTerm_Debt_Securi
Short And Long-Term Debt Securitization Obligations (Details) | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | |||||||||||
In Millions, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Apr. 26, 2013 | ||
Securitization obligations | Securitization obligations | Securitization obligations | Securitization obligations | Securitization obligations | Apple Ridge Funding LLC | Cartus Financing Limited | Cartus Financing Limited | Cartus Financing Limited | Senior Notes [Member] | Senior Notes [Member] | |||||
USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | Securitization obligations | Securitization obligations | Securitization obligations | Securitization obligations | 3.375% Senior Notes | 3.375% Senior Notes | |||||
USD ($) | USD ($) | August 2015 [Member] | August 2014 [Member] | ||||||||||||
GBP (£) | GBP (£) | ||||||||||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Document Period End Date | 30-Sep-13 | 30-Sep-13 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Interest Rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3.38% | 3.38% | ||
Total capacity, securitization obligations | ' | ' | ' | ' | ' | ' | ' | $325 | [1] | $65 | [1],[2] | £ 35 | £ 5 | ' | ' |
Pledged assets, not separetely reported, relocation receivables and other relocation assets | ' | ' | 314 | ' | 314 | ' | 309 | ' | ' | ' | ' | ' | ' | ||
Interest expense, debt | ' | ' | $2 | $2 | $5 | $7 | ' | ' | ' | ' | ' | ' | ' | ||
Weighted average interest rate, securitization obligations | ' | ' | 3.10% | 3.40% | 3.10% | 3.40% | ' | ' | ' | ' | ' | ' | ' | ||
[1] | Available capacity is subject to maintaining sufficient relocation related assets to collateralize these securitization obligations. | ||||||||||||||
[2] | Consists of a £35 million facility which expires in August 2015 and a £5 million annual working capital facility which expires in August 2014. |
Short_And_LongTerm_Debt_Loss_o
Short And Long-Term Debt Loss on the Early Extinguishment of Debt and Write-Off of Deferred Financing Costs (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Debt Disclosure [Abstract] | ' | ' | ' | ' |
Loss on the early extinguishment of debt | $22 | $0 | $68 | $6 |
Write off of Deferred Debt Issuance Cost | ' | ' | $2 | ' |
Restructuring_Costs_Details
Restructuring Costs (Details) (USD $) | 3 Months Ended | 9 Months Ended | 12 Months Ended | 9 Months Ended | |||||||||||
In Millions, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2011 | Sep. 30, 2013 | Dec. 31, 2012 |
2013 Corporate Headquarters Relocation [Member] | 2013 Corporate Headquarters Relocation [Member] | 2012 Restructuring Program [Member] | 2012 Restructuring Program [Member] | 2012 Restructuring Program [Member] | 2012 Restructuring Program [Member] | 2012 Restructuring Program [Member] | 2012 Restructuring Program [Member] | 2012 Restructuring Program [Member] | Prior Restructuring Programs [Member] | Prior Restructuring Programs [Member] | |||||
Corporate [Member] | Company Owned Brokerage Services | Company Owned Brokerage Services | Company Owned Brokerage Services | Relocation Services | Title and Settlement Services | ||||||||||
Facility Related [Member] | Personnel Related [Member] | Asset Impairments [Member] | Facility Related [Member] | Facility Related [Member] | |||||||||||
Restructuring Cost and Reserve [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Restructuring costs | $0 | $2 | $4 | $7 | ' | $4 | ' | $12 | $3 | $3 | $1 | $3 | $2 | ' | ' |
Restructuring accruals | ' | ' | ' | ' | ' | ' | 3 | ' | ' | ' | ' | ' | ' | 5 | 11 |
Restructuring reserve utilitzed | ' | ' | ' | ' | $4 | ' | $2 | ' | ' | ' | ' | ' | ' | $6 | ' |
StockBased_Compensation_Introd
Stock-Based Compensation Introduction Narrative (Details) | 3 Months Ended | 9 Months Ended |
