RE/MAX (RMAX) 10-Q 1 Nov 19 2019 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2019	Oct. 31, 2019
Document Type	10-Q
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Sep. 30, 2019
Entity File Number	001-36101
Entity Registrant Name	RE/MAX Holdings, Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	80-0937145
Entity Address Line One	5075 South Syracuse Street
Entity Address City or Town	Denver
Entity Address State or Province	CO
Entity Address Postal Zip Code	80237
City Area Code	303
Local Phone Number	770-5531
Title of 12(b) Security	Class A Common Stock, $0.0001 par value per share
Trading Symbol	RMAX
Security Exchange Name	NYSE
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2019
Document Fiscal Period Focus	Q3
Entity Central Index Key	0001581091
Amendment Flag	false
Common Class A
Entity Common Stock, Shares Outstanding		17,835,719
Common Class B
Entity Common Stock, Shares Outstanding		1

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Sep. 30, 2019	Dec. 31, 2018
Current assets:
Cash and cash equivalents	$ 87,763	$ 59,974
Restricted cash	19,118	0
Accounts and notes receivable, current portion, less allowances of $11,273 and $7,980, respectively	30,722	21,185
Income taxes receivable	1,508	533
Other current assets	12,165	5,855
Total current assets	151,276	87,547
Property and equipment, net of accumulated depreciation of $14,572 and $13,280, respectively	5,462	4,390
Operating lease right of use assets	52,258	0
Franchise agreements, net	91,538	103,157
Other intangible assets, net	24,946	22,965
Goodwill	150,776	150,684
Deferred tax assets, net	49,971	53,698
Other assets, net of current portion	5,506	4,399
Total assets	531,733	426,840
Current liabilities:
Accounts payable	3,428	1,890
Accrued liabilities	51,129	13,143
Income taxes payable	143	208
Deferred revenue	24,996	25,489
Current portion of debt	2,645	2,622
Current portion of payable pursuant to tax receivable agreements	3,578	3,567
Operating lease liabilities	4,957	0
Total current liabilities	90,876	46,919
Debt, net of current portion	223,556	225,165
Payable pursuant to tax receivable agreements, net of current portion	34,355	37,220
Deferred tax liabilities, net	328	400
Deferred revenue, net of current portion	18,851	20,224
Operating lease liabilities, net of current portion	57,280	0
Other liabilities, net of current portion	6,077	17,637
Total liabilities	431,323	347,565
Commitments and contingencies (note 14)
Stockholders' equity:
Additional paid-in capital	462,245	460,101
Retained earnings	31,992	21,138
Accumulated other comprehensive income, net of tax	379	328
Total stockholders' equity attributable to RE/MAX Holdings, Inc.	494,618	481,569
Non-controlling interest	(394,208)	(402,294)
Total stockholders' equity	100,410	79,275
Total liabilities and stockholders' equity	531,733	426,840
Common Class A
Stockholders' equity:
Common stock	2	2
Total stockholders' equity	2	2
Common Class B
Stockholders' equity:
Common stock	0	0
Total stockholders' equity	$ 0	$ 0

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Sep. 30, 2019	Dec. 31, 2018
Accounts and notes receivable, allowance	$ 11,273	$ 7,980
Property and equipment, accumulated depreciation	$ 14,572	$ 13,280
Common Class A
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	180,000,000	180,000,000
Common stock, shares issued	17,835,719	17,754,416
Common stock, shares outstanding	17,835,719	17,754,416
Common Class B
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	1,000	1,000
Common stock, shares issued	1	1
Common stock, shares outstanding	1	1

Condensed Consolidated Statemen

Condensed Consolidated Statements of Income - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Revenue:
Total revenue	$ 71,541	$ 54,866	$ 214,100	$ 161,785
Operating expenses:
Selling, operating and administrative expenses	24,478	27,461	83,728	90,136
Marketing Funds expense	18,034	0	54,866	0
Depreciation and amortization	5,595	5,608	16,694	15,252
(Gain) loss on sale or disposition of assets, net	(10)	(10)	353	(41)
Total operating expenses	48,097	33,059	155,641	105,347
Operating income	23,444	21,807	58,459	56,438
Other expenses, net:
Interest expense	(3,089)	(3,050)	(9,398)	(8,945)
Interest income	412	180	1,074	397
Foreign currency transaction gains (losses)	(50)	24	66	(162)
Total other expenses, net	(2,727)	(2,846)	(8,258)	(8,710)
Income before provision for income taxes	20,717	18,961	50,201	47,728
Provision for income taxes	(3,453)	(3,420)	(8,547)	(8,429)
Net income	17,264	15,541	41,654	39,299
Less: net income attributable to non-controlling interest (note 4)	8,091	7,402	19,502	18,529
Net income attributable to RE/MAX Holdings, Inc.	9,173	8,139	$ 22,152	$ 20,770
Common Class A
Other expenses, net:
Net income	$ 0	$ 0
Net income attributable to RE/MAX Holdings, Inc. per share of Class A common stock
Basic	$ 0.51	$ 0.46	$ 1.24	$ 1.17
Diluted	$ 0.51	$ 0.46	$ 1.24	$ 1.17
Weighted average shares of Class A common stock outstanding
Basic	17,826,332	17,746,184	17,803,708	17,733,910
Diluted	17,840,158	17,771,212	17,830,942	17,767,638
Cash dividends declared per share of Class A common stock	$ 0.21	$ 0.20	$ 0.63	$ 0.60
Continuing franchise fees
Revenue:
Total revenue	$ 25,168	$ 25,495	$ 75,018	$ 75,946
Annual dues
Revenue:
Total revenue	8,835	9,106	26,508	26,775
Broker fees
Revenue:
Total revenue	13,292	13,488	35,339	36,669
Marketing Funds fees
Revenue:
Total revenue	18,034	0	54,866	0
Franchise sales and other revenue
Revenue:
Total revenue	$ 6,212	$ 6,777	$ 22,369	$ 22,395

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Consolidated Statements of Comprehensive Income
Net income	$ 17,264	$ 15,541	$ 41,654	$ 39,299
Change in cumulative translation adjustment	(39)	90	95	(77)
Other comprehensive income (loss), net of tax	(39)	90	95	(77)
Comprehensive income	17,225	15,631	41,749	39,222
Less: comprehensive income attributable to non-controlling interest	8,070	7,435	19,546	18,492
Comprehensive income attributable to RE/MAX Holdings, Inc., net of tax	$ 9,155	$ 8,196	$ 22,203	$ 20,730

