RE/MAX (RMAX) 10-Q 4 Aug 17 2017 Q2 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	6 Months Ended
	Jun. 30, 2017	Jul. 31, 2017
Document And Entity Information [Line Items]
Entity Registrant Name	RE/MAX Holdings, Inc.
Entity Central Index Key	1,581,091
Document Period End Date	Jun. 30, 2017
Current Fiscal Year End Date	--12-31
Document Type	10-Q
Document Fiscal Year Focus	2,017
Document Fiscal Period Focus	Q2
Amendment Flag	false
Entity Current Reporting Status	Yes
Entity Filer Category	Large Accelerated Filer
Common Class A
Document And Entity Information [Line Items]
Entity Common Stock, Shares Outstanding		17,696,991
Common Class B
Document And Entity Information [Line Items]
Entity Common Stock, Shares Outstanding		1

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($)	Jun. 30, 2017	Dec. 31, 2016
Current assets:
Cash and cash equivalents	$ 70,317,000	$ 57,609,000
Accounts and notes receivable, current portion, less allowances of $6,141 and $5,535, respectively	20,580,000	19,419,000
Income taxes receivable	2,193,000
Other current assets	2,972,000	4,186,000
Total current assets	96,062,000	81,214,000
Property and equipment, net of accumulated depreciation of $12,623 and $12,196, respectively	2,987,000	2,691,000
Franchise agreements, net	99,036,000	109,140,000
Other intangible assets, net	9,332,000	9,811,000
Goodwill	127,081,000	126,633,000
Deferred tax assets, net	102,933,000	105,770,000
Other assets, net of current portion	1,729,000	1,894,000
Total assets	439,160,000	437,153,000
Current liabilities:
Accounts payable	344,000	855,000
Accounts payable to affiliates	14,000	145,000
Accrued liabilities	8,034,000	13,268,000
Income taxes payable	52,000	379,000
Deferred revenue and deposits	18,003,000	16,306,000
Current portion of debt	2,350,000	2,350,000
Current portion of payable pursuant to tax receivable agreements	11,390,000	13,235,000
Total current liabilities	40,187,000	46,538,000
Debt, net of current portion	227,551,000	228,470,000
Payable pursuant to tax receivable agreements, net of current portion	85,574,000	85,574,000
Deferred tax liabilities, net	143,000	133,000
Other liabilities, net of current portion	15,741,000	15,729,000
Total liabilities	369,196,000	376,444,000
Commitments and contingencies (note 13)
Stockholders' equity:
Additional paid-in capital	447,478,000	447,001,000
Retained earnings	22,828,000	16,808,000
Accumulated other comprehensive income (loss), net of tax	188,000	(28,000)
Total stockholders' equity attributable to RE/MAX Holdings, Inc.	470,496,000	463,783,000
Non-controlling interest	(400,532,000)	(403,074,000)
Total stockholders' equity	69,964,000	60,709,000
Total liabilities and stockholders' equity	439,160,000	437,153,000
Common Class A
Stockholders' equity:
Common stock	2,000	2,000
Total stockholders' equity	2,000	2,000
Common Class B
Stockholders' equity:
Common stock

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Jun. 30, 2017	Dec. 31, 2016
Accounts Receivable, allowance	$ 6,141	$ 5,535
Property and equipment, accumulated depreciation	$ 12,623	$ 12,196
Common Class A
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	180,000,000	180,000,000
Common stock, shares issued	17,696,991	17,652,548
Common stock, shares outstanding	17,696,991	17,652,548
Common Class B
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	1,000	1,000
Common stock, shares issued	1	1
Common stock, shares outstanding	1	1

Consolidated Statements of Inco

Consolidated Statements of Income - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016
Revenue:
Continuing franchise fees	$ 23,284	$ 19,846	$ 46,249	$ 38,753
Annual dues	8,320	8,046	16,556	15,950
Broker fees	12,555	10,384	20,789	17,585
Franchise sales and other franchise revenue	4,660	5,128	13,454	13,921
Brokerage revenue				112
Total revenue	48,819	43,404	97,048	86,321
Operating expenses:
Selling, operating and administrative expenses	20,637	18,842	47,431	42,074
Depreciation and amortization	5,397	3,872	11,392	7,593
(Gain) loss on sale or disposition of assets, net	(12)	(11)	(25)	96
Total operating expenses	26,022	22,703	58,798	49,763
Operating income	22,797	20,701	38,250	36,558
Other expenses, net:
Interest expense	(2,462)	(2,091)	(4,816)	(4,372)
Interest income	25	35	50	86
Foreign currency transaction gains	39	20	16	184
Loss on early extinguishment of debt				(136)
Total other expenses, net	(2,398)	(2,036)	(4,750)	(4,238)
Income before provision for income taxes	20,399	18,665	33,500	32,320
Provision for income taxes	(4,762)	(4,285)	(7,792)	(7,544)
Net income	15,637	14,380	25,708	24,776
Less: net income attributable to non-controlling interest	8,108	7,419	13,266	12,875
Net income attributable to RE/MAX Holdings, Inc.	$ 7,529	$ 6,961	$ 12,442	$ 11,901
Common Class A
Net income attributable to RE/MAX Holdings, Inc. per share of Class A common stock
Basic	$ 0.43	$ 0.39	$ 0.70	$ 0.68
Diluted	$ 0.42	$ 0.39	$ 0.70	$ 0.67
Weighted average shares of Class A common stock outstanding
Basic	17,696,842	17,636,590	17,679,936	17,610,470
Diluted	17,723,802	17,668,995	17,720,564	17,653,433
Cash dividends declared per share of Class A common stock	$ 0.18	$ 0.15	$ 0.36	$ 0.30

Consolidated Statements of Comp

Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016
Statement Of Income And Comprehensive Income [Abstract]
Net income	$ 15,637	$ 14,380	$ 25,708	$ 24,776
Change in cumulative translation adjustment	368		463	564
Other comprehensive income, net of tax	368		463	564
Comprehensive income	16,005	14,380	26,171	25,340
Less: comprehensive income attributable to non-controlling interest	8,303	7,419	13,513	13,176
Comprehensive income attributable to RE/MAX Holdings, Inc., net of tax	$ 7,702	$ 6,961	$ 12,658	$ 12,164

Consolidated Statements of Stoc

Consolidated Statements of Stockholders' Equity - 6 months ended Jun. 30, 2017 - USD ($)	Additional paid-in capital	Retained earnings	Accumulated other comprehensive income (loss)	Non-controlling interest	Common Class A	Common Class B	Total
Balances, January 1, 2017 at Dec. 31, 2016	$ 447,001,000	$ 16,808,000	$ (28,000)	$ (403,074,000)	$ 2,000		$ 60,709,000
Beginning balance, Shares at Dec. 31, 2016					17,652,548	1
Net income		12,442,000		13,266,000			25,708,000
Distributions to non-controlling unitholders				(10,971,000)			(10,971,000)
Equity-based compensation, value	1,293,000	(53,000)				$ 0	1,240,000
Equity-based compensation, shares					58,426
Dividends to Class A common stockholders		(6,369,000)					(6,369,000)
Change in accumulated other comprehensive income			216,000	247,000			463,000
Payroll taxes related to net settled restricted stock units	(816,000)	0					(816,000)
Payroll taxes related to net settled restricted stock units (in shares)					(13,983)
Ending balance, Value at Jun. 30, 2017	$ 447,478,000	$ 22,828,000	$ 188,000	$ (400,532,000)	$ 2,000		$ 69,964,000
Ending balance, Shares at Jun. 30, 2017					17,696,991	1

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016
Cash flows from operating activities:
Net income	$ 25,708	$ 24,776
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	11,392	7,593
Bad debt expense	587	109
Loss on early extinguishment of debt		136
Equity-based compensation expense	1,293	1,311
Deferred income tax expense	2,701	2,529
Fair value adjustments to contingent consideration	(170)
Other, net	231	319
Changes in operating assets and liabilities	(8,801)	(9,741)
Net cash provided by operating activities	32,941	27,032
Cash flows from investing activities:
Purchases of property, equipment and software	(1,290)	(2,106)
Capitalization of trademark costs	(33)	(16)
Acquisitions, net of cash acquired of $0 and $131		(9,869)
Other investing activity, net		54
Net cash used in investing activities	(1,323)	(11,937)
Cash flows from financing activities:
Payments on debt	(1,175)	(13,734)
Distributions paid to non-controlling unitholders	(10,971)	(8,912)
Dividends and dividend equivalents paid to Class A common stockholders	(6,422)	(5,285)
Payments on capital lease obligations	(5)	(51)
Proceeds from exercise of stock options		101
Payment of payroll taxes related to net settled restricted stock units	(816)	(360)
Net cash used in financing activities	(19,389)	(28,241)
Effect of exchange rate changes on cash	479	508
Net increase (decrease) in cash and cash equivalents	12,708	(12,638)
Cash and cash equivalents, beginning of year	57,609	110,212
Cash and cash equivalents, end of year	70,317	97,574
Supplemental disclosures of cash flow information:
Cash paid for interest	4,904	4,251
Net cash paid for income taxes	7,564	5,957
Schedule of non-cash investing and financing activities:
Note receivable received as consideration for sale of brokerage operations assets		150
Capital lease for property and equipment		33
Increase in accounts payable for capitalization of trademark costs and purchases of property, equipment and software	$ 199	$ 625

Consolidated Statements of Cas8

Consolidated Statements of Cash Flows (Paranthetical) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016
Consolidated Statements of Cash Flows
Cash acquired	$ 0	$ 131

Business and Organization

Business and Organization	6 Months Ended
	Jun. 30, 2017
Business and Organization
Business and Organization	1. Business and Organizat RE/MAX Holdings, Inc. (“RE/MAX Holdings”) was formed as a Delaware corporation on June 25, 2013. On October 7, 2013, RE/MAX Holdings completed an initial public offering (the “IPO”) of its shares of Class A common stock. RE/MAX Holdings’ only business is to act as the sole manager of RMCO, LLC (“RMCO”). As of June 30, 2017, RE/MAX Holdings owns 58.49% of the common membership units in RMCO, while RIHI, Inc. (“RIHI”) owns the remaining 41.51% of common membership units in RMCO. RE/MAX Holdings and its consolidated subsidiaries, including RMCO, are referred to hereinafter as the “Company.” The Company is a franchisor in the real estate industry, franchising real estate brokerages globally under the RE/MAX brand (“RE/MAX”) and mortgage brokerages within the United States (“U.S.”) under the Motto Mortgage brand. RE/MAX, founded in 1973, has over 115,000 agents operating in over 7,000 offices and a presence in more than 100 countries and territories. Motto Mortgage (“Motto”), founded in 2016, is the first nationally franchised mortgage brokerage in the U.S. The Company sold certain operating assets and liabilities of its owned brokerage offices during 2015 and the first quarter of 2016 to existing RE/MAX franchisees (See Note 5, Acquisitions and Dispositions , for a discussion of the 2016 sales). Since then, the Company is 100% franchised, no longer operates any real estate brokerage offices and no longer recognizes brokerage revenue (which consisted of fees assessed by the Company’s owned brokerages for services provided to their affiliated real estate agents). While the Company operates through both RE/MAX and Motto, due to the immateriality of revenue earned by Motto, the Company discloses only one reportable segment. The Company’s revenue is derived as follows:  Continuing franchise fees which consist of fixed contractual fees paid monthly by regional franchise owners and franchisees based on the number of RE/MAX agents in the respective franchised region or office and the number of Motto offices (no significant continuing franchise fees were generated by Motto during the periods presented);  Annual dues from RE/MAX agents;  Broker fees, which consist of fees paid by regional RE/MAX franchise owners and franchisees for real estate commissions paid by customers when an agent sells a home;  Franchise sales and other franchise revenue which consist of fees from initial sales and renewals of RE/MAX and Motto franchises, regional franchise fees, preferred marketing arrangements, approved supplier programs and event-based revenue from training and other programs; and  Brokerage revenue prior to the sale of the Company’s brokerage offices during 2015 and the first quarter of 2016 .