In Millions, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2013 |
Document Period End Date | 30-Sep-13 | 30-Sep-13 |
Realogy Holdings 2007 Stock Incentive Plan [Member] | ' | ' |
Shares authorized for issuance under the plan (in shares) | 2.8 | 2.8 |
Shares available for future grant under the plan (in sharse) | 0.1 | 0.1 |
Realogy 2012 Long-Term Incentive Plan [Member] | ' | ' |
Shares authorized for issuance under the plan (in shares) | 6.8 | 6.8 |
Shares available for future grant under the plan (in sharse) | 3.9 | 3.9 |
StockBased_Compensation_Incent
Stock-Based Compensation Incentive Equity Awards Activity - Summary of Option and Restricted Share Activity (Details) (USD $) | 9 Months Ended | |
In Millions, except Per Share data, unless otherwise specified | Sep. 30, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | |
Intrinsic value of options exercised | $2.40 | |
Cash received from options exercised | 1.4 | |
Intrinsic value of outstanding options | $60 | |
Weighted average remaining contractual life of outstanding options | '8 years 6 months 15 days | |
Options | ' | |
Options, Number of Shares Roll Forward | ' | |
Outstanding at January 1, 2013 | 3.27 | |
Granted | 0.24 | |
Exercised (a) (b) | -0.08 | [1],[2] |
Cancelled/Expired | -0.06 | |
Outstanding at September 30, 2013 (c) | 3.37 | [3] |
Options, Weighted Average Exercise Price Roll Forward | ' | |
Outstanding at January 1, 2013 | $26.32 | |
Granted | $44.51 | |
Exercised (a) (b) | $18.48 | [1],[2] |
Cancelled/Expired | $23.97 | |
Outstanding at September 30, 2013 (c) | $27.84 | [3] |
Restricted Stock | ' | |
Restricted Stock, Number of Shares Roll Forward | ' | |
Outstanding at January 1, 2013 | 0.29 | |
Granted | 0.14 | |
Vested | 0 | |
Cancelled/Expired | -0.03 | |
Outstanding at September 30, 2013 (c) | 0.4 | |
Restricted Stock, Weighted Average Grant Date Fair Value Roll Forward | ' | |
Outstanding at January 1, 2013 | $27.09 | |
Granted | $45.37 | |
Vested | $0 | |
Cancelled/Expired | $27 | |
Outstanding at September 30, 2013 (c) | $33.45 | |
Restricted Stock Units | ' | |
Restricted Stock, Number of Shares Roll Forward | ' | |
Outstanding at January 1, 2013 | 0 | |
Granted | 0.48 | |
Vested | 0 | |
Cancelled/Expired | 0 | |
Outstanding at September 30, 2013 (c) | 0.48 | |
Restricted Stock, Weighted Average Grant Date Fair Value Roll Forward | ' | |
Outstanding at January 1, 2013 | $0 | |
Granted | $43.55 | |
Vested | $0 | |
Cancelled/Expired | $0 | |
Outstanding at September 30, 2013 (c) | $43.54 | |
[1] | The intrinsic value of options exercised during the nine months ended SeptemberB 30, 2013 was $2.4 million. | |
[2] | Cash received from options exercised during the nine months ended SeptemberB 30, 2013 was $1.4 million. | |
[3] | Options outstanding at SeptemberB 30, 2013 had an intrinsic value of $60 million and have a weighted average remaining contractual life of 8.5 years. |
StockBased_Compensation_Incent1
Stock-Based Compensation Incentive Equity Awards Actvitiy - Summary of Stock Options Valuation Assumptions (Details) (Options, USD $) | 9 Months Ended |
Sep. 30, 2013 | |
Options | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Grant date fair value | $19.78 |
Expected volatility | 43.60% |
Expected term (years) | '6 years 3 months |
Risk-free interest rate | 1.70% |
Dividend yield | 0.00% |
StockBased_Compensation_Stock_
Stock-Based Compensation Stock Based Compensation Expense (Details) (USD $) | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | |||||
In Millions, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Sep. 30, 2013 |
Stock Options, Restricted Stock, RSUs [Member] | Stock Options, Restricted Stock, RSUs [Member] | Stock Options, Restricted Stock, RSUs [Member] | Stock Options, Restricted Stock, RSUs [Member] | Phantom Value Plan [Member] | Phantom Value Plan [Member] | Phantom Value Plan [Member] | Phantom Value Plan [Member] | Phantom Value Plan [Member] | Phantom Value Plan [Member] | Phantom Value Plan [Member] | ||