Condensed Consolidated Statem_3

Condensed Consolidated Statement of Stockholders' Equity - USD ($) $ in Thousands	Additional paid-in capital	Retained earnings	Accumulated other comprehensive income (loss), net of tax	Non-controlling interest	Common Class A	Common Class B	Total
Beginning balance, Value at Dec. 31, 2017	$ 451,199	$ 8,400	$ 459	$ (410,934)	$ 2	$ 0	$ 49,126
Beginning balance, Shares at Dec. 31, 2017					17,696,991	1
Net income	0	4,983	0	4,184	$ 0	$ 0	9,167
Distributions to non-controlling unitholders	0	0	0	(4,212)	0	0	(4,212)
Equity-based compensation expense and related dividend equivalents, value	1,268	(48)	0	0	$ 0	$ 0	1,220
Equity-based compensation expense and related dividend equivalents, shares					46,520	0
Dividends to Class A common stockholders	0	(3,547)	0	0	$ 0	$ 0	(3,547)
Change in accumulated other comprehensive income	0	0	(43)	(39)	0	0	(82)
Payroll taxes related to net settled restricted stock units (value)	(564)	0	0	0	$ 0	$ 0	(564)
Payroll taxes related to net settled restricted stock units (in shares)					(10,209)	0
Ending balance, Value at Mar. 31, 2018	451,903	9,788	416	(411,001)	$ 2	$ 0	51,108
Ending balance, Shares at Mar. 31, 2018					17,733,302	1
Beginning balance, Value at Dec. 31, 2017	451,199	8,400	459	(410,934)	$ 2	$ 0	49,126
Beginning balance, Shares at Dec. 31, 2017					17,696,991	1
Net income							39,299
Dividends to Class A common stockholders							(10,645)
Change in accumulated other comprehensive income							(77)
Ending balance, Value at Sep. 30, 2018	457,026	18,412	419	(403,701)	$ 2	$ 0	72,158
Ending balance, Shares at Sep. 30, 2018					17,746,184	1
Beginning balance, Value at Mar. 31, 2018	451,903	9,788	416	(411,001)	$ 2	$ 0	51,108
Beginning balance, Shares at Mar. 31, 2018					17,733,302	1
Net income	0	7,648	0	6,943	$ 0	$ 0	14,591
Distributions to non-controlling unitholders	0	0	0	(3,606)	0	0	(3,606)
Equity-based compensation expense and related dividend equivalents, value	2,162	(65)	0	0	$ 0	$ 0	2,097
Equity-based compensation expense and related dividend equivalents, shares					18,358	0
Dividends to Class A common stockholders	0	(3,549)	0	0	$ 0	$ 0	(3,549)
Change in accumulated other comprehensive income	0	0	(54)	(31)	0	0	(85)
Payroll taxes related to net settled restricted stock units (value)	(331)	0	0	0	$ 0	$ 0	(331)
Payroll taxes related to net settled restricted stock units (in shares)					(5,476)	0
Other	311	0	0	0	$ 0	$ 0	311
Ending balance, Value at Jun. 30, 2018	454,045	13,822	362	(407,695)	$ 2	$ 0	60,536
Ending balance, Shares at Jun. 30, 2018					17,746,184	1
Net income	0	8,139	0	7,402	$ 0	$ 0	15,541
Distributions to non-controlling unitholders	0	0	0	(3,441)	0	0	(3,441)
Equity-based compensation expense and related dividend equivalents, value	2,776	0	0	0	$ 0	$ 0	2,776
Equity-based compensation expense and related dividend equivalents, shares					0	0
Dividends to Class A common stockholders	0	(3,549)	0	0	$ 0	$ 0	(3,549)
Change in accumulated other comprehensive income	0	0	57	33	0	0	90
Payroll taxes related to net settled restricted stock units (value)	0	0	0	0	$ 0	$ 0	0
Payroll taxes related to net settled restricted stock units (in shares)					0	0
Other	205	0	0	0	$ 0	$ 0	205
Ending balance, Value at Sep. 30, 2018	457,026	18,412	419	(403,701)	$ 2	$ 0	72,158
Ending balance, Shares at Sep. 30, 2018					17,746,184	1
Beginning balance, Value at Dec. 31, 2018	460,101	21,138	328	(402,294)	$ 2	$ 0	79,275
Beginning balance, Shares at Dec. 31, 2018					17,754,416	1
Net income	0	4,409	0	3,848	$ 0	$ 0	8,257
Distributions to non-controlling unitholders	0	0	0	(2,693)	0	0	(2,693)
Equity-based compensation expense and related dividend equivalents, value	3,213	(42)	0	0	$ 0	$ 0	3,171
Equity-based compensation expense and related dividend equivalents, shares					70,797	0
Dividends to Class A common stockholders	0	(3,740)	0	0	$ 0	$ 0	(3,740)
Change in accumulated other comprehensive income	0	0	36	33	0	0	69
Payroll taxes related to net settled restricted stock units (value)	(713)	0	0	0	$ 0	$ 0	(713)
Payroll taxes related to net settled restricted stock units (in shares)					(17,265)	0
Ending balance, Value at Mar. 31, 2019	462,601	21,765	364	(401,106)	$ 2	$ 0	83,626
Ending balance, Shares at Mar. 31, 2019					17,807,948	1
Beginning balance, Value at Dec. 31, 2018	460,101	21,138	328	(402,294)	$ 2	$ 0	79,275
Beginning balance, Shares at Dec. 31, 2018					17,754,416	1
Net income							41,654
Dividends to Class A common stockholders							(11,224)
Change in accumulated other comprehensive income							95
Ending balance, Value at Sep. 30, 2019	462,245	31,992	379	(394,208)	$ 2	$ 0	100,410
Ending balance, Shares at Sep. 30, 2019					17,835,719	1
Beginning balance, Value at Mar. 31, 2019	462,601	21,765	364	(401,106)	$ 2	$ 0	83,626
Beginning balance, Shares at Mar. 31, 2019					17,807,948	1
Net income	0	8,570	0	7,563	$ 0	$ 0	16,133
Distributions to non-controlling unitholders	0	0	0	(4,613)	0	0	(4,613)
Equity-based compensation expense and related dividend equivalents, value	182	(1)	0	0	$ 0	$ 0	181
Equity-based compensation expense and related dividend equivalents, shares					1,740	0
Dividends to Class A common stockholders	0	(3,739)	0	0	$ 0	$ 0	(3,739)
Change in accumulated other comprehensive income	0	0	33	32	0	0	65
Payroll taxes related to net settled restricted stock units (value)	(18)	0	0	0	$ 0	$ 0	(18)
Payroll taxes related to net settled restricted stock units (in shares)					(569)	0
Other	290	0	0	0	$ 0	$ 0	290
Ending balance, Value at Jun. 30, 2019	463,055	26,595	397	(398,124)	$ 2	$ 0	91,925
Ending balance, Shares at Jun. 30, 2019					17,809,119	1
Net income	0	9,173	0	8,091	$ 0	$ 0	17,264
Distributions to non-controlling unitholders	0	0	0	(4,154)	0	0	(4,154)
Equity-based compensation expense and related dividend equivalents, value	(888)	(31)	0	0	$ 0	$ 0	(919)
Equity-based compensation expense and related dividend equivalents, shares					30,278	0
Dividends to Class A common stockholders	0	(3,745)	0	0	$ 0	$ 0	(3,745)
Change in accumulated other comprehensive income	0	0	(18)	(21)	0	0	(39)
Payroll taxes related to net settled restricted stock units (value)	(105)	0	0	0	$ 0	$ 0	(105)
Payroll taxes related to net settled restricted stock units (in shares)					(3,678)	0
Other	183	0	0	0	$ 0	$ 0	183
Ending balance, Value at Sep. 30, 2019	$ 462,245	$ 31,992	$ 379	$ (394,208)	$ 2	$ 0	$ 100,410
Ending balance, Shares at Sep. 30, 2019					17,835,719	1

Condensed Consolidated Statem_4

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018
Cash flows from operating activities:
Net income	$ 41,654	$ 39,299
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	16,694	15,252
Bad debt expense	3,420	1,257
Loss (gain) on sale or disposition of assets and sublease, net	353	(146)
Equity-based compensation expense	4,860	6,141
Deferred income tax expense	3,630	3,503
Fair value adjustments to contingent consideration	330	(860)
Payments pursuant to tax receivable agreements	(2,854)	(5,047)
Other, net	840	902
Changes in operating assets and liabilities	(13,740)	(3,279)
Net cash provided by operating activities	55,187	57,022
Cash flows from investing activities:
Purchases of property, equipment and software and capitalization of trademark costs	(10,093)	(5,316)
Acquisitions, net of cash acquired of $- and $362, respectively	0	(25,888)
Restricted cash acquired with the Marketing Funds acquisition	28,495	0
Other	(1,200)	0
Net cash provided by (used in) investing activities	17,202	(31,204)
Cash flows from financing activities:
Payments on debt	(1,964)	(2,382)
Distributions paid to non-controlling unitholders	(11,460)	(11,259)
Dividends and dividend equivalents paid to Class A common stockholders	(11,298)	(10,758)
Payment of payroll taxes related to net settled restricted stock units	(836)	(895)
Payment of contingent consideration	0	(50)
Net cash used in financing activities	(25,558)	(25,344)
Effect of exchange rate changes on cash	76	(18)
Net increase (decrease) in cash, cash equivalents and restricted cash	46,907	456
Cash, cash equivalents and restricted cash, beginning of year	59,974	50,807
Cash, cash equivalents and restricted cash, end of period	106,881	51,263
Supplemental disclosures of cash flow information:
Cash paid for interest	9,004	8,487
Net cash paid for income taxes	6,032	4,802
Schedule of non-cash investing activities:
Increase (decrease) in accounts payable and accrued liabilities for purchases of property, equipment, software and capitalization of trademark costs	$ (577)	$ 522

Condensed Consolidated Statem_5

Condensed Consolidated Statements of Cash Flows (Parenthetical) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018
Consolidated Statements of Cash Flows
Cash acquired	$ 0	$ 362

Business and Organization

Business and Organization	9 Months Ended
	Sep. 30, 2019
Business and Organization
Business and Organization	1. Business and Organization RE/MAX Holdings, Inc. (“RE/MAX Holdings”) and its consolidated subsidiaries, including RMCO, LLC (“RMCO”), are referred to hereinafter as the “Company.” The Company is a franchisor in the real estate industry, franchising real estate brokerages globally under the RE/MAX brand (“RE/MAX”) and mortgage brokerages within the United States (“U.S.”) under the Motto Mortgage brand. RE/MAX, founded in 1973, has over 128,000 agents operating in over 8,000 offices and a presence in more than 110 countries and territories. Motto Mortgage (“Motto”), founded in 2016, is the first nationally franchised mortgage brokerage in the U.S.