Summary of Significant Accounti

Summary of Significant Accounting Policies	6 Months Ended
	Jun. 30, 2017
Summary of Significant Accounting Policies
Summary of Significant Accounting Policies	2. Summary of Significant Accounting Policies Basis of Presentation The accompanying condensed consolidated balance sheet at December 31, 2016, which was derived from the audited consolidated financial statements at that date, and the unaudited interim condensed consolidated financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”) and with Article 10 of Regulation S-X. In compliance with those instructions, certain information and footnote disclosures normally included in annual consolidated financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. The accompanying condensed consolidated financial statements are presented on a consolidated basis and include the accounts of RE/MAX Holdings and its consolidated subsidiaries. All significant intercompany accounts and transactions have been eliminated. In the opinion of management, the accompanying condensed consolidated financial statements reflect all normal and recurring adjustments necessary to present fairly the Company’s financial position as of June 30, 2017 and December 31, 2016, the results of its operations and comprehensive income for the three and six months ended June 30, 2017 and 2016, cash flows for the six months ended June 30, 2017 and 2016, and changes in its stockholders’ equity for the six months ended June 30, 2017. Interim results may not be indicative of full year performance. These condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements within the Company’s Annual Report on Form 10-K for the year ended December 31, 2016. During 2016, the Company completed the acquisitions of six independent regions. Their results of operations, cash flows and financial positions are included in the consolidated financial statements from their respective dates of acquisition. See Note 5, Acquisitions and Dispositions , for additional information. Reclassifications Certain items in the accompanying condensed consolidated financial statements as of December 31, 2016 have been reclassified to conform to the current year’s presentation. These reclassifications did not affect the Company’s consolidated results of operations. Use of Estimates The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. Principles of Consolidation As of June 30, 2017, RE/MAX Holdings owns 58.49% of the common membership units in RMCO and, as its managing member, RE/MAX Holdings controls RMCO’s operations, management and activities. As a result, RE/MAX Holdings consolidates RMCO and records a non-controlling interest in the accompanying Condensed Consolidated Balance Sheets and records net income attributable to the non-controlling interest and comprehensive income attributable to the non-controlling interest in the accompanying Condensed Consolidated Statements of Income and Condensed Consolidated Statements of Comprehensive Income, respectively. New Accounting Pronouncements Not Yet Adopted In January 2017, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2017-04, Intangibles – Goodwill and Other (Topic 350) , which simplifies the subsequent measurement of goodwill by eliminating step two from the goodwill impairment test. ASU 2017-04 is effective for annual and interim impairment tests beginning January 1, 2020 for the Company and is required to be adopted using a prospective approach. Early adoption is allowed for annual goodwill impairment tests performed on testing dates after January 1, 2017. The Company does not expect the adoption of this ASU to have a material impact on its consolidated financial statements and related disclosures. Also in January 2017, the FASB issued ASU 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business , which clarifies when transactions should be accounted for as acquisitions (or disposals) of assets or businesses. ASU 2017-01 is effective for fiscal years, and interim reporting periods within those years, beginning January 1, 2018 for the Company and is required to be adopted using a prospective approach. Early adoption is permitted for transactions not previously reported in issued financial statements. The Company has not yet determined the effect of the standard on its consolidated financial statements and related disclosures. In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments , which clarifies classification for certain cash receipts and cash payments on the consolidated statement of cash flow. ASU 2016-15 is effective for fiscal years, and interim reporting periods within those years, beginning January 1, 2018 for the Company. Early adoption is permitted in any interim or annual reporting period. The standard requires a retrospective transition method for each period presented. Under the new guidance, the contingent consideration payments related to the purchase of Full House Mortgage Connection, Inc. (“Full House”) will be classified as financing outflows up to the $6.3 million acquisition date fair value and any cash payments paid in excess of the acquisition date fair value will be classified as operating outflows. (See Note 5 Acquisitions and Dispositions). The Company expects no other material impact on its financial statements and related disclosures upon the adoption of this standard. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) , which requires lessees to recognize the assets and liabilities that arise from all leases on the consolidated balance sheets. ASU 2016-02 is required to be adopted by the Company on January 1, 2019. Early adoption is permitted in any interim or annual reporting period. The standard requires a modified retrospective approach for leases that exist or are entered into after the beginning of the earliest comparative period in the financial statements. The Company has not yet determined the effect of the standard on its consolidated financial statements and related disclosures. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606) , with several subsequent amendments, which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The ASU will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective. The Company will adopt this standard on January 1, 2018. The Company expects the adoption of the new guidance to change the timing of recognition of franchise sales and franchise renewal revenue. Currently the Company recognizes revenue upon completion of a sale or renewal. Under the new guidance, franchise sales and renewal revenue, which are included in Franchise Sales and Other Franchise Revenue in the Consolidated Statement of Income, will be recognized over the contractual term of the franchise agreement. The Company currently anticipates that it will utilize the full retrospective transition method, however, this expectation may change following the completion of its evaluation of the impact of this guidance on its consolidated financial statements and related disclosures.

Non-controlling Interest

Non-controlling Interest	6 Months Ended
	Jun. 30, 2017
Noncontrolling Interest
Non-controlling Interest	3. Non-controlling Interest RE/MAX Holdings is the sole managing member of RMCO and operates and controls all of the business affairs of RMCO. The ownership of the common units in RMCO is summarized as follows: June 30, December 31, 2017 2016 Shares Ownership % Shares Ownership % Non-controlling unitholders ownership of common units in RMCO 12,559,600 41.51 % 41.57 % RE/MAX Holdings, Inc. outstanding Class A common stock (equal to RE/MAX Holdings, Inc. common units in RMCO) 17,696,991 58.49 % 58.43 % Total common units in RMCO 30,256,591 100.00 % % The weighted average ownership percentages for the applicable reporting periods are used to calculate the net income attributable to RE/MAX Holdings. A reconciliation of “Income before provision for income taxes” to “Net Income attributable to RE/MAX Holdings, Inc.” and “Net Income attributable to non-controlling interest” in the accompanying Condensed Consolidated Statements of Income for the periods indicated is detailed as follows (in thousands, except for percentages): Three Months Ended June 30, 2017 2016 RE/MAX Holdings, Inc. Non-controlling interest Total RE/MAX Holdings, Inc. Non-controlling interest Total Weighted average ownership percentage of RMCO (a) 58.49 % 41.51 % 100.00 % % 41.58 % 100.00 % Income before provision for income taxes $ 11,959 $ 8,440 $ 20,399 $ 10,900 $ 7,765 $ 18,665 Provision for income taxes (b)(c) (4,430) (332) (4,762) (3,939) (346) (4,285) Net income $ 7,529 $ 8,108 $ 15,637 $ 6,961 $ 7,419 $ 14,380 Six Months Ended June 30, 2017 2016 RE/MAX Holdings, Inc. Non-controlling interest Total RE/MAX Holdings, Inc. Non-controlling interest Total Weighted average ownership percentage of RMCO (a) 58.47 % 41.53 % 100.00 % % 41.63 % 100.00 % Income before provision for income taxes $ 19,583 $ 13,917 $ 33,500 $ 18,865 $ 13,455 $ 32,320 Provision for income taxes (b)(c) (7,141) (651) (7,792) (6,964) (580) (7,544) Net income $ 12,442 $ 13,266 $ 25,708 $ 11,901 $ 12,875 $ 24,776 (a) The weighted average ownership percentage of RMCO differs slightly from the allocation of income before provision for income taxes between RE/MAX Holdings and the non-controlling interest as there are certain relatively insignificant expenses recorded at RE/MAX Holdings. (b) The provision for income taxes attributable to RE/MAX Holdings is primarily comprised of U.S. federal and state income taxes on its proportionate share of the pass-through income from RMCO. However, it also includes its share of taxes imposed directly on RE/MAX, LLC and its consolidated subsidiaries (“RE/MAX, LLC”), a wholly-owned subsidiary of RMCO, related primarily to tax liabilities in certain foreign jurisdictions. (c) The provision for income taxes attributable to the non-controlling interest represents its share of taxes imposed on RE/MAX, LLC related primarily to tax liabilities in certain foreign jurisdictions. Distributions and Other Payments to Non-controlling Unitholders Under the terms of RMCO’s fourth amended and restated limited liability company operating agreement (the “New RMCO, LLC Agreement”), RMCO makes cash distributions to non-controlling unitholders. The distributions paid or payable to or on behalf of non-controlling unitholders under the New RMCO, LLC Agreement are summarized as follows (in thousands): Six Months Ended June 30, 2017 2016 Tax and other distributions $ 6,450 $ 5,144 Dividend distributions 4,521 3,768 Total distributions to non-controlling unitholders $ 10,971 $ 8,912 On August 2, 2017, the Company declared a distribution to non-controlling unitholders of $ 2,261,000 , which is payable on August 30, 2017. Payments Pursuant to the Tax Receivable Agreements As of June 30, 2017, the Company reflected a total liability of $96,964,000 representing the payments due to RIHI and Oberndorf Investments LLC (“Oberndorf”) under the terms of the tax receivable agreements (the “TRAs”) (see current and non-current portion of “Payable pursuant to tax receivable agreements” in the accompanying Condensed Consolidated Balance Sheets). As of June 30, 2017, the Company estimates that amounts payable pursuant to the TRAs within the next 12-month period will be approximately $11,390,000, of which $2,623,000 is related to RE/MAX Holdings’ 2014 federal and state tax returns, $2,705,000 is related to RE/MAX Holdings’ 2015 federal and state tax returns and the remainder is related to RE/MAX Holdings’ 2016 federal and state tax returns. To determine the current amount of the payments due to RIHI and Oberndorf, the Company estimated the amount of taxable income that RE/MAX Holdings generated as well as the amount of the specified deductions subject to the TRAs which were realized by RE/MAX Holdings in its federal and state tax returns. This amount was then used as a basis for determining the Company’s increase in estimated tax cash savings as a result of such deductions on which 85% is owed as a current TRA obligation (i.e. payable within 12 months of the Company’s year-end). These calculations are performed pursuant to the terms of the TRAs. The Company paid $1,931,000 and $1,344,000 pursuant to the terms of the TRAs during the six months ended June 30, 2017 and 2016, respectively.