Common Stock [Member] | Common Stock [Member] | Common Stock [Member] | Common Stock [Member] | Common Stock [Member] | ||||||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unrecognized compensation cost | $52 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Remaining weighted average period | '2 years 7 months 11 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock-based compensation expense | ' | $6 | $1 | $13 | $2 | $19 | $45 | $1 | $2 | $2 | $17 | $42 |
StockBased_Compensation_Phanto
Stock-Based Compensation Phantom Value Plan (Details) (USD $) | 3 Months Ended | 9 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 1 Months Ended | ||||||||||||||
Share data in Millions, except Per Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Jul. 16, 2013 | Apr. 16, 2013 | Sep. 30, 2013 | Jan. 05, 2011 | Apr. 30, 2007 | Sep. 30, 2013 | Sep. 30, 2013 | Jan. 05, 2011 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Jul. 16, 2013 | Apr. 16, 2013 | Jul. 16, 2013 | Apr. 16, 2013 | Oct. 31, 2012 |
Restricted Stock | Realogy Holdings 2007 Stock Incentive Plan [Member] | Realogy Holdings 2007 Stock Incentive Plan [Member] | Phantom Value Plan [Member] | Phantom Value Plan [Member] | Phantom Value Plan [Member] | Phantom Value Plan [Member] | Phantom Value Plan [Member] | Phantom Value Plan [Member] | Phantom Value Plan [Member] | Phantom Value Plan [Member] | Phantom Value Plan [Member] | Apollo [Member] | Apollo [Member] | RCIV [Member] | RCIV [Member] | RCIV [Member] | ||||||
Phantom Plan Incentive Awards | Phantom Plan Incentive Awards | Common Stock [Member] | Common Stock [Member] | Common Stock [Member] | Common Stock [Member] | Common Stock [Member] | Restricted Stock | |||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Document Period End Date | 30-Sep-13 | 30-Sep-13 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Aggregate amount of initial grants of incentive awards granted to executives under the Phantom Value Plan | ' | ' | ' | ' | ' | ' | $22,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Dollar per share of common stock purchased by executives under the Phantom Value Plan | ' | ' | ' | ' | ' | ' | ' | $250 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Aggregate purchase price of common stock purchased by executives under the Phantom Value Plan | ' | ' | ' | ' | ' | ' | ' | 19,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Implied dollar per share grant date value of restricted stock purchased by executives under the Phantom Value Plan | ' | ' | ' | ' | ' | ' | ' | $250 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Aggregate implied grant date fair value of restricted shares purchased by executives under the Phantom Value Plan | ' | ' | ' | ' | ' | ' | ' | 3,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
The number of shares of common stock received by RCIV upon conversion of its Convertible Notes | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 57.46 |
The amount of convertible notes converted by RCIV into shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,300,000,000 |
Percent of additional awards received if executive elects to receive shares in lieu of cash under the Phantom Value Plan | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of shares sold by Apollo in April 2013 secondary offering | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 40.25 | ' | ' | ' |
Price per share for shares sold during April 2013 secondary offering | ' | ' | ' | ' | $44 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of shares sold by RCIV in April 2013 secondary offering | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 35.38 | ' |