Summary of Significant Accounti

Summary of Significant Accounting Policies	9 Months Ended
	Sep. 30, 2019
Summary of Significant Accounting Policies
Summary of Significant Accounting Policies	2. Summary of Significant Accounting Policies Basis of Presentation ​ The accompanying Condensed Consolidated Balance Sheet at December 31, 2018, which was derived from the audited consolidated financial statements at that date, and the unaudited interim condensed consolidated financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”). Certain information and footnote disclosures normally included in annual consolidated financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. The accompanying condensed consolidated financial statements are presented on a consolidated basis and include the accounts of RE/MAX Holdings and its consolidated subsidiaries. All significant intercompany accounts and transactions have been eliminated. In the opinion of management, the accompanying condensed consolidated financial statements reflect all normal and recurring adjustments necessary to present fairly the Company’s financial position as of September 30, 2019 and the results of its operations and comprehensive income, cash flows and changes in its stockholder’s equity for the three and nine months ended September 30, 2019 and 2018. Interim results may not be indicative of full-year performance. These condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements within the Company’s Annual Report on Form 10-K for the year ended December 31, 2018 (“2018 Annual Report on Form 10-K”). Use of Estimates ​ The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. ​ Segment Reporting ​ In January 2019, the Company acquired all of the regional and pan-regional advertising fund entities previously owned by its founder and Chairman of the Board of Directors, David Liniger. All of these entities, except for the Western Canada region, were then merged into a new entity called RE/MAX Marketing Fund (with the Western Canada fund, collectively, the “Marketing Funds”). See Note 6, Acquisitions The Company operates under the following reportable segments: ● RE/MAX Franchising – comprises the operations of the Company’s owned and independent global franchising operations under the RE/MAX brand name and corporate-wide shared services expenses. ● Marketing Funds – comprises the operations of the Company’s marketing campaigns designed to build and maintain brand awareness and support certain agent marketing technology. ● Other – comprises the operations of Motto Franchising and the legacy operations of booj (see Note 6, Acquisitions for additional information), which, due to quantitative insignificance, do not meet the criteria of a reportable segment. Principles of Consolidation ​ RE/MAX Holdings consolidates RMCO and records a non-controlling interest in the accompanying Condensed Consolidated Balance Sheets and records net income attributable to the non-controlling interest and comprehensive income attributable to the non-controlling interest in the accompanying Condensed Consolidated Statements of Income and Condensed Consolidated Statements of Comprehensive Income, respectively. Revenue Recognition The Company generates most of its revenue from contracts with customers. The Company’s franchise agreements offer the following benefits to the franchisee: common use and promotion of RE/MAX and Motto trademarks; distinctive sales and promotional materials; access to technology; standardized supplies and other materials used in RE/MAX and Motto offices; and recommended procedures for operation of RE/MAX or Motto offices. The Company concluded that these benefits are highly related and all a part of one performance obligation, a license of symbolic intellectual property that is billed through a variety of fees including franchise sales, continuing franchise fees, marketing funds fees, broker fees, and annual dues, described below. The Company has other performance obligations associated with contracts with customers in other revenue for training, marketing and events, and legacy booj customers. The method used to measure progress is over the passage of time for most streams of revenue. The following is a description of principal activities from which the Company generates its revenue. Continuing Franchise Fees Revenue from continuing franchise fees consists of fixed contractual fees paid monthly by franchisees based on the number of RE/MAX agents in the respective franchised region or office and the number of Motto offices open, reaching the full monthly billing once the Motto office has been open and operating for a year. This revenue is recognized in the month for which the fee is billed. This revenue is a usage-based royalty as it is dependent on the number of RE/MAX agents and number of Motto offices. Marketing Funds Fees Revenue from Marketing Funds fees consists of fixed contractual fees paid monthly by franchisees based on the number of RE/MAX agents in the respective franchised region or office or the number of Motto offices. These revenues are obligated to be used for marketing campaigns to build brand awareness and to support agent marketing technology. Amounts received into the Marketing Funds are recognized as revenue in the month for which the fee is billed. This revenue is a usage-based royalty as it is dependent on the number of RE/MAX agents or number of Motto offices. All assets of the Marketing Funds are contractually restricted for the benefit of franchisees, and the Company recognizes an equal and offsetting liability on the Company’s balance sheet. Additionally, this results in recording an equal and offsetting amount of expenses against all revenues such that there is no impact to overall profitability of the Company from these revenues. Annual Dues Annual dues revenue consists of fixed contractual fees paid annually based on the number of RE/MAX agents. The Company defers the annual dues revenue when billed and recognizes the revenue ratably over the 12-month period to which it relates. Annual dues revenue is a usage-based royalty as it is dependent on the number of RE/MAX agents. The activity in the Company’s deferred revenue for annual dues is included in “Deferred revenue” and “Deferred revenue, net of current portion” on the Condensed Consolidated Balance Sheets, and consists of the following in aggregate (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at New billings Revenue recognized (a) Balance at end Nine months ended September 30, 2019 ​ $ 15,877 ​ $ 26,877 ​ $ (26,508) ​ $ 16,246 (a) Revenue recognized related to the beginning balance was $2.5 million and $13.9 million for the three and nine months ended September 30, 2019, respectively. Broker Fees Revenue from broker fees represents fees received from the Company’s RE/MAX franchised regions or franchise offices that are based on a percentage of RE/MAX agents’ gross commission income on home sale transactions. Revenue from broker fees is recognized as a sales-based royalty and recognized in the month when a home sale transaction occurs. Motto franchisees do not pay any fees based on the number or dollar value of loans brokered. Franchise Sales Franchise sales comprises revenue from the sale or renewal of franchises. A fee is charged upon a franchise sale or renewal. Those fees are deemed to be a part of the license of symbolic intellectual property and are recognized as revenue over the contractual term of the franchise agreement, which is typically five years for RE/MAX and seven years for Motto. The activity in the Company’s franchise sales deferred revenue accounts consists of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at New billings Revenue recognized (a) Balance at end Nine months ended September 30, 2019 ​ $ 27,560 ​ $ 5,410 ​ $ (7,133) ​ $ 25,837 (a) Revenue recognized related to the beginning balance was $2.1 million and $6.5 million for the three and nine months ended September 30, 2019, respectively. Commissions Related to Franchise Sales Commissions paid on franchise sales are recognized as an asset and amortized over the contract life of the franchise agreement. The activity in the Company’s capitalized contract costs for commissions (which are included in “other current assets” and “other assets, net of current portion” on the Condensed Consolidated Balance Sheets) consist of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at ​ Expense ​ Additions to contract ​ Balance at end ​ beginning of period recognized cost for new activity of period Nine months ended September 30, 2019 ​ $ 3,748 ​ $ (969) ​ $ 705 ​ $ 3,484 ​ Other Revenue Other revenue is primarily revenue from preferred marketing arrangements and event-based revenue from training and other programs. Revenue from preferred marketing arrangements involves both flat fees paid in advance as well as revenue sharing, both of which are recognized over the period of the arrangement and are recorded net as the Company does not control the good or service provided. Event-based revenue is recognized when the event occurs and until then is included in “Deferred revenue”. Other revenue also includes revenue from booj’s legacy operations for its external customers as booj continues to provide technology products and services, such as websites, mobile apps, and reporting and website tools, to its legacy customers. Disaggregated Revenue In the following table, segment revenue is disaggregated by geographical area (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Nine Months Ended ​ ​ September 30, ​ September 30, ​ 2019 2018 2019 2018 U.S. ​ $ 42,013 ​ $ 43,689 ​ $ 125,437 ​ $ 130,384 Canada ​ ​ 5,886 ​ ​ 6,170 ​ ​ 17,128 ​ ​ 18,146 Global ​ ​ 3,182 ​ ​ 2,591 ​ ​ 8,725 ​ ​ 7,624 Total RE/MAX Franchising ​ ​ 51,081 ​ ​ 52,450 ​ ​ 151,290 ​ ​ 156,154 U.S. ​ ​ 16,163 ​ ​ — ​ ​ 49,216 ​ ​ — Canada ​ ​ 1,644 ​ ​ — ​ ​ 5,029 ​ ​ — Global ​ ​ 227 ​ ​ — ​ ​ 621 ​ ​ — Total Marketing Funds ​ ​ 18,034 ​ ​ — ​ ​ 54,866 ​ ​ — Other ​ ​ 2,426 ​ ​ 2,416 ​ ​ 7,944 ​ ​ 5,631 Total ​ $ 71,541 ​ $ 54,866 ​ $ 214,100 ​ $ 161,785 In the following table, segment revenue is disaggregated by owned or independent regions in the U.S. and Canada for the RE/MAX Franchising segment (in thousands). The split between owned or independent regions is not material to the Marketing Funds or Other segments: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Nine Months Ended ​ ​ September 30, ​ September 30, ​ ​ 2019 2018 ​ 2019 2018 Company-owned Regions ​ $ 33,941 ​ $ 35,138 ​ $ 97,978 ​ $ 102,193 Independent Regions ​ ​ 11,211 ​ ​ 11,904 ​ ​ 33,528 ​ ​ 34,747 Global and Other ​ ​ 5,929 ​ ​ 5,408 ​ ​ 19,784 ​ ​ 19,214 Total RE/MAX Franchising ​ ​ 51,081 ​ ​ 52,450 ​ ​ 151,290 ​ ​ 156,154 Marketing Funds ​ ​ 18,034 ​ ​ — ​ ​ 54,866 ​ ​ — Other ​ ​ 2,426 ​ ​ 2,416 ​ ​ 7,944 ​ ​ 5,631 Total ​ $ 71,541 ​ $ 54,866 ​ $ 214,100 ​ $ 161,785 ​ Transaction Price Allocated to the Remaining Performance Obligations The following table includes estimated revenue by year expected to be recognized in the future related to performance obligations that are unsatisfied (or partially unsatisfied) at the end of the reporting period (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Remaining 3 2020 2021 2022 2023 2024 Thereafter Total Annual dues ​ $ 7,132 ​ $ 9,114 ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ 16,246 Franchise sales ​ ​ 1,900 ​ ​ 6,805 ​ ​ 5,460 ​ ​ 4,012 ​ ​ 2,516 ​ ​ 1,294 ​ ​ 3,850 ​ ​ 25,837 Total ​ $ 9,032 ​ $ 15,919 ​ $ 5,460 ​ $ 4,012 ​ $ 2,516 ​ $ 1,294 ​ $ 3,850 ​ $ 42,083 ​ Cash, Cash Equivalents and Restricted Cash All cash held by the Marketing Funds is contractually restricted. The following table reconciles the amounts presented for cash, both unrestricted and restricted, in the Condensed Consolidated Balance Sheets to the amounts presented in the Condensed Consolidated Statements of Cash Flows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ December 31, ​ 2019 ​ 2018 Cash and cash equivalents ​ $ 87,763 ​ $ 59,974 Restricted cash ​ ​ 19,118 ​ ​ — Total cash, cash equivalents and restricted cash ​ $ 106,881 ​ $ 59,974 ​ Services Provided to the Marketing Funds by RE/MAX Franchising ​ RE/MAX Franchising charges the Marketing Funds for various services it performs. These services are primarily comprised of (a) providing agent marketing technology, including customer relationship management tools, the www.remax.com website, agent and office websites, and mobile apps, (b) dedicated employees focused on marketing campaigns, and (c) various administrative services including accounting, tax and legal. Because these costs are ultimately paid by the Marketing Funds, they do not impact the net income of RE/MAX Holdings as the Marketing Funds have no reported net income. Costs charged from RE/MAX Franchising to the Marketing Funds are as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Nine Months Ended ​ ​ September 30, 2019 ​ September 30, 2019 Technology development - operating ​ $ 1,523 ​ $ 3,687 Technology development - capital ​ ​ 1,420 ​ ​ 3,884 Marketing staff and administrative services ​ ​ 589 ​ ​ 2,638 Total ​ $ 3,532 ​ $ 10,209 ​ Costs charged to the Marketing Funds for the three and nine months ended September 30, 2018 are disclosed in Note 15, Related-Party Transactions Recently Adopted Accounting Pronouncements In February 2018, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2018-02, Income Statement – Reporting Comprehensive Income (Topic 220), In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) including those for which the Company acts as the lessor. In addition, the Company elected the practical expedient relating to the combination of lease and non-lease components as a single lease component. The Company chose not to apply the hindsight practical expedient. The new lease guidance has been applied to all the Company’s leases as of January 1, 2019, which impacted how operating lease assets and liabilities were recorded within the Condensed Consolidated Balance Sheet, resulting in the recording of approximately $65.8 million of lease liabilities and approximately $55.6 million of right-of-use (“ROU”) assets on the Condensed Consolidated Balance Sheet. Deferred rent and sublease loss balances as of January 1, 2019 of approximately $9.3 million and approximately $2.4 million, respectively, and intangible assets of approximately $1.5 million were subsumed into the ROU asset at transition. Adoption of the new standard did not materially affect the Company’s consolidated net earnings and had no impact on cash flows. See Note 3, Leases, New Accounting Pronouncements Not Yet Adopted In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820) In January 2017, the FASB issued ASU 2017-04, Intangibles – Goodwill and Other (Topic 350)