Earnings Per Share and Dividend

Earnings Per Share and Dividends	6 Months Ended
	Jun. 30, 2017
Earnings Per Share and Dividends
Earnings Per Share and Dividends	4. Earnings Per Share and Dividends Earnings Per Share Basic earnings per share (“EPS”) measures the performance of an entity over the reporting period. Diluted EPS measures the performance of an entity over the reporting period while giving effect to all potentially dilutive common shares that were outstanding during the period. The treasury stock method is used to determine the dilutive potential of stock options and restricted stock units. The following is a reconciliation of the numerator and denominator used in the basic and diluted EPS calculations (in thousands, except share and per share information): Three Months Ended Six Months Ended June 30, June 30, 2017 2016 2017 2016 Numerator Net income attributable to RE/MAX Holdings, Inc. $ 7,529 $ 6,961 $ 12,442 $ 11,901 Denominator for basic net income per share of Class A common stock Weighted average shares of Class A common stock outstanding 17,696,842 17,636,590 17,679,936 17,610,470 Denominator for diluted net income per share of Class A common stock Weighted average shares of Class A common stock outstanding 17,696,842 17,636,590 17,679,936 17,610,470 Add dilutive effect of the following: Stock options — 4,360 — 10,047 Restricted stock units 26,960 28,045 40,628 32,916 Weighted average shares of Class A common stock outstanding, diluted 17,723,802 17,668,995 17,720,564 17,653,433 Earnings per share of Class A common stock Net income attributable to RE/MAX Holdings, Inc. per share of Class A common stock, basic $ 0.43 $ 0.39 $ 0.70 $ 0.68 Net income attributable to RE/MAX Holdings, Inc. per share of Class A common stock, diluted $ 0.42 $ 0.39 $ 0.70 $ 0.67 There were no anti-dilutive shares for the three and six months ended June 30, 2017 and 2016. The one share of Class B common stock outstanding does not share in the earnings of RE/MAX Holdings and is therefore not a participating security. Accordingly, basic and diluted net income per share of Class B common stock has not been presented. Dividends During each of the three months ended March 31, 2017 and June 30, 2017, the Company’s Board of Directors declared a quarterly dividend of $0.18 per share on all outstanding shares of Class A common stock, or $6,369,000 in total dividends. Of this amount, $3,184,000 was paid on March 22, 2017 and $3,185,000 was paid on May 31, 2017. The Company made corresponding distributions to non-controlling unitholders of $2,261,000 on each of March 22, 2017 and May 31, 2017. During both the three months ended March 31, 2016 and June 30, 2016, the Company’s Board of Directors declared a quarterly dividend of $0.15 per share on all outstanding shares of Class A common stock, or $5,285,000 in total dividends. Of this amount, $2,638,000 was paid on March 23, 2016 and $2,647,000 was paid on June 2, 2016. The Company made corresponding distributions to non-controlling unitholders of $1,884,000 on each of March 23, 2016 and June 2, 2016. On August 2, 2017, the Company’s Board of Directors declared a quarterly dividend of $0.18 per share on all outstanding shares of Class A common stock, which is payable on August 30, 2017 to shareholders of record at the close of business on August 16, 2017.

Acquisitions and Dispositions

Acquisitions and Dispositions	6 Months Ended
	Jun. 30, 2017
Acquisitions and Dispositions
Acquisitions and Dispositions	5. Acquisitions and Dispositions Acquisitions RE/MAX of Georgia, Inc., RE/MAX of Kentucky/Tennessee, Inc. and RE/MAX of Southern Ohio, Inc. On December 15, 2016, RE/MAX, LLC acquired certain assets of RE/MAX of Georgia, Inc. (“RE/MAX of Georgia”), RE/MAX of Kentucky/Tennessee, Inc. (“RE/MAX of Kentucky/Tennessee”), and RE/MAX of Southern Ohio, Inc. (“RE/MAX of Southern Ohio”), collectively (“RE/MAX Regional Services”) including the regional franchise agreements issued by the Company permitting the sale of RE/MAX franchises in the states of Georgia, Kentucky and Tennessee and in Southern Ohio for cash consideration of $50,400,000. RE/MAX, LLC acquired these assets in order to expand its owned and operated regional franchising operations. The Company funded the acquisition by refinancing its 2013 Senior Secured Credit Facility (See Note 8, Debt ) and using cash from operations. RE/MAX of New Jersey, Inc. On December 1, 2016, RE/MAX, LLC acquired certain assets and assumed certain liabilities of RE/MAX of New Jersey, Inc. (“RE/MAX of New Jersey”), including the regional franchise agreements issued by the Company permitting the sale of RE/MAX franchises in the state of New Jersey for cash consideration of $45,000,000. RE/MAX, LLC acquired these assets and liabilities in order to expand its owned and operated regional franchising operations. The Company used cash generated from operations to fund the acquisition. Full House Mortgage Connection, Inc. Motto Franchising, LLC (“Motto Franchising”), a wholly-owned subsidiary of RE/MAX, LLC, was formed and developed to franchise mortgage brokerages. On September 12, 2016, Motto Franchising acquired certain assets of Full House, a franchisor of mortgage brokerages that created concepts used to develop Motto, for initial cash consideration of $8,000,000. Motto Franchising, as a franchisor, grants each franchisee a license to use the Motto Mortgage brand, trademark, promotional and operating materials and concepts. The Company used cash generated from operations to initially fund the acquisition. Additional cash consideration may be required based on future revenues generated. The contingent purchase consideration and its subsequent valuation is more fully described in Note 9, Fair Value Measurements . The following table summarizes the consideration at acquisition (in thousands): Cash consideration $ 8,000 Contingent purchase consideration (See Note 9) 6,300 Total purchase price $ 14,300 RE/MAX of Alaska, Inc. On April 1, 2016, RE/MAX, LLC acquired certain assets of RE/MAX of Alaska, Inc. (“RE/MAX of Alaska”), including the regional franchise agreements issued by the Company permitting the sale of RE/MAX franchises in the state of Alaska for cash consideration of $1,500,000. RE/MAX, LLC acquired these assets in order to expand its owned and operated regional franchising operations. The Company used cash generated from operations to fund the acquisition. RE/MAX of New York, Inc. On February 22, 2016, RE/MAX, LLC acquired certain assets of RE/MAX of New York, Inc. (“RE/MAX of New York”), including the regional franchise agreements issued by the Company permitting the sale of RE/MAX franchises in the state of New York for cash consideration of $8,500,000. RE/MAX, LLC acquired these assets in order to expand its owned and operated regional franchising operations. The Company used cash generated from operations to fund the acquisition. The following table summarizes the allocation of the purchase price to the fair value of assets acquired and liabilities assumed for the aforementioned acquisitions (in thousands): RE/MAX Regional Services (a) RE/MAX of New Jersey (a) Full House RE/MAX of Alaska RE/MAX of New York Total Cash and cash equivalents $ - $ 335 $ - $ - $ 131 $ 466 Franchise agreements 28,000 28,200 - 529 5,000 61,729 Non-compete agreement - - 2,500 - - 2,500 Other assets - - - - 340 340 Goodwill 22,400 16,800 11,800 971 3,029 55,000 Other liabilities - (335) - - - (335) Total purchase price $ 50,400 $ 45,000 $ 14,300 $ 1,500 $ 8,500 $ 119,700 (a) Purchase price allocation remains preliminary. Unaudited Pro Forma Financial Information The following unaudited pro forma financial information reflects the consolidated results of operations of the Company as if the acquisitions of RE/MAX Regional Services, RE/MAX of New Jersey, Full House, RE/MAX of Alaska and RE/MAX of New York had occurred on January 1, 2016. The historical financial information has been adjusted to give effect to events that are (1) directly attributed to the acquisitions, (2) factually supportable and (3) expected to have a continuing impact on the combined results, including additional amortization expense associated with the valuation of the acquired franchise agreements. This unaudited pro forma information should not be relied upon as necessarily being indicative of the historical results that would have been obtained if the acquisitions had actually occurred on that date, nor of the results that may be obtained in the future (in thousands, except per share information). Three Months Ended Six Months Ended June 30, 2016 June 30, 2016 Total revenue $ 46,309 $ 92,293 Net income attributable to RE/MAX Holdings, Inc. (a) $ 7,058 $ 10,965 Basic earnings per common share $ 0.40 $ 0.62 Diluted earnings per common share $ 0.40 $ 0.62 (a) Six months ended June 30, 2016 includes the net impact of $1.0 million in professional fees and debt extinguishment costs incurred related to the amendment of the Company’s credit facility. See Note 8, Debt , for a discussion of the credit facility. Dispositions STC Northwest, LLC d/b/a RE/MAX Northwest Realtors On January 20, 2016, the Company sold certain operating assets and liabilities related to three owned brokerage offices located in the U.S., of STC Northwest, LLC d/b/a RE/MAX Northwest Realtors, a wholly owned subsidiary of the Company. The Company recognized a loss on the sale of the assets and the liabilities transferred of approximately $90,000 during the first quarter of 2016, which is reflected in “(Gain) loss on sale or disposition of assets, net” in the accompanying Condensed Consolidated Statements of Income. In connection with this sale, the Company transferred separate office franchise agreements to the purchaser, under which the Company will receive ongoing monthly continuing franchise fees and broker fees.

Intangible Assets and Goodwill

Intangible Assets and Goodwill	6 Months Ended
	Jun. 30, 2017
Intangible Assets and Goodwill
Intangible Assets and Goodwill	6. Intangible Assets and Goodwill The following table provides the components of the Company’s intangible assets, other than goodwill (in thousands, except weighted average amortization period in years): Weighted Average As of June 30, 2017 As of December 31, 2016 Amortization Initial Accumulated Net Initial Accumulated Net Period Cost Amortization Balance Cost Amortization Balance Franchise agreements 12.2 $ 193,877 $ (94,841) $ 99,036 $ $ (115,027) $ 109,140 Other intangible assets: Software (a) 4.6 $ 13,577 $ (7,821) $ 5,756 $ 13,207 $ (7,154) $ 6,053 Trademarks 14.2 3,137 (1,874) 1,263 3,102 (1,782) 1,320 Non-compete 10.0 2,500 (187) 2,313 2,500 (62) 2,438 Total other intangible assets 7.8 $ 19,214 $ (9,882) $ 9,332 $ 18,809 $ (8,998) $ 9,811 (a) As of June 30, 2017 and December 31, 2016, capitalized software development costs of $742,000 and $356,000, respectively, were information technology infrastructure projects not yet complete and ready for their intended use and thus were not subject to amortization. Amortization expense for the three months ended June 30, 2017 and 2016 was $5,189,000 and $3,656,000, respectively. Amortization expense for the six months ended June 30, 2017 and 2016 was $10,989,000 and $7,170,000, respectively. As of June 30, 2017, the estimated future amortization expense for the next five years related to intangible assets is as follows (in thousands): As of June 30, 2017: Remainder of 2017 $ 8,669 2018 14,906 2019 14,744 2020 14,542 2021 14,098 $ 66,959 The following table presents changes to goodwill for the six months ended June 30, 2017 (in thousands): Balance, January 1, 2017 $ 126,633 Change in purchase price allocations for 2016 acquisitions 335 Effect of changes in foreign currency exchange rates 113 Balance, June 30, 2017 $ 127,081

Accrued Liabilities

Accrued Liabilities	6 Months Ended
	Jun. 30, 2017
Accrued Liabilities.
Accrued Liabilities	7. Accrued Liabilities Accrued liabilities consist of the following (in thousands): June 30, December 31, 2017 2016 Accrued payroll and related employee costs $ 4,282 $ 7,035 Accrued taxes 844 1,554 Accrued professional fees 1,001 1,382 Lease-related accruals 354 353 Other 1,553 2,944 $ 8,034 $ 13,268