RCIV Proceeds from Secondary Offering | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,050,000,000 | 1,560,000,000 | ' |
Aggregate cash payment under the Phantom Value Plan as a ratio of initial incentive award amounts | ' | ' | 2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of shares sold by Apollo in July 2013 secondary offering | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 25.13 | ' | ' | ' | ' |
Price per share for shares sold during July 2013 secondary offering | ' | ' | ' | $47.57 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of shares sold by RCIV in July 2013 secondary offering | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 22.08 | ' | ' |
Common stock shares issued under the Phantom Value Plan | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.94 | ' | ' | ' | ' | ' | ' |
Restricted stock shares issued under the Phantom Value Plan | ' | ' | ' | ' | ' | 0.14 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock-based compensation expense related to Phantom Plan | ' | ' | ' | ' | ' | ' | ' | ' | $19,000,000 | $45,000,000 | ' | $1,000,000 | $2,000,000 | $2,000,000 | $17,000,000 | $42,000,000 | $3,000,000 | ' | ' | ' | ' | ' |
Number of quarters in which $2 million of expense will be recognized as restricted shares vest under the Phantom Value Plan | ' | 2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of years after the initial Apollo equity investment that executives realized a return on their investment | 6 | 6 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Separation_Adjustments_Transac1
Separation Adjustments, Transactions With Former Parent And Subsidiaries And Related Parties Transfer of Cendant Corporate Liabilities and Issuance of Guarantees to Cendant and Affiliates (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Millions, unless otherwise specified | ||
Related Party Transaction [Line Items] | ' | ' |
Due to former parent | $68 | $69 |
Cendant Corporate Litigation [Member] | ' | ' |
Related Party Transaction [Line Items] | ' | ' |
Guaranty Arrangement Percentage of Obligations Assumed by Realogy | 62.50% | ' |
Separation_Adjustments_Transac2
Separation Adjustments, Transactions With Former Parent And Subsidiaries And Related Parties Transactions with PHH Corporation (Details) (USD $) | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Jan. 31, 2005 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Related Party Transaction [Line Items] | ' | ' | ' | ' | ' |
Business Disposition, Spin-off, Distribution of Parent's Ownership Interest to Stockholders, Percentage | 100.00% | ' | ' | ' | ' |
Income (Loss) from Equity Method Investments | ' | $4 | $21 | $26 | $46 |
PHH [Member] | ' | ' | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' | ' |
Revenue from Related Parties | ' | 1 | 1 | 4 | 4 |
PHH Home Loans [Member] | ' | ' | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' | ' |
Equity Method Investment, Ownership Percentage | ' | 49.90% | ' | 49.90% | ' |
Income (Loss) from Equity Method Investments | ' | 3 | 20 | 24 | 45 |
Proceeds from Equity Method Investment, Dividends or Distributions | ' | ' | ' | $40 | $26 |
Earnings_Per_Share_Earnings_Pe2
Earnings Per Share Earnings Per Share (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||||
In Millions, except Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | ||
Earnings Per Share [Abstract] | ' | ' | ' | ' | ||
Net income (loss) attributable to Realogy Holdings shareholders | $109 | ($34) | $118 | ($251) | ||
Basic weighted average shares | 145,578,589 | 8,018,311 | 145,338,180 | 8,017,493 | ||
Stock options, restricted stock and RSUs (a) | 1,187,613 | [1] | 0 | 1,182,361 | [1] | 0 |
Weighted average diluted shares | 146,766,202 | 8,018,311 | 146,520,541 | 8,017,493 | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 3,100,000 | ' | 3,100,000 | ' | ||