Leases

Leases	9 Months Ended
	Sep. 30, 2019
Leases
Leases	3. Leases The Company leases corporate offices, a distribution center, billboards and certain equipment. As all franchisees are independently owned and operated, there are no leases recognized for any offices used by the Company’s franchisees. The leases have remaining lease terms ranging from less than a year up to 15 years, some of which include one or more options to renew, with renewal terms that can extend the lease term from one to 20 years depending on the lease. Of these renewal options, the Company determined that none are reasonably certain to be exercised. All the Company’s material leases are classified as operating leases. The Company has a lease for its corporate headquarters office building (the “Master Lease”) that expires in 2028. The Company may, at its option, extend the Master Lease for two renewal periods of 10 years. Under the terms of the Master Lease, the Company pays an annual base rent, which escalates 3% each year, including the first optional renewal period. The second optional renewal period resets to fair market rental value, and the rent escalates 3% each year until expiration. The Company pays for insurance, property taxes and operating expenses of the leased space. The Master Lease is the Company’s only significant lease. The Company acts as the lessor for four sublease agreements on its corporate headquarters, consisting solely of operating leases, each of which include a renewal option for the lessee to extend the length of the lease. Renewal options for two of the sublease agreements are contingent upon renewal of the corporate headquarters lease, which is not reasonably certain to be exercised in 2028. As such, the Company determined these sublease renewal options are not reasonably certain to be exercised. Renewal options for the remaining two sublease agreements have already been exercised and will expire before the end of the corporate headquarters lease in 2028. The Company has made an accounting policy election not to recognize right-of-use assets and lease liabilities that arise from any of its short-term leases. All leases with a term of 12 months or less at commencement, for which the Company is not reasonably certain to exercise available renewal options that would extend the lease term past 12 months, will be recognized on a straight-line basis over the lease term. The Company used its Senior Secured Credit Facility interest rate to extrapolate a rate for each of its leases to calculate the present value of the lease liability and right-of-use asset. A summary of the Company’s lease cost is as follows (in thousands, except for weighted-averages): ​ ​ ​ ​ ​ ​ ​ ​ Nine Months Ended September 30, 2019 ​ Lease Cost ​ ​ ​ ​ Operating lease cost (a) ​ $ 9,175 ​ Sublease income ​ ​ (1,111) ​ Short-term lease cost (b) ​ ​ 5,998 ​ Total lease cost ​ $ 14,062 ​ Other information ​ ​ ​ ​ Cash paid for amounts included in the measurement of lease liabilities ​ ​ ​ ​ Operating cash flows from operating leases ​ $ 6,358 ​ Weighted-average remaining lease term in years - operating leases ​ ​ 8.7 ​ Weighted-average discount rate - operating leases ​ ​ 6.32 % (a) Includes approximately $2.7 million of variable lease cost. (b) Includes expenses associated with short-term leases of billboard advertisements and is included in “Marketing Funds expenses” on the Condensed Consolidated Statements of Income. Maturities under non-cancellable leases as of September 30, 2019 were as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Rent Payments ​ Sublease Receipts ​ Total Cash Outflows Year ending December 31: ​ ​ ​ ​ ​ ​ ​ ​ ​ Remainder of 2019 $ 2,146 ​ $ (288) ​ $ 1,858 2020 ​ ​ 8,753 ​ ​ (888) ​ ​ 7,865 2021 ​ ​ 9,007 ​ ​ (775) ​ ​ 8,232 2022 ​ ​ 9,001 ​ ​ (804) ​ ​ 8,197 2023 ​ ​ 9,173 ​ ​ (822) ​ ​ 8,351 Thereafter ​ ​ 43,686 ​ ​ (1,382) ​ ​ 42,304 Total lease payments ​ $ 81,766 ​ $ (4,959) ​ $ 76,807 Less: imputed interest ​ ​ 19,529 ​ ​ ​ ​ ​ ​ Present value of lease liabilities ​ $ 62,237 ​ ​ ​ ​ ​ ​ ​ As previously disclosed in our 2018 Annual Report on Form 10-K and under the previous lease accounting, maturities under non-cancellable leases as of December 31, 2018 were as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Rent Payments ​ Sublease Receipts ​ Total Cash Outflows Year ending December 31: ​ ​ ​ ​ ​ ​ ​ ​ ​ 2019 $ 9,402 ​ $ (1,087) ​ $ 8,315 2020 ​ ​ 9,601 ​ ​ (873) ​ ​ 8,728 2021 ​ ​ 9,341 ​ ​ (775) ​ ​ 8,566 2022 ​ ​ 9,011 ​ ​ (804) ​ ​ 8,207 2023 ​ ​ 9,169 ​ ​ (827) ​ ​ 8,342 Thereafter ​ ​ 43,556 ​ ​ (1,382) ​ ​ 42,174 Total lease payments ​ $ 90,080 ​ $ (5,748) ​ $ 84,332 ​