Debt

Debt	6 Months Ended
	Jun. 30, 2017
Debt
Debt	8. Debt Debt, net of current portion, consists of the following (in thousands): June 30, December 31, 2017 2016 2016 Senior Secured Credit Facility $ 233,238 $ 234,412 Less unamortized debt issuance costs (1,929) (2,076) Less unamortized debt discount costs (1,408) (1,516) Less current portion (2,350) (2,350) $ 227,551 $ 228,470 Maturities of debt are as follows (in thousands): As of June 30, 2017: Remainder of 2017 $ 1,175 2018 2,350 2019 2,350 2020 2,350 2021 2,350 Thereafter 222,663 $ 233,238 Senior Secured Credit Facility On December 15, 2016, RE/MAX, LLC, entered into a credit agreement with JPMorgan Chase Bank, N.A., as administrative agent, and various lenders party thereto (the “2016 Senior Secured Credit Facility”), which amended and restated a prior credit agreement (the “2013 Senior Secured Credit Facility”). The 2016 Senior Secured Credit Facility consists of a $235,000,000 term loan facility which matures on December 15, 2023 and a $10,000,000 revolving loan facility which must be repaid on December 15, 2021. Borrowings under the term loans and revolving loans, if any outstanding, accrue interest at LIBOR (as long as LIBOR is not less than the floor of 0.75%) plus a maximum applicable margin of 2.75%. As of June 30, 2017, the interest rate was 4.05%. Mandatory principal payments of approximately $588,000 are due quarterly until the facility matures on December 15, 2023. RE/MAX, LLC may make optional prepayments on the term loan facility at any time without penalty; however, no such optional prepayments were made during the six months ended June 30, 2017. Under the 2013 Senior Secured Credit Facility, RE/MAX, LLC was required to make additional principal payments out of excess cash flow. RE/MAX, LLC made an excess cash flow prepayment of $12,727,000 on March 31, 2016. RE/MAX, LLC accounted for the mandatory principal excess cash flow prepayments as early extinguishments of debt and recorded a loss during the six months ended June 30, 2016 of $136,000 related to unamortized debt discount and issuance costs. Under the 2016 Senior Secured Credit Facility no additional mandatory prepayment and commitment reduction is required if the total leverage ratio as defined by the 2016 Senior Secured Credit Facility as of the last day of such fiscal year is less than 2.75 to 1.0. RE/MAX, LLC’s total leverage ratio was less than 2.75 to 1.0 as of June 30, 2017, and RE/MAX, LLC does not expect to make an excess cash flow principal prepayment within the next 12-month period. As of June 30, 2017, RE/MAX, LLC had $229,901,000 of term loans outstanding, net of an unamortized discount and issuance costs, and no revolving loans outstanding under our 2016 Senior Secured Credit Facility. Whenever amounts are drawn under the revolving line of credit, the 2016 Senior Secured Credit Facility requires compliance with a leverage ratio and an interest coverage ratio. A commitment fee of 0.5% per annum accrues on the amount of unutilized revolving line of credit.

Fair Value Measurements

Fair Value Measurements	6 Months Ended
	Jun. 30, 2017
Fair Value Measurements
Fair Value Measurements	9. Fair Value Measurements Fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering assumptions, the Company follows a three-tier fair value hierarchy, which is described in detail in the Company’s Annual Report on Form 10-K for the year-ended December 31, 2016. A summary of the Company’s liabilities measured at fair value on a recurring basis as of June 30, 2017 and December 31, 2016 is as follows (in thousands): As of June 30, 2017 As of December 31, 2016 Fair Value Level 1 Level 2 Level 3 Fair Value Level 1 Level 2 Level 3 Liabilities Contingent consideration $ 6,230 $ - $ - $ 6,230 $ 6,400 $ - $ - $ 6,400 The Company is required to pay additional purchase consideration totaling eight percent of gross revenues generated by Motto each year for the next ten years with no limitation as to the maximum payout. The consideration is payable following each anniversary, beginning October 1, 2017 and ending September 30, 2026. The acquisition date fair value of the contingent purchase consideration represents the forecasted discounted cash payments that the Company expects to pay Full House with respect to the acquired business. The Company measures this liability each reporting period and recognizes changes in fair value, if any, in earnings of the Company. Any changes are included in “Selling, operating and administrative expenses” in the accompanying Condensed Consolidated Statements of Income . Increases or decreases in the fair value of the contingent purchase consideration can result from changes in discount rates as well as the timing and amount of forecasted cash payments derived from anticipated gross revenues. The table below presents a reconciliation of all assets and liabilities of the Company measured at fair value on a recurring basis using significant unobservable inputs for the period from January 1, 2017 to June 30, 2017 (in thousands): Fair Value of Contingent Consideration Liability Balance at January 1, 2017 $ 6,400 Fair value adjustments (170) Balance at June 30, 2017 $ 6,230 The Company assesses categorization of assets and liabilities by level at each measurement date, and transfers between levels are recognized on the actual date of the event or change in circumstances that caused the transfer. There were no transfers between Levels I, II and III during the six months ended June 30, 2017 . The following table summarizes the carrying value and fair value of the 2016 Senior Secured Credit Facility as of June 30, 2017 and December 31, 2016 (in thousands): June 30, December 31, 2017 2016 Carrying Amounts Fair Value Level 2 Carrying Amounts Fair Value Level 2 Senior Secured Credit Facility $ 229,901 $ 233,821 $ 230,820 $ 233,240

Income Taxes

Income Taxes	6 Months Ended
	Jun. 30, 2017
Income Taxes
Income Taxes	10. Income Taxes RE/MAX Holdings is subject to U.S. federal and state income taxation on its allocable portion of the income of RMCO. The “Provision for income taxes” in the accompanying Condensed Consolidated Statements of Income for the three and six months ended June 30, 2017 and 2016 is based on an estimate of the Company’s annualized effective income tax rate. The Company’s effective tax rate includes a rate benefit attributable to the fact that the Company’s subsidiaries operate as a series of limited liability companies which are not themselves subject to federal income tax. Accordingly, the portion of the Company’s subsidiaries earnings attributable to the non-controlling interest are not subject to U.S. federal and state income tax as the income is passed through to the non-controlling interest holders. The “Provision for income taxes” is comprised of a provision for income taxes attributable to RE/MAX Holdings and to entities other than RE/MAX Holdings. The provision for income taxes attributable to RE/MAX Holdings is primarily comprised of U.S. federal and state income taxes on its proportionate share of the pass-through income from RMCO. However, it also includes its share of taxes imposed directly on RE/MAX, LLC, related primarily to tax liabilities in certain foreign jurisdictions. The provision for income taxes attributable to the non-controlling interest represents it share of taxes imposed on RE/MAX, LLC related to tax liabilities primarily in certain foreign jurisdictions. The Company recognizes the effect of income tax positions only if those positions are more likely than not of being sustained. Recognized income tax positions are measured at the largest amount that is greater than 50% likely of being realized. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs. As of June 30, 2017, the Company does not believe it has any significant uncertain tax positions. The Company and its subsidiaries file, or will file, income tax returns in the U.S. federal jurisdiction and various states and foreign jurisdictions. RMCO is not subject to federal income taxes as it is a flow-through entity, however, RMCO is required to file an annual U.S. Return of Partnership Income.

Equity-Based Compensation

Equity-Based Compensation	6 Months Ended
	Jun. 30, 2017
Equity-Based Compensation
Equity-Based Compensation	11. Equity-Based Compensation The Company’s Board of Directors adopted the RE/MAX Holdings, Inc. 2013 Omnibus Incentive Plan (the “2013 Incentive Plan”), under which 3,576,466 shares are currently authorized. (See below for shares available for grant at June 30, 2017.) The 2013 Incentive Plan provides for the grant of incentive stock options to the Company’s employees, and for the grant of shares of RE/MAX Holdings Class A common stock, non-qualified stock options, stock appreciation rights, restricted stock, restricted stock units (“RSUs”) which may have time-based or performance-based vesting criteria, dividend equivalent rights, cash-based awards and any combination thereof to employees, directors and consultants of the Company. The Company recognizes equity-based compensation expense in “Selling, operating and administrative expenses” in the accompanying Condensed Consolidated Statements of Income. The Company recognizes corporate income tax benefits relating to the exercise of options and vesting of restricted stock units in “Provision for income taxes” in the accompanying Condensed Consolidated Statements of Income. Employee stock-based compensation expense under the Company’s 2013 Incentive Plan was as follows (in thousands): Three Months Ended Six Months Ended June 30, June 30, 2017 2016 2017 2016 Expense from Time-based RSUs $ 615 $ 545 $ 1,142 $ 1,311 Expense from Performance-based RSUs 117 - 151 - Equity-based compensation expense 732 545 1,293 1,311 Tax benefit from equity-based compensation (161) (120) (284) (288) Excess tax benefit from equity-based compensation (117) (201) (324) (201) Net compensation cost $ 454 $ 224 $ 685 $ 822 Time-based Restricted Stock Units Time-based RSUs granted under the 2013 Incentive Plan are valued using the Company’s closing stock price on the date of grant. Grants awarded to the Company’s Board of Directors generally vest over a one year period. Grants awarded to the Company’s employees generally vest equally in annual installments over a three year period. Compensation expense is recognized on a straight line basis over the vesting period. The following table summarizes equity-based compensation activity related to time-based RSUs as of and for the six months ended June 30, 2017: Time-based restricted stock units Weighted average grant date fair value per share Balance, January 1, 2017 127,011 $ 33.00 Granted 43,450 $ 55.45 Shares vested (including tax withholding) (a) (58,426) $ 33.03 Forfeited (2,935) $ 40.70 Balance, June 30, 2017 109,100 $ 41.71 (a) Pursuant to the terms of the 2013 Incentive Plan, RSUs withheld by the Company for the payment of the employee's tax withholding related to an RSU vesting are added back to the pool of shares available for future awards. At June 30, 2017, there was $3,688,000 of total unrecognized time-based RSU expense, all of which is related to unvested awards. This compensation expense is expected to be recognized over the weighted-average remaining vesting period of 1.78 years for time-based restricted stock units. Performance-based Restricted Stock Units Performance-based RSUs granted under the 2013 Incentive Plan are stock-based awards in which the number of shares ultimately received depends on the Company’s achievement of a specified revenue as well as the Company’s total shareholder return (“TSR”) relative to the TSR of all companies in the S&P SmallCap 600 Index over a three year performance period. The number of shares that could be issued range from 0% to 150% of the participant’s target award. Performance-based RSUs are valued on the date of grant using a Monte Carlo simulation for the TSR element of the award. The Company’s expense will be adjusted based on the estimated achievement of revenue versus target. Earned performance-based RSUs cliff-vest at the end of the three year performance period. Compensation expense is recognized over the vesting period based on the Company’s estimated performance. The following table summarizes equity-based compensation activity related to performance-based RSUs as of and for the six months ended June 30, 2017: Performance-based restricted stock units Weighted average grant date fair value per share Balance, January 1, 2017 — $ — Granted (a) 33,961 $ 57.88 Shares vested (including tax withholding) — $ — Forfeited (1,155) $ 57.88 Balance, June 30, 2017 32,806 $ 57.88 (a) Represents the total participant target award. At June 30, 2017, there was $1,178,000 of total unrecognized performance-based RSU expense, all of which is related to unvested awards. This compensation expense is expected to be recognized over the weighted-average remaining vesting period of 2.5 years for performance-based RSUs. After giving effect to all outstanding awards (assuming maximum achievement of performance goals for performance-based awards), there were 2,396,156 additional shares available for the Company to grant under the 2013 Incentive Plan as of June 30, 2017.