Basic | $0.75 | ($4.24) | $0.81 | ($31.31) | ||
Diluted | $0.74 | ($4.24) | $0.81 | ($31.31) | ||
[1] | Excludes 3.1 million of stock options, restricted stock and restricted stock units ("RSUs") for the three and nine months ended SeptemberB 30, 2013 that are anti-dilutive to the diluted earnings per share computation. |
Commitments_And_Contingencies_
Commitments And Contingencies (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
Loss Contingencies [Line Items] | ' | ' |
Loss contingency, range of possible loss, minimum | $0 | ' |
Loss contingency, range of possible loss, maximum | 10,000,000 | ' |
Noninterest-bearing deposit liabilities | 416,000,000 | 330,000,000 |
Minimum [Member] | ' | ' |
Loss Contingencies [Line Items] | ' | ' |
Minimum Aggregate Value of Former Parent Contingent Liabilities for which the Letter of Credit will be Terminated | 30,000,000 | ' |
Maximum [Member] | ' | ' |
Loss Contingencies [Line Items] | ' | ' |
Cash, FDIC insured amount | 250,000 | ' |
Synthetic Letter of Credit Facility [Member] | ' | ' |
Loss Contingencies [Line Items] | ' | ' |
Outstanding letters of credit | $53,000,000 | $70,000,000 |
Cendant Corporate Litigation [Member] | ' | ' |
Loss Contingencies [Line Items] | ' | ' |
Guaranty Arrangement Percentage of Obligations Assumed by Realogy | 62.50% | ' |
Guaranty Arrangement Percentage of Obligations Assumed by Wyndham | 37.50% | ' |
Cendant Tax Sharing Agreement [Member] | ' | ' |
Loss Contingencies [Line Items] | ' | ' |
Guaranty Arrangement Percentage of Obligations Assumed by Realogy | 62.50% | ' |
Segment_Information_Revenues_D
Segment Information - Revenues (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||||||
In Millions, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ' | ' | ' | ' | ||||
Document Period End Date | 30-Sep-13 | ' | 30-Sep-13 | ' | ||||
Revenues | $1,553 | [1],[2] | $1,281 | [1],[2] | $4,043 | [1],[2] | $3,465 | [1],[2] |
Real Estate Franchise Services | ' | ' | ' | ' | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ' | ' | ' | ' | ||||
Revenues | 193 | [1],[2] | 161 | [1],[2] | 521 | [1],[2] | 460 | [1],[2] |
Company Owned Real Estate Brokerage Services | ' | ' | ' | ' | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ' | ' | ' | ' | ||||
Revenues | 1,178 | [1],[2] | 948 | [1],[2] | 3,046 | [1],[2] | 2,559 | [1],[2] |
Company Owned Real Estate Brokerage Services | Royalties and Marketing Fees [Member] | ' | ' | ' | ' | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ' | ' | ' | ' | ||||
Intercompany revenues | 79 | 66 | 210 | 183 | ||||
Company Owned Real Estate Brokerage Services | Referral and Relocation Fees [Member] | ' | ' | ' | ' | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ' | ' | ' | ' | ||||
Intercompany revenues | 14 | 12 | 34 | 30 | ||||
Relocation Services | ' | ' | ' | ' | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ' | ' | ' | ' | ||||
Revenues | 127 | [1],[2] | 124 | [1],[2] | 322 | [1],[2] | 321 | [1],[2] |
Title and Settlement Services | ' | ' | ' | ' | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ' | ' | ' | ' | ||||
Revenues | 134 | [1],[2] | 114 | [1],[2] | 364 | [1],[2] | 308 | [1],[2] |
Corporate and Other | ' | ' | ' | ' | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ' | ' | ' | ' | ||||
Revenues | ($79) | [1],[2],[3] | ($66) | [1],[2],[3] | ($210) | [1],[2],[3] | ($183) | [1],[2],[3] |
[1] | Revenues for the Relocation Services segment include intercompany referral and relocation fees paid by the Company Owned Real Estate Brokerage Services segment of $14 million and $34 million for the three and nine months ended SeptemberB 30, 2013, respectively, and $12 million and $30 million for the three and nine months ended SeptemberB 30, 2012, respectively. Such amounts are recorded as contra-revenues by the Company Owned Real Estate Brokerage Services segment. There are no other material inter-segment transactions. | |||||||