Non-controlling Interest

Non-controlling Interest	9 Months Ended
	Sep. 30, 2019
Noncontrolling Interest
Non-controlling Interest	4. Non-controlling Interest RE/MAX Holdings is the sole managing member of RMCO and operates and controls all of the business affairs of RMCO. The ownership of the common units in RMCO is summarized as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, 2019 ​ December 31, 2018 ​ ​ Shares Ownership % Shares Ownership % Non-controlling interest ownership of common units in RMCO ​ 12,559,600 ​ 41.32 % 12,559,600 ​ 41.43 % RE/MAX Holdings, Inc. outstanding Class A common stock (equal to RE/MAX Holdings, Inc. common units in RMCO) ​ 17,835,719 ​ 58.68 % 17,754,416 ​ 58.57 % Total common units in RMCO ​ 30,395,319 ​ 100.00 % 30,314,016 ​ 100.00 % ​ The weighted average ownership percentages for the applicable reporting periods are used to calculate the net income attributable to RE/MAX Holdings. A reconciliation of “Income before provision for income taxes” to “Net Income attributable to RE/MAX Holdings, Inc.” and “Net Income attributable to non-controlling interest” in the accompanying Condensed Consolidated Statements of Income for the periods indicated is detailed as follows (in thousands, except for percentages): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended September 30, ​ ​ ​ 2019 ​ 2018 ​ ​ RE/MAX Non-controlling Total RE/MAX Non-controlling Total ​ Weighted average ownership percentage of RMCO (a) ​ ​ 58.67 % ​ 41.33 % ​ 100.00 % ​ 58.56 % ​ 41.44 % ​ 100.00 % Income before provision for income taxes (a) ​ $ 12,152 ​ $ 8,565 ​ $ 20,717 ​ $ 11,096 ​ $ 7,865 ​ $ 18,961 ​ Provision for income taxes (b)(c) ​ ​ (2,979) ​ ​ (474) ​ ​ (3,453) ​ ​ (2,957) ​ ​ (463) ​ ​ (3,420) ​ Net income ​ $ 9,173 ​ $ 8,091 ​ $ 17,264 ​ $ 8,139 ​ $ 7,402 ​ $ 15,541 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Nine Months Ended September 30, ​ ​ ​ 2019 ​ 2018 ​ ​ RE/MAX Non-controlling Total RE/MAX Non-controlling Total ​ Weighted average ownership percentage of RMCO (a) ​ ​ 58.64 % ​ 41.36 % ​ 100.00 % ​ 58.54 % ​ 41.46 % ​ 100.00 % Income before provision for income taxes (a) ​ $ 29,438 ​ $ 20,763 ​ $ 50,201 ​ $ 27,916 ​ $ 19,812 ​ $ 47,728 ​ Provision for income taxes (b)(c) ​ ​ (7,286) ​ ​ (1,261) ​ ​ (8,547) ​ ​ (7,146) ​ ​ (1,283) ​ ​ (8,429) ​ Net income ​ $ 22,152 ​ $ 19,502 ​ $ 41,654 ​ $ 20,770 ​ $ 18,529 ​ $ 39,299 ​ (a) The weighted average ownership percentage of RMCO differs from the allocation of income before provision for income taxes between RE/MAX Holdings and the non-controlling interest due to certain relatively insignificant expenses recorded at RE/MAX Holdings. (b) The provision for income taxes attributable to RE/MAX Holdings is primarily comprised of U.S. federal and state income taxes on its proportionate share of the pass-through income from RMCO. It also includes RE/MAX Holdings’ share of taxes directly incurred by RMCO and its subsidiaries, related primarily to tax liabilities in certain foreign jurisdictions. (c) The provision for income taxes attributable to the non-controlling interest represents its share of taxes related primarily to tax liabilities in certain foreign jurisdictions directly incurred by RMCO or its subsidiaries. Because RMCO is a pass-through entity, there is no U.S. federal and state income tax provision recorded on the non-controlling interest. Distributions and Other Payments to Non-controlling Unitholders Under the terms of RMCO’s fourth amended and restated limited liability company operating agreement (the “RMCO, LLC Agreement”), RMCO makes cash distributions to non-controlling unitholders on a pro-rata basis. The distributions paid or payable to non-controlling unitholders are summarized as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ Nine Months Ended ​ ​ September 30, ​ 2019 2018 Tax and other distributions ​ $ 3,547 ​ $ 3,723 Dividend distributions ​ ​ 7,913 ​ ​ 7,536 Total distributions to non-controlling unitholders ​ $ 11,460 ​ $ 11,259 ​

Earnings Per Share and Dividend

Earnings Per Share and Dividends	9 Months Ended
	Sep. 30, 2019
Earnings Per Share and Dividends
Earnings Per Share and Dividends	5. Earnings Per Share and Dividends Earnings Per Share Basic earnings per share (“EPS”) measures the performance of an entity over the reporting period. Diluted EPS measures the performance of an entity over the reporting period while giving effect to all potentially dilutive common shares that were outstanding during the period. The treasury stock method is used to determine the dilutive potential of stock options and restricted stock units. The following is a reconciliation of the numerator and denominator used in the basic and diluted EPS calculations (in thousands, except share and per share information): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Nine Months Ended ​ ​ September 30, ​ September 30, ​ ​ 2019 ​ 2018 ​ 2019 ​ 2018 Numerator ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income attributable to RE/MAX Holdings, Inc. ​ $ 9,173 ​ $ 8,139 ​ $ 22,152 ​ $ 20,770 Denominator for basic net income per share of Class A common stock ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted average shares of Class A common stock outstanding ​ ​ 17,826,332 ​ ​ 17,746,184 ​ ​ 17,803,708 ​ ​ 17,733,910 Denominator for diluted net income per share of Class A common stock ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted average shares of Class A common stock outstanding ​ ​ 17,826,332 ​ ​ 17,746,184 ​ ​ 17,803,708 ​ ​ 17,733,910 Add dilutive effect of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Restricted stock units ​ ​ 13,826 ​ ​ 25,028 ​ ​ 27,234 ​ ​ 33,728 Weighted average shares of Class A common stock outstanding, diluted ​ ​ 17,840,158 ​ ​ 17,771,212 ​ ​ 17,830,942 ​ ​ 17,767,638 Earnings per share of Class A common stock ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income attributable to RE/MAX Holdings, Inc. per share of Class A common stock, basic ​ $ 0.51 ​ $ 0.46 ​ $ 1.24 ​ $ 1.17 Net income attributable to RE/MAX Holdings, Inc. per share of Class A common stock, diluted ​ $ 0.51 ​ $ 0.46 ​ $ 1.24 ​ $ 1.17 ​ Outstanding Class B common stock does not share in the earnings of RE/MAX Holdings and is therefore not a participating security. Accordingly, basic and diluted net income per share of Class B common stock has not been presented. Dividends Dividends declared and paid quarterly per share on all outstanding shares of Class A common stock were as follows (in thousands, except share and per share information): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Nine Months Ended September 30, ​ ​ 2019 ​ 2018 ​ Date paid Per share Amount paid Amount paid Date paid Per share Amount paid Amount paid Dividend declared during quarter ended: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31 ​ March 20, 2019 ​ $ 0.21 ​ $ 3,740 ​ $ 2,638 ​ March 21, 2018 ​ $ 0.20 ​ $ 3,547 ​ $ 2,512 June 30 ​ May 29, 2019 ​ ​ 0.21 ​ ​ 3,739 ​ ​ 2,638 ​ May 30, 2018 ​ ​ 0.20 ​ ​ 3,549 ​ ​ 2,512 September 30 ​ August 29, 2019 ​ ​ 0.21 ​ ​ 3,745 ​ ​ 2,638 ​ August 29, 2018 ​ ​ 0.20 ​ ​ 3,549 ​ ​ 2,512 ​ ​ ​ ​ $ 0.63 ​ $ 11,224 ​ $ 7,914 ​ ​ ​ $ 0.60 ​ $ 10,645 ​ $ 7,536 ​ On October 30, 2019, the Company’s Board of Directors declared a quarterly dividend of $0.21 per share on all outstanding shares of Class A common stock, which is payable on November 27, 2019 to stockholders of record at the close of business on November 13, 2019.