Leadership Changes

Leadership Changes	6 Months Ended
	Jun. 30, 2017
Leadership Changes
Leadership Changes	12. Leadership Changes On January 7, 2016, the Company’s former Chief Financial Officer and Chief Operating Officer entered into a separation and transition agreement (the “Separation and Transition Agreement”) pursuant to which he separated from the Company effective March 31, 2016. The Company incurred a total cost of $1,043,000, including $331,000 of equity-based compensation expense, which was recorded to “Selling, operating and administrative expenses” in the accompanying Condensed Consolidated Statements of Income during the six months ended June 30, 2016. The Company’s severance and other related expenses incurred for the aforementioned leadership changes were $1,043,000 for the six months ended June 30, 2016, which is included in “Selling, operating and administrative expenses” in the accompanying Condensed Consolidated Statements of Income. There were no such expenses incurred during the three or six months ended June 30, 2017. On December 31, 2014, the Company’s former Chief Executive Officer retired and pursuant to the terms of the Separation and Release of Claims Agreement (the “Separation Agreement”), the Company is required to provide severance and other related benefits over a 36-month period. The Company recorded a liability, measured at its estimated fair value, for payments that will be made under the Separation Agreement, with a corresponding charge to “Selling, general and administrative expenses.” The Company incurred a total cost of $3,581,000, including $1,007,000 of equity-based compensation expense related to this retirement. The following table presents a rollforward of the estimated fair value liability for the six months ended June 30, 2017 established for the aforementioned leadership changes (in thousands): Balance, January 1, 2017 $ 964 Severance and other related expenses — Accretion 14 Cash payments (541) Balance, June 30, 2017 $ 437

Commitments and Contingencies

Commitments and Contingencies	6 Months Ended
	Jun. 30, 2017
Commitments And Contingencies Disclosure
Commitments and Contingencies	13. Commitments and Contingencies Commitments The Company leases offices and equipment under noncancelable leases, subject to certain provisions for renewal options and escalation clauses. Contingencies In connection with the Purchase of Full House, as described in Note 5, Acquisitions and Dispositions , the Company entered into an arrangement to pay additional purchase consideration based on Motto’s future gross revenues, excluding certain fees, over the next ten years. As of June 30, 2017, this liability was estimated to be $6,230,000. In connection with the sale of the assets and liabilities related to the Company’s previously owned brokerages, the Company entered into three Assignment and Assumption of Lease Agreements (the “Assignment Agreements”) pursuant to which the Company assigned its obligations under and rights, title and interest in 21 leases to the respective purchasers. For certain leases, the Company remains secondarily liable for future lease payments through July 2021 under the respective lease agreements and accordingly, as of June 30, 2017, the Company has outstanding lease guarantees of $4,891,000. This amount represents the maximum potential amount of future payments under the respective lease guarantees. In the event of default by the purchaser, the indemnity and default clauses in the Assignment Agreements govern the Company’s ability to pursue and recover damages incurred, if any, against the purchaser. Litigation The Company is subject to litigation claims arising in the ordinary course of business. The Company believes that it has adequately accrued for legal matters as appropriate. The Company records litigation accruals for legal matters which are both probable and estimable and for related legal costs as incurred. The Company does not reduce these liabilities for potential insurance or third-party recoveries. On October 7, 2013, RE/MAX Holdings acquired the net assets, excluding cash, of Tails, Inc. (“Tails”) for consideration paid of $20,175,000. Several shareholders of Tails challenged the terms of the transaction and filed a shareholder action entitled Robert B. Fisher, Carla L. Fisher, Bradley G. Rhodes and James D. Schwartz v. Tails, Inc. in the Circuit Court of Henrico County, Virginia ("Tails I"). After the Circuit Court dismissed Tails I, the Virginia Supreme Court affirmed dismissal on January 8, 2015. On March 7, 2016, the same Tails I plaintiffs filed a complaint entitled Robert B. Fisher, Carla L. Fisher, Bradley G. Rhodes and James D. Schwartz v. Gail Liniger, Dave Liniger, Bruce Benham, RE/MAX Holdings, Inc. and Tails Holdco, Inc. in Denver District Court ("Tails II"). As amended by the Denver District Court on November 21, 2016, the Tails II Complaint alleges claims for breach of fiduciary duty and claims for interest allegedly owed. The plaintiffs are alleging total damages of approximately $5 million. The defendants intend to vigorously defend their position that the plaintiffs are not entitled to the relief sought. The Company believes the outcome of this matter is not reasonably estimable as of June 30, 2017. Accordingly, the Company currently has not recorded an accrual in the accompanying Condensed Consolidated Balance Sheets. Except for the ongoing litigation concerning the acquisition of the net assets of Tails, management of the Company believes other such litigation matters involving a reasonably possible chance of loss will not, individually or in the aggregate, result in a material adverse effect on the Company's financial condition, results of operations and cash flows.

Related-Party Transactions

Related-Party Transactions	6 Months Ended
	Jun. 30, 2017
Related Party Transactions
Related-Party Transactions	14. Related-Party Transactions The majority stockholders of RIHI, including the Company’s current Co-Chief Executive Officer, Chairman and Co-Founder and the Company’s Vice Chairman and Co-Founder have made and continue to make a golf course they own available to the Company for business purposes. During the six months ended June 30, 2017 and 2016, the Company used the golf course for business purposes at minimal charge. The Company provides services, such as accounting, legal, marketing, technology, human resources and public relations services, to certain affiliated entities, and it allows these companies to share its leased office space. During the three months ended June 30, 2017 and 2016, the total amounts allocated for services rendered and rent for office space provided on behalf of affiliated entities were $717,000 and $521,000, respectively. During the six months ended June 30, 2017 and 2016, the total amounts allocated for services rendered and rent for office space provided on behalf of affiliated entities were $1,479,000 and $952,000, respectively. Amounts are generally paid within 30 days and no amounts were outstanding at June 30, 2017 or December 31, 2016. Related party advertising funds had current outstanding amounts due from the Company of $14,000 and $145,000 as of June 30, 2017 and December 31, 2016, respectively. Such amounts are included in “Accounts payable to affiliates” in the accompanying Condensed Consolidated Balance Sheets.

Non-controlling Interest (Table

Non-controlling Interest (Tables)	6 Months Ended
	Jun. 30, 2017
Noncontrolling Interest
Summary of Ownership of the Common Units	June 30, December 31, 2017 2016 Shares Ownership % Shares Ownership % Non-controlling unitholders ownership of common units in RMCO 12,559,600 41.51 % 41.57 % RE/MAX Holdings, Inc. outstanding Class A common stock (equal to RE/MAX Holdings, Inc. common units in RMCO) 17,696,991 58.49 % 58.43 % Total common units in RMCO 30,256,591 100.00 % %
Reconciliation from Income Before Provision for Income Taxes to Net Income	Three Months Ended June 30, 2017 2016 RE/MAX Holdings, Inc. Non-controlling interest Total RE/MAX Holdings, Inc. Non-controlling interest Total Weighted average ownership percentage of RMCO (a) 58.49 % 41.51 % 100.00 % % 41.58 % 100.00 % Income before provision for income taxes $ 11,959 $ 8,440 $ 20,399 $ 10,900 $ 7,765 $ 18,665 Provision for income taxes (b)(c) (4,430) (332) (4,762) (3,939) (346) (4,285) Net income $ 7,529 $ 8,108 $ 15,637 $ 6,961 $ 7,419 $ 14,380 Six Months Ended June 30, 2017 2016 RE/MAX Holdings, Inc. Non-controlling interest Total RE/MAX Holdings, Inc. Non-controlling interest Total Weighted average ownership percentage of RMCO (a) 58.47 % 41.53 % 100.00 % % 41.63 % 100.00 % Income before provision for income taxes $ 19,583 $ 13,917 $ 33,500 $ 18,865 $ 13,455 $ 32,320 Provision for income taxes (b)(c) (7,141) (651) (7,792) (6,964) (580) (7,544) Net income $ 12,442 $ 13,266 $ 25,708 $ 11,901 $ 12,875 $ 24,776 (a) The weighted average ownership percentage of RMCO differs slightly from the allocation of income before provision for income taxes between RE/MAX Holdings and the non-controlling interest as there are certain relatively insignificant expenses recorded at RE/MAX Holdings. (b) The provision for income taxes attributable to RE/MAX Holdings is primarily comprised of U.S. federal and state income taxes on its proportionate share of the pass-through income from RMCO. However, it also includes its share of taxes imposed directly on RE/MAX, LLC and its consolidated subsidiaries (“RE/MAX, LLC”), a wholly-owned subsidiary of RMCO, related primarily to tax liabilities in certain foreign jurisdictions. (c) The provision for income taxes attributable to the non-controlling interest represents its share of taxes imposed on RE/MAX, LLC related primarily to tax liabilities in certain foreign jurisdictions.
Distributions Paid or Payable	Six Months Ended June 30, 2017 2016 Tax and other distributions $ 6,450 $ 5,144 Dividend distributions 4,521 3,768 Total distributions to non-controlling unitholders $ 10,971 $ 8,912

Earnings Per Share and Divide24

Earnings Per Share and Dividends (Tables)	6 Months Ended
	Jun. 30, 2017
Earnings Per Share and Dividends
Reconciliation of Numerator and Denominator used in Basic and Diluted EPS Calculations	The following is a reconciliation of the numerator and denominator used in the basic and diluted EPS calculations (in thousands, except share and per share information): Three Months Ended Six Months Ended June 30, June 30, 2017 2016 2017 2016 Numerator Net income attributable to RE/MAX Holdings, Inc. $ 7,529 $ 6,961 $ 12,442 $ 11,901 Denominator for basic net income per share of Class A common stock Weighted average shares of Class A common stock outstanding 17,696,842 17,636,590 17,679,936 17,610,470 Denominator for diluted net income per share of Class A common stock Weighted average shares of Class A common stock outstanding 17,696,842 17,636,590 17,679,936 17,610,470 Add dilutive effect of the following: Stock options — 4,360 — 10,047 Restricted stock units 26,960 28,045 40,628 32,916 Weighted average shares of Class A common stock outstanding, diluted 17,723,802 17,668,995 17,720,564 17,653,433 Earnings per share of Class A common stock Net income attributable to RE/MAX Holdings, Inc. per share of Class A common stock, basic $ 0.43 $ 0.39 $ 0.70 $ 0.68 Net income attributable to RE/MAX Holdings, Inc. per share of Class A common stock, diluted $ 0.42 $ 0.39 $ 0.70 $ 0.67