[2] | Revenues for the Real Estate Franchise Services segment include intercompany royalties and marketing fees paid by the Company Owned Real Estate Brokerage Services segment of $79 million and $210 million for the three and nine months ended SeptemberB 30, 2013, respectively, and $66 million and $183 million for the three and nine months ended SeptemberB 30, 2012, respectively. Transactions between segments are eliminated in consolidation. Such amounts are eliminated through the Corporate and Other line. | |||||||
[3] | Includes the elimination of transactions between segments. |
Segment_Information_EBITDA_Det
Segment Information - EBITDA (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||||||
In Millions, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | ||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ||||
Document Period End Date | 30-Sep-13 | ' | 30-Sep-13 | ' | ||||
Earnings Before Interest, Taxes, Depreciation and Amortization | $236 | [1],[2] | $213 | [1],[2] | $503 | [1],[2] | $446 | [1],[2] |
Depreciation and amortization | 44 | 42 | 130 | 131 | ||||
Interest expense, net | 74 | 187 | 230 | 533 | ||||
Income tax expense | 9 | 18 | 25 | 33 | ||||
Net income (loss) attributable to Realogy Holdings and Realogy Group | 109 | -34 | 118 | -251 | ||||
Loss on the early extinguishment of debt | 22 | 0 | 68 | 6 | ||||
Restructuring costs | 0 | 2 | 4 | 7 | ||||
Former parent legacy costs (benefit), net | 1 | -1 | 0 | -4 | ||||
Real Estate Franchise Services | ' | ' | ' | ' | ||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ||||
Earnings Before Interest, Taxes, Depreciation and Amortization | 133 | [1],[2] | 107 | [1],[2] | 338 | [1],[2] | 267 | [1],[2] |
Company Owned Real Estate Brokerage Services | ' | ' | ' | ' | ||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ||||
Earnings Before Interest, Taxes, Depreciation and Amortization | 91 | [1],[2] | 67 | [1],[2] | 185 | [1],[2] | 128 | [1],[2] |
Relocation Services | ' | ' | ' | ' | ||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ||||
Earnings Before Interest, Taxes, Depreciation and Amortization | 45 | [1],[2] | 45 | [1],[2] | 82 | [1],[2] | 79 | [1],[2] |
Title and Settlement Services | ' | ' | ' | ' | ||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ||||
Earnings Before Interest, Taxes, Depreciation and Amortization | 17 | [1],[2] | 12 | [1],[2] | 41 | [1],[2] | 28 | [1],[2] |
Corporate and Other | ' | ' | ' | ' | ||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ||||
Earnings Before Interest, Taxes, Depreciation and Amortization | -50 | [1],[2] | -18 | [1],[2] | -143 | [1],[2] | -56 | [1],[2] |
Phantom Value Plan [Member] | ' | ' | ' | ' | ||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ||||
Stock-based compensation expense related to Phantom Plan | $19 | ' | $45 | ' | ||||
[1] | Includes $22 million related to the loss on early extinguishment of debt, $19 million related to the Phantom Value Plan and a net cost of $1 million of former parent legacy items for the three months ended SeptemberB 30, 2013 compared to $2 million of restructuring costs, partially offset by a net benefit of $1 million of former parent legacy items for the three months ended SeptemberB 30, 2012. | |||||||
[2] | Includes $68 million related to the loss on the early extinguishment of debt, $45 million related to the Phantom Value Plan and $4 million of restructuring costs for the nine months ended SeptemberB 30, 2013 compared to $7 million of restructuring costs and a $6 million loss on the early extinguishment of debt, partially offset by a net benefit of $4 million of former parent legacy items for the nine months ended SeptemberB 30, 2012. |