Acquisitions

Acquisitions	9 Months Ended
	Sep. 30, 2019
Acquisitions
Acquisitions	6. Acquisitions Marketing Funds ​ On January 1, 2019, the Company acquired all of the regional and pan-regional advertising fund entities previously owned by its founder and Chairman of the Board of Directors, David Liniger, for a nominal amount. As in the past, the Marketing Funds are contractually obligated to use the funds collected to support both regional and pan-regional marketing campaigns designed to build and maintain brand awareness and to support the Company’s agent marketing technology. The Company does not plan for the use of the funds to change because of this acquisition and consolidation. The acquisitions of the Marketing Funds are part of the Company’s succession plan, and ownership of the Marketing Funds by the franchisor is a common structure. Expenses incurred with the acquisition of the Marketing Funds were not material. ​ The total assets equal the total liabilities of the Marketing Funds and beginning January 1, 2019, are reflected in the condensed consolidated financial statements of the Company. The Company also began recognizing revenue from the amounts collected, which substantially increased its revenues and expenses. ​ The following table summarizes the Company’s allocation of the purchase price to the fair value of assets acquired and liabilities assumed (in thousands): ​ ​ ​ ​ ​ Restricted cash ​ $ 28,495 Other current assets ​ ​ 8,472 Property and equipment ​ ​ 788 Other assets, net of current portion ​ ​ 126 Total assets acquired ​ ​ 37,881 Other current liabilities ​ ​ 37,881 Total liabilities assumed ​ ​ 37,881 Total acquisition price ​ $ - ​ The Company finalized its accounting for the acquisition of the Marketing Funds during the three months ended June 30, 2019. The Marketing Funds constitutes a business and was accounted for using the fair value acquisition method. The total purchase price was allocated to the assets acquired based on their estimated fair values. Booj, LLC On February 26, 2018, RE/MAX, LLC acquired all membership interests in booj using $26.3 million in cash generated from operations, plus up to approximately $10.0 million in equity-based compensation to be earned over time, based on grant date fair value, which will be accounted for as compensation expense in the future (see Note 12, Equity-Based Compensation for additional information). RE/MAX, LLC acquired booj in order to deliver core technology solutions designed for and with RE/MAX affiliates. The following table summarizes the Company’s allocation of the purchase price to the fair value of assets acquired and liabilities assumed (in thousands): ​ ​ ​ ​ ​ booj Cash ​ $ 362 Other current assets ​ ​ 367 Property and equipment ​ ​ 625 Software ​ ​ 7,400 Trademarks ​ ​ 500 Non-compete agreement ​ ​ 1,200 Customer relationships ​ ​ 800 Other intangible assets ​ ​ 1,589 Other assets, net of current portion ​ ​ 336 Total assets acquired, excluding goodwill ​ ​ 13,179 Current portion of debt ​ ​ (606) Other current liabilities ​ ​ (557) Debt, net of current portion ​ ​ (805) Total liabilities assumed ​ ​ (1,968) Goodwill ​ ​ 15,039 Total purchase price ​ $ 26,250 ​ The Company finalized its accounting for the acquisition of booj during the year ended December 31, 2018. Booj constitutes a business and was accounted for using the fair value acquisition method. The total purchase price was allocated to the assets acquired based on their estimated fair values. The largest intangible assets acquired were valued using an income approach which utilizes Level 3 inputs and are being amortized over a weighted-average useful life using the straight-line method. The excess of the total purchase price over the fair value of the identifiable assets acquired was recorded as goodwill. The goodwill is attributable to expected synergies and projected long-term revenue growth for the RE/MAX network. All of the goodwill recognized is tax deductible. Unaudited Pro Forma Financial Information The following unaudited pro forma financial information reflects the consolidated results of operations of the Company as if the acquisition of booj had occurred on January 1, 2017 and the acquisition of the Marketing Funds had occurred January 1, 2018. The historical financial information has been adjusted to give effect to events that are (1) directly attributed to the acquisitions, (2) factually supportable and (3) expected to have a continuing impact on the combined results. This unaudited pro forma information should not be relied upon as necessarily being indicative of the historical results that would have been obtained if the acquisitions had actually occurred on such dates, nor of the results that may be obtained in the future. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Nine Months Ended ​ ​ September 30, 2018 ​ September 30, 2018 ​ ​ (in thousands, except per share amounts) Total revenue ​ $ 73,361 ​ $ 218,793 Net income attributable to RE/MAX Holdings, Inc. ​ $ 8,139 ​ $ 19,779 Basic earnings per common share ​ $ 0.46 ​ $ 1.12 Diluted earnings per common share ​ $ 0.46 ​ $ 1.11 ​

Intangible Assets and Goodwill

Intangible Assets and Goodwill	9 Months Ended
	Sep. 30, 2019
Intangible Assets and Goodwill
Intangible Assets and Goodwill	7. Intangible Assets and Goodwill The following table provides the components of the Company’s intangible assets (in thousands, except weighted average amortization period in years): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Average ​ As of September 30, 2019 ​ As of December 31, 2018 ​ ​ Amortization ​ Initial ​ Accumulated ​ Net ​ Initial ​ Accumulated ​ Net ​ ​ Period ​ Cost ​ Amortization ​ Balance ​ Cost ​ Amortization ​ Balance Franchise agreements ​ 12.5 ​ $ 180,867 ​ $ (89,329) ​ $ 91,538 ​ $ 180,867 ​ $ (77,710) ​ $ 103,157 Other intangible assets: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Software (a) ​ 4.3 ​ $ 27,824 ​ $ (8,534) ​ $ 19,290 ​ $ 20,579 ​ $ (5,802) ​ $ 14,777 Trademarks ​ 9.3 ​ ​ 1,900 ​ ​ (988) ​ ​ 912 ​ ​ 1,857 ​ ​ (839) ​ ​ 1,018 Non-compete agreements ​ 7.7 ​ ​ 3,700 ​ ​ (1,383) ​ ​ 2,317 ​ ​ 3,700 ​ ​ (896) ​ ​ 2,804 Training materials ​ 5.0 ​ ​ 2,400 ​ ​ (520) ​ ​ 1,880 ​ ​ 2,350 ​ ​ (157) ​ ​ 2,193 Other (b) ​ 5.0 ​ ​ 800 ​ ​ (253) ​ ​ 547 ​ ​ 2,389 ​ ​ (216) ​ ​ 2,173 Total other intangible assets ​ 5.0 ​ $ 36,624 ​ $ (11,678) ​ $ 24,946 ​ $ 30,875 ​ $ (7,910) ​ $ 22,965 (a) As of September 30, 2019 and December 31, 2018, capitalized software development costs of $8.2 million and $ 4.5 million, respectively, were related to technology projects not yet complete and ready for their intended use and thus were not subject to amortization. (b) Other consists of customer relationships and a favorable market lease, both obtained in connection with the acquisition of booj. The favorable market lease was subsumed into “Operating lease right of use assets” on the accompanying Condensed Consolidated Balance Sheet upon adopting the new lease standard on January 1, 2019. See Note 2, Summary of Significant Accounting Policies for additional information. Amortization expense for the three months ended September 30, 2019 and 2018 was $5.2 million and $5.3 million, respectively. Amortization expense for the nine months ended September 30, 2019 and 2018 was $15.5 million and $14.4 million, respectively. The estimated future amortization expense for the next five years related to intangible assets is as follows (in thousands): ​ ​ ​ ​ ​ As of September 30, 2019: ​ ​ Remainder of 2019 ​ $ 5,461 2020 ​ $ 23,168 2021 ​ $ 22,361 2022 ​ $ 19,064 2023 ​ $ 14,353 ​ The following table presents changes to goodwill (in thousands), by segment: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ RE/MAX Other Total Balance, January 1, 2019 ​ $ 138,884 ​ $ 11,800 ​ $ 150,684 Effect of changes in foreign currency exchange rates ​ ​ 92 ​ ​ — ​ ​ 92 Balance, September 30, 2019 ​ $ 138,976 ​ $ 11,800 ​ $ 150,776 ​

Accrued Liabilities

Accrued Liabilities	9 Months Ended
	Sep. 30, 2019
Accrued Liabilities.
Accrued Liabilities	8. Accrued Liabilities Accrued liabilities consist of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, December 31, ​ ​ 2019 ​ 2018 Marketing Funds (a) ​ $ 35,633 ​ $ — Accrued payroll and related employee costs ​ ​ 9,205 ​ ​ 6,517 Accrued taxes ​ ​ 1,803 ​ ​ 1,480 Accrued professional fees ​ ​ 1,295 ​ ​ 2,010 Other ​ ​ 3,193 ​ ​ 3,136 ​ ​ $ 51,129 ​ $ 13,143 (a) Consists primarily of liabilities recognized to reflect the contractual restriction that all funds collected in the Marketing Funds must be spent for designated purposes. See Note 2, Summary of Significant Accounting Policies for additional information. As previously noted, the Marketing Funds were acquired on January 1, 2019.

Debt

Debt	9 Months Ended
	Sep. 30, 2019
Debt
Debt	9. Debt Debt, net of current portion, consists of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ September 30, December 31, ​ ​ 2019 ​ 2018 Senior Secured Credit Facility ​ $ 227,950 ​ $ 229,713 Other long-term financing (a) ​ ​ 425 ​ ​ 635 Less unamortized debt issuance costs ​ ​ (1,257) ​ ​ (1,481) Less unamortized debt discount costs ​ ​ (917) ​ ​ (1,080) Less current portion (a) ​ ​ (2,645) ​ ​ (2,622) ​ ​ $ 223,556 ​ $ 225,165 (a) Includes financing assumed with the acquisition of booj. As of September 30, 2019, the carrying value of this financing approximates the fair value. Maturities of debt are as follows (in thousands): ​ ​ ​ ​ As of September 30, 2019: ​ ​ Remainder of 2019 ​ $ 658 2020 ​ ​ 2,704 2021 ​ ​ 2,350 2022 ​ ​ 2,350 2023 ​ ​ 220,313 ​ ​ $ 228,375 ​ Senior Secured Credit Facility On December 15, 2016, RMCO and RE/MAX, LLC, a wholly owned subsidiary of RMCO, entered into a credit agreement with JPMorgan Chase Bank, N.A., as administrative agent, and various lenders party thereto (the “Senior Secured Credit Facility”). The Senior Secured Credit Facility consists of a $235.0 million term loan facility which matures on December 15, 2023 and a $10.0 million revolving loan facility which must be repaid on December 15, 2021. As of September 30, 2019, the Company had no revolving loans outstanding under its Senior Secured Credit Facility. As of September 30, 2019, the interest rate on the term loan facility was 4.79%.