Acquisitions and Dispositions (

Acquisitions and Dispositions (Tables)	6 Months Ended
	Jun. 30, 2017
Business Acquisition Pro Forma Information [Line Items]
Summary of Estimated Fair Value of Assets at Acquisition Date	The following table summarizes the allocation of the purchase price to the fair value of assets acquired and liabilities assumed for the aforementioned acquisitions (in thousands): RE/MAX Regional Services (a) RE/MAX of New Jersey (a) Full House RE/MAX of Alaska RE/MAX of New York Total Cash and cash equivalents $ - $ 335 $ - $ - $ 131 $ 466 Franchise agreements 28,000 28,200 - 529 5,000 61,729 Non-compete agreement - - 2,500 - - 2,500 Other assets - - - - 340 340 Goodwill 22,400 16,800 11,800 971 3,029 55,000 Other liabilities - (335) - - - (335) Total purchase price $ 50,400 $ 45,000 $ 14,300 $ 1,500 $ 8,500 $ 119,700
Summary of Unaudited Pro Forma Information	Three Months Ended Six Months Ended June 30, 2016 June 30, 2016 Total revenue $ 46,309 $ 92,293 Net income attributable to RE/MAX Holdings, Inc. (a) $ 7,058 $ 10,965 Basic earnings per common share $ 0.40 $ 0.62 Diluted earnings per common share $ 0.40 $ 0.62 (a) Six months ended June 30, 2016 includes the net impact of $1.0 million in professional fees and debt extinguishment costs incurred related to the amendment of the Company’s credit facility. See Note 8, Debt , for a discussion of the credit facility.
Full House Mortgage Connection, Inc.
Business Acquisition Pro Forma Information [Line Items]
Consideration Transferred	Cash consideration $ 8,000 Contingent purchase consideration (See Note 9) 6,300 Total purchase price $ 14,300

Intangible Assets and Goodwill

Intangible Assets and Goodwill (Tables)	6 Months Ended
	Jun. 30, 2017
Intangible Assets and Goodwill
Schedule of components of intangible assets	The following table provides the components of the Company’s intangible assets, other than goodwill (in thousands, except weighted average amortization period in years): Weighted Average As of June 30, 2017 As of December 31, 2016 Amortization Initial Accumulated Net Initial Accumulated Net Period Cost Amortization Balance Cost Amortization Balance Franchise agreements 12.2 $ 193,877 $ (94,841) $ 99,036 $ $ (115,027) $ 109,140 Other intangible assets: Software (a) 4.6 $ 13,577 $ (7,821) $ 5,756 $ 13,207 $ (7,154) $ 6,053 Trademarks 14.2 3,137 (1,874) 1,263 3,102 (1,782) 1,320 Non-compete 10.0 2,500 (187) 2,313 2,500 (62) 2,438 Total other intangible assets 7.8 $ 19,214 $ (9,882) $ 9,332 $ 18,809 $ (8,998) $ 9,811 (a) As of June 30, 2017 and December 31, 2016, capitalized software development costs of $742,000 and $356,000, respectively, were information technology infrastructure projects not yet complete and ready for their intended use and thus were not subject to amortization.
Schedule of estimated future amortization of intangible assets, other than goodwill	As of June 30, 2017, the estimated future amortization expense for the next five years related to intangible assets is as follows (in thousands): As of June 30, 2017: Remainder of 2017 $ 8,669 2018 14,906 2019 14,744 2020 14,542 2021 14,098 $ 66,959
Schedule of changes to goodwill	The following table presents changes to goodwill for the six months ended June 30, 2017 (in thousands): Balance, January 1, 2017 $ 126,633 Change in purchase price allocations for 2016 acquisitions 335 Effect of changes in foreign currency exchange rates 113 Balance, June 30, 2017 $ 127,081

Accrued Liabilities (Tables)

Accrued Liabilities (Tables)	6 Months Ended
	Jun. 30, 2017
Accrued Liabilities.
Schedule of Accrued Liabilities	Accrued liabilities consist of the following (in thousands): June 30, December 31, 2017 2016 Accrued payroll and related employee costs $ 4,282 $ 7,035 Accrued taxes 844 1,554 Accrued professional fees 1,001 1,382 Lease-related accruals 354 353 Other 1,553 2,944 $ 8,034 $ 13,268

Debt (Tables)

Debt (Tables)	6 Months Ended
	Jun. 30, 2017
Debt
Schedule of debt	Debt, net of current portion, consists of the following (in thousands): June 30, December 31, 2017 2016 2016 Senior Secured Credit Facility $ 233,238 $ 234,412 Less unamortized debt issuance costs (1,929) (2,076) Less unamortized debt discount costs (1,408) (1,516) Less current portion (2,350) (2,350) $ 227,551 $ 228,470
Schedule of Maturities of Debt	Maturities of debt are as follows (in thousands): As of June 30, 2017: Remainder of 2017 $ 1,175 2018 2,350 2019 2,350 2020 2,350 2021 2,350 Thereafter 222,663 $ 233,238

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	6 Months Ended
	Jun. 30, 2017
Fair Value Measurements
Liabilities Measured at Fair Value on a Recurring Basis	A summary of the Company’s liabilities measured at fair value on a recurring basis as of June 30, 2017 and December 31, 2016 is as follows (in thousands): As of June 30, 2017 As of December 31, 2016 Fair Value Level 1 Level 2 Level 3 Fair Value Level 1 Level 2 Level 3 Liabilities Contingent consideration $ 6,230 $ - $ - $ 6,230 $ 6,400 $ - $ - $ 6,400
Reconciliation of Assets And Liabilities Measured Using Significant Unobservable Inputs	The table below presents a reconciliation of all assets and liabilities of the Company measured at fair value on a recurring basis using significant unobservable inputs for the period from January 1, 2017 to June 30, 2017 (in thousands): Fair Value of Contingent Consideration Liability Balance at January 1, 2017 $ 6,400 Fair value adjustments (170) Balance at June 30, 2017 $ 6,230
Summary of carrying value and fair value of senior secured credit facility	The following table summarizes the carrying value and fair value of the 2016 Senior Secured Credit Facility as of June 30, 2017 and December 31, 2016 (in thousands): June 30, December 31, 2017 2016 Carrying Amounts Fair Value Level 2 Carrying Amounts Fair Value Level 2 Senior Secured Credit Facility $ 229,901 $ 233,821 $ 230,820 $ 233,240

Equity-Based Compensation (Tabl

Equity-Based Compensation (Tables)	6 Months Ended
	Jun. 30, 2017
Employee Stock-Based Compensation Expense	Three Months Ended Six Months Ended June 30, June 30, 2017 2016 2017 2016 Expense from Time-based RSUs $ 615 $ 545 $ 1,142 $ 1,311 Expense from Performance-based RSUs 117 - 151 - Equity-based compensation expense 732 545 1,293 1,311 Tax benefit from equity-based compensation (161) (120) (284) (288) Excess tax benefit from equity-based compensation (117) (201) (324) (201) Net compensation cost $ 454 $ 224 $ 685 $ 822
Time-based Restricted Stock Units
Restricted Stock Units	Time-based restricted stock units Weighted average grant date fair value per share Balance, January 1, 2017 127,011 $ 33.00 Granted 43,450 $ 55.45 Shares vested (including tax withholding) (a) (58,426) $ 33.03 Forfeited (2,935) $ 40.70 Balance, June 30, 2017 109,100 $ 41.71 (a) Pursuant to the terms of the 2013 Incentive Plan, RSUs withheld by the Company for the payment of the employee's tax withholding related to an RSU vesting are added back to the pool of shares available for future awards.
Performance-based Restricted Stock Units
Restricted Stock Units	The following table summarizes equity-based compensation activity related to performance-based RSUs as of and for the six months ended June 30, 2017: Performance-based restricted stock units Weighted average grant date fair value per share Balance, January 1, 2017 — $ — Granted (a) 33,961 $ 57.88 Shares vested (including tax withholding) — $ — Forfeited (1,155) $ 57.88 Balance, June 30, 2017 32,806 $ 57.88 (a) Represents the total participant target award.

Leadership Changes and Restruct

Leadership Changes and Restructuring Activities (Tables)	6 Months Ended
	Jun. 30, 2017
Leadership Changes
Rollforward of Estimated Fair Value Liability Established for the Aforementioned Leadership Changes And Restructuring Activities	The following table presents a rollforward of the estimated fair value liability for the six months ended June 30, 2017 established for the aforementioned leadership changes (in thousands): Balance, January 1, 2017 $ 964 Severance and other related expenses — Accretion 14 Cash payments (541) Balance, June 30, 2017 $ 437

Business and Organization (Deta

Business and Organization (Details)	6 Months Ended
	Jun. 30, 2017segmentcountryOfficeitem
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Number of agents | item	115,000
Number of offices | Office	7,000
Number of countries in which entity operates | country	100
Percentage of Company consisting of franchises	100.00%
Number Of Reportable Segments | segment	1
RMCO, LLC
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Parent economic interest in RMCO (as a percent)	58.49%
RE/MAX Holdings | RMCO, LLC
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Parent economic interest in RMCO (as a percent)	58.49%
RIHI | RMCO, LLC
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Non-controlling unitholders ownership of common units in RMCO as a percentage	41.51%

Summary of Significant Accoun33

Summary of Significant Accounting Policies (Details) $ in Millions	6 Months Ended	12 Months Ended
	Jun. 30, 2017USD ($)	Dec. 31, 2016region
Significant Accounting Policies [Line Items]
Number of independent regions acquired | region		6
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification | $	$ 6.3
RMCO, LLC
Significant Accounting Policies [Line Items]
Parent economic interest in RMCO (as a percent)	58.49%
RMCO, LLC | RE/MAX Holdings
Significant Accounting Policies [Line Items]
Parent economic interest in RMCO (as a percent)	58.49%

Non-controlling Interest - Narr

Non-controlling Interest - Narrative (Details) - USD ($)	6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Dec. 31, 2016
Significant Accounting Policies [Line Items]
Current portion of payable pursuant to tax receivable agreements	$ 11,390,000		$ 13,235,000
Amounts paid pursuant to Tax Receivable Agreements (TRAs)	1,931,000	$ 1,344,000
2014 Tax Returns
Significant Accounting Policies [Line Items]
Current portion of payable pursuant to tax receivable agreements	2,623,000
2015 Tax Returns
Significant Accounting Policies [Line Items]
Current portion of payable pursuant to tax receivable agreements	2,705,000
RIHI
Significant Accounting Policies [Line Items]
Liability representing the payments due pursuant to tax receivable agreements	96,964,000
Current portion of payable pursuant to tax receivable agreements	$ 11,390,000
RIHI and Oberndorf Investments LLC
Significant Accounting Policies [Line Items]
Percentage of cash savings in federal, state and local taxes to be paid in cash under tax receivable agreements	85.00%

Non-controlling Interest - Owne

Non-controlling Interest - Ownership of common units in RMCO (Details) - RMCO, LLC - shares	Jun. 30, 2017	Dec. 31, 2016
Shares [Abstract]
Non-controlling unitholders ownership of common units in RMCO	12,559,600	12,559,600
RE/MAX Holdings, Inc. outstanding Class A common stock (equal to RE/MAX Holdings, Inc. common units	17,696,991	17,652,548
Total number of common stock units	30,256,591	30,212,148
Ownership Percentage [Abstract]
Non-controlling unitholders ownership of common units in RMCO as a percentage	41.51%	41.57%
RE/MAX Holdings, Inc. outstanding Class A common stock (equal to RE/MAX Holdings, Inc. common units	58.49%	58.43%
Total percentage of common stock units	100.00%	100.00%