Fair Value Measurements

Fair Value Measurements	9 Months Ended
	Sep. 30, 2019
Fair Value Measurements
Fair Value Measurements	10. Fair Value Measurements Fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering assumptions, the Company follows a three-tier fair value hierarchy, which is described in detail in the 2018 Annual Report on Form 10-K. A summary of the Company’s liabilities measured at fair value on a recurring basis is as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of September 30, 2019 ​ As of December 31, 2018 ​ Fair Value Level 1 Level 2 Level 3 Fair Value Level 1 Level 2 Level 3 Liabilities ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Contingent consideration ​ $ 5,400 ​ $ — ​ $ — ​ $ 5,400 ​ $ 5,070 ​ $ — ​ $ — ​ $ 5,070 ​ The Company is required to pay additional purchase consideration totaling 8% of gross receipts collected by Motto each year (the “Revenue Share Year”) through September 30, 2026, with no limitation as to the maximum payout. The fair value of the contingent purchase consideration represents the forecasted discounted cash payments that the Company expects to pay. Increases or decreases in the fair value of the contingent purchase consideration can result from changes in discount rates as well as the timing and amount of forecasted revenues. The forecasted revenue growth assumption that is most sensitive is the assumed franchise sales count for which the forecast assumes between 50 and 80 franchises sold annually. This assumption is based on historical sales and an assumption of growth over time. A 10% reduction in the number of franchise sales would decrease the liability by $0.4 million. A 1% change to the discount rate applied to the forecast would change the liability by approximately $0.2 million. The Company measures this liability each reporting period and recognizes changes in fair value, if any, in “Selling, operating and administrative expenses” in the accompanying Condensed Consolidated Statements of Income. The table below presents a reconciliation of this liability (in thousands): ​ ​ ​ ​ ​ Balance at January 1, 2019 ​ $ 5,070 Fair value adjustments ​ ​ 330 Balance at September 30, 2019 ​ $ 5,400 ​ The following table summarizes the carrying value and fair value of the Senior Secured Credit Facility (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ December 31, ​ ​ 2019 ​ 2018 ​ Carrying Fair Value Carrying Fair Value Senior Secured Credit Facility ​ $ 225,776 ​ $ 226,240 ​ $ 227,152 ​ $ 221,673 ​

Income Taxes

Income Taxes	9 Months Ended
	Sep. 30, 2019
Income Taxes
Income Taxes	11. Income Taxes ​ The “Provision for income taxes” in the accompanying Condensed Consolidated Statements of Income is based on an estimate of the Company’s annualized effective income tax rate. ​ On December 22, 2017, the Tax Cuts and Jobs Act (“TCJA”) was enacted which includes significant changes to the U.S. Corporate tax system. The Company will continue to evaluate tax planning opportunities as well as monitor any changes that might be contained in the final regulations related to TCJA. Such final regulations are expected to be issued in 2019 and early 2020. ​

Equity-Based Compensation

Equity-Based Compensation	9 Months Ended
	Sep. 30, 2019
Equity-Based Compensation
Equity-Based Compensation	12. Equity-Based Compensation Employee equity-based compensation expense, net of the amount capitalized in internally developed software, is as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Nine Months Ended ​ ​ September 30, ​ September 30, ​ 2019 2018 2019 2018 Expense from Time-based awards (a) ​ $ 1,883 ​ $ 1,417 ​ $ 5,846 ​ $ 3,278 Expense from Performance-based awards (a)(b) ​ ​ (3,582) ​ ​ 1,310 ​ ​ (3,332) ​ ​ 2,879 Expense from bonus to be settled in shares (c) ​ ​ 687 ​ ​ — ​ ​ 2,505 ​ ​ — Equity-based compensation capitalized (a) ​ ​ 25 ​ ​ (10) ​ ​ (159) ​ ​ (16) Equity-based compensation expense ​ ​ (987) ​ ​ 2,717 ​ ​ 4,860 ​ ​ 6,141 Tax benefit from equity-based compensation ​ ​ 139 ​ ​ (384) ​ ​ (688) ​ ​ (868) Deficit / (excess) tax benefit from equity-based compensation ​ ​ (58) ​ ​ — ​ ​ 55 ​ ​ (145) Net compensation cost ​ $ (906) ​ $ 2,333 ​ $ 4,227 ​ $ 5,128 (a) Includes expense recognized and costs capitalized in connection with the awards granted to booj employees and former owners at the time of acquisition. (b) Expense recognized for performance-based awards is re-assessed each quarter based on expectations of achievement against the performance conditions. For the three and nine months ended September 30, 2019, the Company reversed expense of approximately $3.5 million for awards granted for certain booj work deliverables. This reversal was primarily a result of modifying the awards to extend the due date of the performance conditions from November 1, 2019 to December 31, 2019. This modification occurred in late September 2019, with accounting for this modification resulting in the reversal of the cumulative expense previously recognized and the expensing for the modified award over the new vesting period from late September through December 31, 2019 resulting in $2.4 million to be recognized in the fourth quarter of 2019. Also, for the three and nine months ended September 30, 2019, certain conditions were no longer deemed probable of being met for awards, separate from the aforementioned booj stock awards, that are tied to the achievement of a revenue target measured over a three-year performance period. Therefore, the cumulative expense previously recognized was reversed in the respective period. (c) In 2019, the Company revised its annual bonus plan so that a portion of the bonus for most employees will be settled in shares if the Company meets certain performance metrics. The share amounts to be issued will be determined based on the stock price at the time of vesting in early 2020. These amounts are recognized as “Accrued liabilities” in the accompanying Condensed Consolidated Balance Sheet and are not included in “Additional paid-in capital” until shares are issued. Time-based Restricted Stock Units The following table summarizes equity-based compensation activity related to time-based RSUs: ​ ​ ​ ​ ​ ​ ​ ​ Time-based Weighted average Balance, January 1, 2019 ​ 298,610 ​ $ 51.97 Granted ​ 176,870 ​ $ 38.55 Shares vested (including tax withholding) (a) ​ (76,433) ​ $ 43.46 Forfeited ​ (15,293) ​ $ 46.58 Balance, September 30, 2019 ​ 383,754 ​ $ 47.70 (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 September 30, 2019, there was $11.5 million of total unrecognized time-based RSU expense, all of which is related to unvested awards. This compensation expense is expected to be recognized over the weighted-average remaining vesting period of 2.04 years for time-based restricted stock units. Performance-based Restricted Stock Units The following table summarizes equity-based compensation activity related to performance-based RSUs: ​ ​ ​ ​ ​ ​ ​ ​ Performance-based Weighted average Balance, January 1, 2019 ​ 179,615 ​ $ 55.75 Granted (a) ​ 119,410 ​ $ 38.87 Shares vested ​ (26,382) ​ $ 30.05 Forfeited ​ (36,548) ​ $ 55.53 Balance, September 30, 2019 ​ 236,095 ​ $ 42.36 (a) Represents the total participant target award. At September 30, 2019, there was $3.7 million of total unrecognized performance-based RSU expense, all of which is related to unvested awards. This compensation expense is expected to be recognized over the weighted-average remaining vesting period of 0.96 years for performance-based RSUs.

Leadership Changes and the New

Leadership Changes and the New Service Model	9 Months Ended
	Sep. 30, 2019
Leadership Changes and the New Service Model
Leadership Changes and the New Service Model	13. Leadership Changes and the New Service Model On February 9, 2018, the Company announced the retirement of the Company’s President. The Company entered into a Separation Agreement with the President, and pursuant to the terms of this agreement, the Company incurred a total cost of $1.8 million which was recorded to “Selling, operating and administrative expenses” in the accompanying Condensed Consolidated Statements of Income during the quarter ended March 31, 2018, which is being paid over a 39-month period. In addition, the Company announced a new service model in early 2019 designed to deliver more value to franchisees, as well as support franchisee growth and professional development (the “New Service Model”). In connection with the New Service Model, the Company incurred approximately $2.1 million in total expenses related to severance and outplacement services provided to certain former employees of the Company, of which $0.7 million in expense was recognized for the three months ended March 31, 2019 and the remainder was recognized in 2018. These expenses are included in “Selling, operating and administrative expenses” in the accompanying Condensed Consolidated Statements of Income. All of the above costs were attributable to the RE/MAX Franchising reportable segment. ​

Commitments and Contingencies

Commitments and Contingencies	9 Months Ended
	Sep. 30, 2019
Commitments and Contingencies
Commitments and Contingencies	14. Commitments and Contingencies In March and April of 2019, three putative class action complaints were filed against National Association of Realtors (“NAR”), Realogy Holdings Corp., HomeServices of America, Inc, RE/MAX Holdings, and Keller Williams Realty, Inc. The first was filed on March 6, 2019, by plaintiff Christopher Moehrl in the Northern District of Illinois. The second was filed on April 15, 2019, by plaintiff Sawbill Strategies, Inc., also in the Northern District of Illinois. These two actions have now been consolidated. A third action was filed by plaintiffs Joshua Sitzer and four other individual plaintiffs in the Western District of Missouri. The complaints (collectively “Moehrl/Sitzer suits”) make substantially similar allegations and seek substantially similar relief. The plaintiffs allege that a NAR rule requires brokers to make a blanket, non-negotiable offer of buyer broker compensation when listing a property, resulting in inflated costs to sellers in violation of federal antitrust law. They further allege that certain defendants use their agreements with franchisees to require adherence to the NAR rule in violation of federal antitrust law. Amended complaints add allegations regarding buyer steering and non-disclosure of buyer-broker compensation to the buyer. Additionally, plaintiffs in the action filed by Sitzer et al allege violations of the Missouri Merchandising Practices Act. By agreement, RE/MAX, LLC was substituted for RE/MAX Holdings as defendant in the actions. Among other requested relief, plaintiffs seek damages against the defendants and an injunction enjoining defendants from requiring sellers to pay the buyer broker. The Company intends to vigorously defend against all claims. In addition, the Company is subject to litigation claims arising in the ordinary course of business. The Company believes that it has adequately accrued for legal matters in accordance with the requirements of GAAP. The Company records litigation accruals for legal matters which are both probable and estimable and for related legal costs as incurred. The Company does not reduce these liabilities for potential insurance or third-party recoveries. Management of the Company believes that no such litigation matters involving a reasonably possible chance of loss will, individually or in the aggregate, result in a material adverse effect on the Company's financial condition, results of operations and cash flows. There have been no other material changes to the Company’s commitments and contingencies as of the date of this report, outside of the ordinary course of business, since reporting in the Company’s 2018 Form 10-K. ​