Non-controlling Interest - Net

Non-controlling Interest - Net income reconciliation (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016
Minority Interest [Line Items]
Weighted average ownership percentage of controlling interest	58.49%	58.42%	58.47%	58.37%
Weighted average ownership percentage of noncontrolling interest	41.51%	41.58%	41.53%	41.63%
Total (as a percentage)	100.00%	100.00%	100.00%	100.00%
Income before provision for income taxes attributable to RE/MAX Holdings, Inc.	$ 11,959	$ 10,900	$ 19,583	$ 18,865
Provision for income taxes attributable to RE/MAX Holdings, Inc.	(4,430)	(3,939)	(7,141)	(6,964)
Net income attributable to RE/MAX Holdings, Inc.	7,529	6,961	12,442	11,901
Income before provision for income taxes: Non-controlling interest	8,440	7,765	13,917	13,455
Provision for income taxes: Non-controlling interest	(332)	(346)	(651)	(580)
Net income: Non-controlling interest	8,108	7,419	13,266	12,875
Income before provision for income taxes	20,399	18,665	33,500	32,320
Provision for income taxes	(4,762)	(4,285)	(7,792)	(7,544)
Net income	$ 15,637	$ 14,380	25,708	$ 24,776
Non-controlling interest
Minority Interest [Line Items]
Net income			$ 13,266

Non-controlling Interest - Dist

Non-controlling Interest - Distributions Paid or Payable (Details) - USD ($)	Aug. 30, 2017	Jun. 30, 2017	Jun. 30, 2016
Dividends Payable [Line Items]
Distributions paid or payable to or on behalf of non-controlling unitholders	$ 2,261,000	$ 10,971,000	$ 8,912,000
Tax and other distributions
Dividends Payable [Line Items]
Distributions paid or payable to or on behalf of non-controlling unitholders		6,450,000	5,144,000
Dividend distributions
Dividends Payable [Line Items]
Distributions paid or payable to or on behalf of non-controlling unitholders		$ 4,521,000	$ 3,768,000

Earnings Per Share and Divide38

Earnings Per Share and Dividends - Reconciliation of the numerator and denominator used in basic and diluted EPS calculations (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016
Numerator
Net income attributable to RE/MAX Holdings, Inc.	$ 7,529	$ 6,961	$ 12,442	$ 11,901
Net income attributable to RE/MAX Holdings, Inc. per share of Class A common stock
Anti-dilutive shares	0	0	0	0
Common Class A
Denominator for basic net income per share of common stock
Weighted Average Number Of Shares Outstanding Basic	17,696,842	17,636,590	17,679,936	17,610,470
Denominator for diluted net income per share of common stock
Weighted average shares of Class A common stock outstanding	17,696,842	17,636,590	17,679,936	17,610,470
Add dilutive effect of the following:
Weighted average shares of Class A common stock outstanding, diluted	17,723,802	17,668,995	17,720,564	17,653,433
Net income attributable to RE/MAX Holdings, Inc. per share of Class A common stock
Basic	$ 0.43	$ 0.39	$ 0.70	$ 0.68
Diluted	$ 0.42	$ 0.39	$ 0.70	$ 0.67
Common Class B
Denominator for basic net income per share of common stock
Weighted Average Number Of Shares Outstanding Basic			1
Denominator for diluted net income per share of common stock
Weighted average shares of Class A common stock outstanding			1
Employee Stock Option | Common Class A
Add dilutive effect of the following:
Dilutive effect		4,360		10,047
Restricted Stock Units (RSUs) | Common Class A
Add dilutive effect of the following:
Dilutive effect	26,960	28,045	40,628	32,916

Earnings Per Share and Divide39

Earnings Per Share and Dividends - Additional Information (Details) - USD ($)	Aug. 02, 2017	May 31, 2017	Mar. 22, 2017	Jun. 02, 2016	Mar. 23, 2016	Jun. 30, 2017	Mar. 31, 2017	Jun. 30, 2016	Mar. 31, 2016	Jun. 30, 2017	Jun. 30, 2016	Dec. 31, 2016
Dividends Payable [Line Items]
Dividends declared and paid										$ 6,369,000
Common Class A
Dividends Payable [Line Items]
Common stock, shares outstanding						17,696,991				17,696,991		17,652,548
Cash dividends declared per share of Class A common stock						$ 0.18		$ 0.15		$ 0.36	$ 0.30
Common Class B
Dividends Payable [Line Items]
Common stock, shares outstanding						1				1		1
Quarterly dividend | Common Class A
Dividends Payable [Line Items]
Cash dividends declared per share of Class A common stock	$ 0.18					$ 0.18	$ 0.18	$ 0.15	$ 0.15
Dividends declared and paid		$ 3,185,000	$ 3,184,000	$ 2,647,000	$ 2,638,000					$ 6,369,000	$ 5,285,000
Non-controlling interest | Quarterly dividend | Common Class A
Dividends Payable [Line Items]
Distributions declared to non-controlling unitholders		$ 2,261,000	$ 2,261,000	$ 1,884,000	$ 1,884,000

Acquisitions and Dispositions -

Acquisitions and Dispositions - Acquisitions (Details) - USD ($)	Dec. 15, 2016	Dec. 01, 2016	Sep. 12, 2016	Apr. 01, 2016	Feb. 22, 2016	Jun. 30, 2016	Jun. 30, 2016	Jun. 30, 2017	Dec. 31, 2016
Purchase Price Allocation
Goodwill								$ 127,081,000	$ 126,633,000
Pro Forma Information
Total revenue						$ 46,309,000	$ 92,293,000
Net income attributable to RE/MAX Holdings, Inc.						$ 7,058,000	$ 10,965,000
Basic earnings per common share						$ 0.40	$ 0.62
Diluted earnings per common share						$ 0.40	$ 0.62
Professional fees and debt extinguishment costs related to amendment of credit facility							$ 1,000,000
RE/MAX Regional Services
Business Acquisition [Line Items]
Cash consideration	$ 50,400,000
Purchase Price Allocation
Franchise agreements	28,000,000
Goodwill	22,400,000
Total purchase price	$ 50,400,000
RE/MAX of New Jersey
Business Acquisition [Line Items]
Cash consideration		$ 45,000,000
Purchase Price Allocation
Cash and cash equivalents		335,000
Franchise agreements		28,200,000
Goodwill		16,800,000
Other liabilities		(335,000)
Total purchase price		$ 45,000,000
Full House Mortgage Connection, Inc.
Business Acquisition [Line Items]
Cash consideration			$ 8,000,000
Purchase Price Allocation
Non-compete agreement			2,500,000
Goodwill			11,800,000
Total purchase price			14,300,000
Contingent consideration liability			$ 6,300,000					$ 6,230,000
RE/MAX of Alaska, Inc.
Business Acquisition [Line Items]
Cash consideration				$ 1,500,000
Purchase Price Allocation
Franchise agreements				529,000
Goodwill				971,000
Total purchase price				$ 1,500,000
Re/Max of New York, Inc.
Business Acquisition [Line Items]
Cash consideration					$ 8,500,000
Purchase Price Allocation
Cash and cash equivalents					131,000
Franchise agreements					5,000,000
Other assets					340,000
Goodwill					3,029,000
Total purchase price					$ 8,500,000
Re/Max Of Georgia, Re/Max Of Kentucky And Tennessee, Re/Max Of Southern Ohio, Re/Max Of New Jersey, Full House, Re/Max Of New York And Re/Max Of Alaska
Purchase Price Allocation
Cash and cash equivalents									466,000
Franchise agreements									61,729,000
Non-compete agreement									2,500,000
Other assets									340,000
Goodwill									55,000,000
Other liabilities									(335,000)
Total purchase price									$ 119,700,000

Acquisitions and Dispositions41

Acquisitions and Dispositions - Dispositions (Details) - RE/MAX Northwest Realtors	Jan. 20, 2016facility	Mar. 31, 2016USD ($)
Summary of dispositions
Number of brokerages having assets and liabilities sold | facility	3
Gain (loss) on sale or disposition of assets | $		$ (90,000)

Intangible Assets and Goodwil42

Intangible Assets and Goodwill - Components of Company's Intangible Assets (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016	Dec. 31, 2016
Finite Lived Intangible Assets [Line Items]
Net Balance	$ 99,036		$ 99,036		$ 109,140
Amortization expense	5,189	$ 3,656	10,989	$ 7,170
Franchise agreements
Finite Lived Intangible Assets [Line Items]
Initial Cost	193,877		193,877		224,167
Accumulated Amortization	(94,841)		(94,841)		(115,027)
Net Balance	99,036		$ 99,036		109,140
Franchise agreements | Weighted Average
Finite Lived Intangible Assets [Line Items]
Useful life of intangible assets			12 years 2 months 12 days
Other Intangible Assets
Finite Lived Intangible Assets [Line Items]
Initial Cost	19,214		$ 19,214		18,809
Accumulated Amortization	(9,882)		(9,882)		(8,998)
Net Balance	9,332		$ 9,332		9,811
Other Intangible Assets | Weighted Average
Finite Lived Intangible Assets [Line Items]
Useful life of intangible assets			7 years 9 months 18 days
Software and Software Development Costs
Finite Lived Intangible Assets [Line Items]
Initial Cost	13,577		$ 13,577		13,207
Accumulated Amortization	(7,821)		(7,821)		(7,154)
Net Balance	5,756		$ 5,756		6,053
Software and Software Development Costs | Weighted Average
Finite Lived Intangible Assets [Line Items]
Useful life of intangible assets			4 years 7 months 6 days
Trademarks
Finite Lived Intangible Assets [Line Items]
Initial Cost	3,137		$ 3,137		3,102
Accumulated Amortization	(1,874)		(1,874)		(1,782)
Net Balance	1,263		$ 1,263		1,320
Trademarks | Weighted Average
Finite Lived Intangible Assets [Line Items]
Useful life of intangible assets			14 years 2 months 12 days
Software Development
Finite Lived Intangible Assets [Line Items]
Software development costs, not yet completed	742		$ 742		356
Non-compete
Finite Lived Intangible Assets [Line Items]
Initial Cost	2,500		2,500		2,500
Accumulated Amortization	(187)		(187)		(62)
Net Balance	$ 2,313		$ 2,313		$ 2,438
Non-compete | Weighted Average
Finite Lived Intangible Assets [Line Items]
Useful life of intangible assets			10 years

Intangible Assets and Goodwil43

Intangible Assets and Goodwill - Estimated Future Amortization of Intangible Assets, Other Than Goodwill (Details) $ in Thousands	Jun. 30, 2017USD ($)
Finite Lived Intangible Assets Future Amortization Expense Current And Five Succeeding Fiscal Years [Abstract]
Remainder of 2017	$ 8,669
2,018	14,906
2,019	14,744
2,020	14,542
2,021	14,098
Estimated future amortization expense over next five years	$ 66,959

Intangible Assets and Goodwil44

Intangible Assets and Goodwill - Schedule of Changes in Goodwill (Details) $ in Thousands	6 Months Ended
	Jun. 30, 2017USD ($)
Changes to goodwill
Beginning Balance	$ 126,633
Change in purchase price allocations for 2016 acquisitions	335
Effect of changes in foreign currency exchange rates	113
Ending Balance	$ 127,081

Accrued Liabilities - Schedule

Accrued Liabilities - Schedule of Accrued Liabilities (Details) - USD ($) $ in Thousands	Jun. 30, 2017	Dec. 31, 2016
Accrued Liabilities.
Accrued payroll and related employee costs	$ 4,282	$ 7,035
Accrued taxes	844	1,554
Accrued professional fees	1,001	1,382
Lease-related accruals	354	353
Other	1,553	2,944
Accrued liabilities	$ 8,034	$ 13,268

Debt - Schedule of Debt (Detail

Debt - Schedule of Debt (Details) - USD ($) $ in Thousands	Jun. 30, 2017	Dec. 31, 2016
Debt Instrument [Line Items]
Senior Secured Credit Facility	$ 233,238
Less unamortized debt issuance costs	(1,929)	$ (2,076)
Less unamortized debt discount	(1,408)	(1,516)
Less current portion	(2,350)	(2,350)
Debt, net of current portion	227,551	228,470
2016 Senior Secured Credit Facility
Debt Instrument [Line Items]
Senior Secured Credit Facility	$ 233,238	$ 234,412

Debt - Schedule of Maturities o

Debt - Schedule of Maturities of Debt (Details) $ in Thousands	Jun. 30, 2017USD ($)
Debt
Remainder of 2017	$ 1,175
2,018	2,350
2,019	2,350
2,020	2,350
2,021	2,350
Thereafter	222,663
Senior Secured Credit Facility	$ 233,238

Debt - Additional Information (

Debt - Additional Information (Details)	3 Months Ended	6 Months Ended
	Mar. 31, 2016USD ($)	Jun. 30, 2017USD ($)	Jun. 30, 2016USD ($)	Dec. 15, 2016USD ($)
Debt Instrument [Line Items]
Loss on early extinguishment of debt			$ 136,000
Mandatory principal payments		$ 0
2013 Senior Secured Credit Facility
Debt Instrument [Line Items]
Excess cash flow payment	$ 12,727,000
2016 Senior Secured Credit Facility
Debt Instrument [Line Items]
Debt instrument, interest rate		4.05%
Mandatory principal payments		$ 588,000
Optional prepayment		0
Term loans outstanding, net of unamortized discount and issuance costs		$ 229,901,000
2016 Senior Secured Credit Facility | Maximum
Debt Instrument [Line Items]
Leverage ratio under debt covenant		2.75
2013 Senior Secured Credit Facility | 2013 Senior Secured Credit Facility
Debt Instrument [Line Items]
Loss on early extinguishment of debt			$ 136,000
Term loan | 2016 Senior Secured Credit Facility
Debt Instrument [Line Items]
Credit facility, borrowing capacity				$ 235,000,000
Revolving loan facility | 2016 Senior Secured Credit Facility
Debt Instrument [Line Items]
Credit facility, borrowing capacity				$ 10,000,000
Revolving loan facility commitment fee on average daily amount of unused portion		0.50%
Amounts drawn on line of credit		$ 0
LIBOR loans | 2016 Senior Secured Credit Facility | London Interbank Offered Rate (LIBOR)
Debt Instrument [Line Items]
Variable interest rate floor		0.75%
LIBOR loans | 2016 Senior Secured Credit Facility | London Interbank Offered Rate (LIBOR) | Maximum
Debt Instrument [Line Items]
Basis spread on variable rate		2.75%

Fair Value Measurements - Asset

Fair Value Measurements - Assets and Liabilities Measured at Fair Value on a Recurring Basis (Details) - Full House Mortgage Connection, Inc. - USD ($)	6 Months Ended
	Jun. 30, 2017	Dec. 31, 2016	Sep. 12, 2016
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration liability	$ 6,230,000		$ 6,300,000
Percentage of gross revenues to be paid yearly	8.00%
Contingent consideration period	10 years
Measured on a recurring basis | Contingent consideration
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration liability	$ 6,230,000	$ 6,400,000
Level 3 | Measured on a recurring basis | Contingent consideration
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration liability	$ 6,230,000	$ 6,400,000

Fair Value Measurements - Recon

Fair Value Measurements - Reconciliation of Assets and Liabilities Measured Using Significant Unboservable Inputs (Details)	6 Months Ended
	Jun. 30, 2017USD ($)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value adjustment	$ (170,000)
Full House Mortgage Connection, Inc.
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Balance at June 30, 2017	6,230,000
Full House Mortgage Connection, Inc. | Measured on a recurring basis | Contingent consideration
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Balance at January 1, 2017	6,400,000
Balance at June 30, 2017	6,230,000
Full House Mortgage Connection, Inc. | Level 3 | Measured on a recurring basis | Contingent consideration
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Balance at January 1, 2017	6,400,000
Fair value adjustment	(170,000)
Balance at June 30, 2017	$ 6,230,000

Fair Value Measurements - Sched

Fair Value Measurements - Schedule of Senior Secured Credit Facility (Details) - USD ($) $ in Thousands	Jun. 30, 2017	Dec. 31, 2016
Debt Instrument [Line Items]
Transfer of asset fair value Level 1 to 2	$ 0
Transfer of liability fair value Level 1 to 2	0
Transfer of asset fair value Level 2 to 1	0
Transfer of liability fair value Level 2 to 1	0
Carrying amounts | 2016 Senior Secured Credit Facility
Debt Instrument [Line Items]
Long term debt, carrying amount	229,901	$ 230,820
Fair Value, Inputs, Level 2 | Estimated fair value | 2016 Senior Secured Credit Facility
Debt Instrument [Line Items]
Long term debt, fair value	$ 233,821	$ 233,240

Income Taxes - Additional Infor

Income Taxes - Additional Information (Details) $ in Thousands	Jun. 30, 2017USD ($)
Income Taxes
Uncertain tax positions	$ 0

Equity-Based Compensation - (De

Equity-Based Compensation - (Details) - USD ($)		3 Months Ended		6 Months Ended
		Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016
Employee stock-based compensation expense
Equity-based compensation expense		$ 732,000	$ 545,000	$ 1,293,000	$ 1,311,000
Tax benefit from share-based compensation		(161,000)	(120,000)	(284,000)	(288,000)
Excess tax benefit from share-based compensation		(117,000)	(201,000)	(324,000)	(201,000)
Net compensation cost		$ 454,000	224,000	$ 685,000	822,000
2013 Stock Incentive Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of shares authorized		3,576,466		3,576,466
Restricted Stock Units
Additional shares available to grant under plan (in shares)		2,396,156		2,396,156
Time-based Restricted Stock Units
Employee stock-based compensation expense
Equity-based compensation expense		$ 615,000	$ 545,000	$ 1,142,000	$ 1,311,000
Restricted Stock Units
Nonvested at beginning of period				127,011
Granted				43,450
Shares vested (including tax withholding)	[1]			(58,426)
Forfeited				(2,935)
Nonvested at end of period		109,100		109,100
Nonvested at beginning of period, Weighted average grant date fair value per share				$ 33
Granted, Weighted average grant date fair value per share				55.45
Shares vested (including tax withholding), Weighted average grant date fair value per share	[1]			33.03
Forfeited, Weighted average grant date fair value per share				40.70
Nonvested at end of period, Weighted average grant date fair value per share		$ 41.71		$ 41.71
Unrecognized compensation cost		$ 3,688,000		$ 3,688,000
Period for recognition of RSU compensation expense				1 year 9 months 11 days
Time-based Restricted Stock Units | Directors
Restricted Stock Units
Vesting Period				1 year
Time-based Restricted Stock Units | Employees
Restricted Stock Units
Vesting Period				3 years
Performance-based Restricted Stock Units
Employee stock-based compensation expense
Equity-based compensation expense		$ 117,000		$ 151,000
Restricted Stock Units
Nonvested at beginning of period				0
Granted	[2]			33,961
Forfeited				(1,155)
Nonvested at end of period		32,806		32,806
Nonvested at beginning of period, Weighted average grant date fair value per share				$ 0
Granted, Weighted average grant date fair value per share	[2]			57.88
Forfeited, Weighted average grant date fair value per share				57.88
Nonvested at end of period, Weighted average grant date fair value per share		$ 57.88		$ 57.88
Period of performance measurement				3 years
Unrecognized compensation cost		$ 1,178,000		$ 1,178,000
Period for recognition of RSU compensation expense				2 years 6 months
Performance-based Restricted Stock Units | Minimum
Restricted Stock Units
Shares issued upon participants target award				0.00%
Performance-based Restricted Stock Units | Maximum
Restricted Stock Units
Shares issued upon participants target award				150.00%
[1]	(a)    Pursuant to the terms of the 2013 Incentive Plan, RSUs withheld by the Company for the payment of the employee's tax withholding related to an RSU vesting are added back to the pool of shares available for future awards.
[2]	(a)    Represents the total participant target award.

Leadership Changes and Restru54

Leadership Changes and Restructuring Activities (Details) - USD ($)	1 Months Ended	3 Months Ended		6 Months Ended		12 Months Ended
	Dec. 31, 2014	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016	Dec. 31, 2014
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items]
Equity-based compensation expense		$ 732,000	$ 545,000	$ 1,293,000	$ 1,311,000
Selling, General and Administrative Expenses [Member]
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items]
Severance and other related expenses		$ 0		$ 0	1,043,000
Former Chief Financial Officer and Chief Operating Officer | Separation And Transition Agreement | Selling, General and Administrative Expenses [Member]
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items]
Severance and other related expenses					1,043,000
Equity-based compensation expense					$ 331,000
Former Chief Executive Officer | Separation Agreement
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items]
Severance period						36 months
Former Chief Executive Officer | Separation Agreement | Selling, General and Administrative Expenses [Member]
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items]
Equity-based compensation expense	$ 1,007,000
Severance liability	$ 3,581,000					$ 3,581,000

Leadership Changes and Restru55

Leadership Changes and Restructuring Activities - Rollforward of Estimated Fair Value Liability Established for Total Severance and Other Related Costs (Details) $ in Thousands	6 Months Ended
	Jun. 30, 2017USD ($)
Leadership Changes
Balance, January 1	$ 964
Accretion	14
Cash payments	(541)
Balance, June 30, 2017	$ 437

Commitments and Contingencies -

Commitments and Contingencies - Contingencies (Details)	Sep. 12, 2016USD ($)	Oct. 07, 2013USD ($)lease	Jun. 30, 2017USD ($)
Assignment and Assumption of Lease Agreements
Loss Contingencies [Line Items]
Number of leases assigned to purchasers | lease		21
Outstanding lease guarantees			$ 4,891,000
Tails Inc.
Loss Contingencies [Line Items]
Cash consideration		$ 20,175,000
Full House Mortgage Connection, Inc.
Loss Contingencies [Line Items]
Contingent consideration period	10 years
Contingent consideration liability	$ 6,300,000		$ 6,230,000
Cash consideration	$ 8,000,000

Commitments and Contingencies57

Commitments and Contingencies - Litigation (Details) - USD ($)	Oct. 07, 2013	Jun. 30, 2017
Loss Contingencies [Line Items]
Total claims sought by plaintiffs		$ 5,000,000
Tails Inc.
Loss Contingencies [Line Items]
Cash consideration	$ 20,175,000

Related-Party Transactions (Det

Related-Party Transactions (Details) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016	Dec. 31, 2016
Related party balances and activity
Accounts payable to affiliates	$ 14,000		$ 14,000		$ 145,000
Services rendered and rent for office space provided
Related party balances and activity
Amounts allocated for services rendered and rent for office space	717,000	$ 521,000	$ 1,479,000	$ 952,000
Affiliated Entity | Services rendered and rent for office space provided
Related party balances and activity
General payment period			30 days
Accounts receivable from affiliates	$ 0		$ 0		$ 0