Related-Party Transactions

Related-Party Transactions	9 Months Ended
	Sep. 30, 2019
Related Party Transactions
Related-Party Transactions	15. Related-Party Transactions The majority stockholders of RIHI, specifically the Company’s current Chairman and Co-Founder and the Company’s Vice Chair and Co-Founder have made and continue to make a golf course they own available to the Company for business purposes. The Company used the golf course and related facilities for business purposes at minimal charge during the nine months ended September 30, 2019 and 2018. Additionally, the Company recorded expense of $0.5 million for the value of the benefits provided to Company personnel and others for the complimentary use of the golf course during each of the nine months ended September 30, 2019 and 2018, with an offsetting increase in additional paid in capital. The Company provides services, such as accounting, legal, marketing, technology, human resources and public relations services, to certain affiliated entities (primarily the Company’s affiliated marketing funds prior to the acquisition of the Marketing Funds on January 1, 2019), and it allows these companies to share its leased office space. During the three and nine months ended September 30, 2018, the total amount allocated for services rendered and rent for office space provided on behalf of affiliated entities was $0.9 million and $2.8 million, respectively. As of January 1, 2019, the affiliated marketing funds are included in the consolidated financial statements (see Note 6, Acquisitions

Segment Information

Segment Information	9 Months Ended
	Sep. 30, 2019
Segment Information
Segment Information	16. Segment Information ​ The Company has two reportable segments: RE/MAX Franchising and the Marketing Funds. The category Other consists of the Motto Franchising and booj operating segments. Management evaluates the operating results of its segments based upon revenue and adjusted earnings before interest, the provision for income taxes, depreciation and amortization and other non-cash and non-recurring cash charges or other items (“Adjusted EBITDA”). The Company’s presentation of Adjusted EBITDA may not be comparable to similar measures used by other companies. The accounting policies of the reportable segments are the same as those described in Note 2, Summary of Significant Accounting Policies ​ ​ The following table presents revenue from external customers by segment (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Nine Months Ended ​ ​ September 30, ​ September 30, ​ ​ 2019 ​ 2018 ​ 2019 ​ 2018 Continuing franchise fees ​ $ 24,096 ​ $ 24,836 ​ $ 72,191 ​ $ 74,398 Annual dues ​ ​ 8,835 ​ ​ 9,106 ​ ​ 26,508 ​ ​ 26,775 Broker fees ​ ​ 13,292 ​ ​ 13,488 ​ ​ 35,339 ​ ​ 36,669 Franchise sales and other revenue ​ ​ 4,858 ​ ​ 5,020 ​ ​ 17,252 ​ ​ 18,312 Total RE/MAX Franchising ​ ​ 51,081 ​ ​ 52,450 ​ ​ 151,290 ​ ​ 156,154 Marketing Funds fees ​ ​ 18,034 ​ ​ — ​ ​ 54,866 ​ ​ — Other ​ ​ 2,426 ​ ​ 2,416 ​ ​ 7,944 ​ ​ 5,631 Total revenue ​ $ 71,541 ​ $ 54,866 ​ $ 214,100 ​ $ 161,785 ​ The following table presents a reconciliation of Adjusted EBITDA by segment to income before provision for income taxes (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Nine Months Ended ​ ​ September 30, ​ September 30, ​ ​ 2019 ​ 2018 ​ 2019 ​ 2018 Adjusted EBITDA: RE/MAX Franchising ​ $ 29,134 ​ $ 30,632 ​ $ 83,299 ​ $ 84,429 Adjusted EBITDA: Other ​ ​ (976) ​ ​ (1,169) ​ ​ (2,269) ​ ​ (3,377) Adjusted EBITDA: Consolidated (a) ​ ​ 28,158 ​ ​ 29,463 ​ ​ 81,030 ​ ​ 81,052 Gain (loss) on sale or disposition of assets and sublease, net ​ ​ 10 ​ ​ 5 ​ ​ (353) ​ ​ 146 Equity-based compensation expense (b) ​ ​ 987 ​ ​ (2,717) ​ ​ (4,860) ​ ​ (6,141) Acquisition-related expense (c) ​ ​ (181) ​ ​ (141) ​ ​ (268) ​ ​ (1,628) Special Committee investigation and remediation expense (d) ​ ​ — ​ ​ (111) ​ ​ — ​ ​ (2,761) Fair value adjustments to contingent consideration (e) ​ ​ 15 ​ ​ 940 ​ ​ (330) ​ ​ 860 Interest income ​ ​ 412 ​ ​ 180 ​ ​ 1,074 ​ ​ 397 Interest expense ​ ​ (3,089) ​ ​ (3,050) ​ ​ (9,398) ​ ​ (8,945) Depreciation and amortization ​ ​ (5,595) ​ ​ (5,608) ​ ​ (16,694) ​ ​ (15,252) Income before provision for income taxes ​ $ 20,717 ​ $ 18,961 ​ $ 50,201 ​ $ 47,728 (a) As the revenue for the Marketing Funds are contractually restricted for the benefit of franchisees and the Company has an equal and offsetting amount of expenses such that there is no impact to overall profitability of the Company, there is no Adjusted EBITDA for the Marketing Funds. See “Management’s Discussion and Analysis of Financial Condition and Results of Operations – Non-GAAP Financial Measures” for more information on the Company’s presentation of Adjusted EBITDA and a reconciliation of the differences between the Company’s Adjusted EBITDA and net income, which is the most comparable GAAP measure for operating performance. (b) For the three and nine months ended September 30, 2019, the Company reversed expense for performance awards for certain booj work deliverables as well as for certain revenue performance awards. The booj delivery date was extended to December 31, 2019. See Note 12, Equity-Based Compensation for additional information. (c) Acquisition-related expense includes legal, accounting, advisory and consulting fees incurred in connection with the acquisition and integration of acquired companies. (d) Special Committee investigation and remediation expense relates to costs incurred in relation to the previously disclosed investigation by the special committee of independent directors of actions of certain members of our senior management and the implementation of the remediation plan. (e) Fair value adjustments to contingent consideration include amounts recognized for changes in the estimated fair value of the contingent consideration liability. See Note 10, Fair Value Measurements for additional information.

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	9 Months Ended
	Sep. 30, 2019
Summary of Significant Accounting Policies
Basis of Presentation	Basis of Presentation ​ The accompanying Condensed Consolidated Balance Sheet at December 31, 2018, which was derived from the audited consolidated financial statements at that date, and the unaudited interim condensed consolidated financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”). Certain information and footnote disclosures normally included in annual consolidated financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. The accompanying condensed consolidated financial statements are presented on a consolidated basis and include the accounts of RE/MAX Holdings and its consolidated subsidiaries. All significant intercompany accounts and transactions have been eliminated. In the opinion of management, the accompanying condensed consolidated financial statements reflect all normal and recurring adjustments necessary to present fairly the Company’s financial position as of September 30, 2019 and the results of its operations and comprehensive income, cash flows and changes in its stockholder’s equity for the three and nine months ended September 30, 2019 and 2018. Interim results may not be indicative of full-year performance. These condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements within the Company’s Annual Report on Form 10-K for the year ended December 31, 2018 (“2018 Annual Report on Form 10-K”).
Use of Estimates	Use of Estimates ​ The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.
Segment Reporting	Segment Reporting ​ In January 2019, the Company acquired all of the regional and pan-regional advertising fund entities previously owned by its founder and Chairman of the Board of Directors, David Liniger. All of these entities, except for the Western Canada region, were then merged into a new entity called RE/MAX Marketing Fund (with the Western Canada fund, collectively, the “Marketing Funds”). See Note 6, Acquisitions The Company operates under the following reportable segments: ● RE/MAX Franchising – comprises the operations of the Company’s owned and independent global franchising operations under the RE/MAX brand name and corporate-wide shared services expenses. ● Marketing Funds – comprises the operations of the Company’s marketing campaigns designed to build and maintain brand awareness and support certain agent marketing technology. ● Other – comprises the operations of Motto Franchising and the legacy operations of booj (see Note 6, Acquisitions for additional information), which, due to quantitative insignificance, do not meet the criteria of a reportable segment.
Principles of Consolidation	Principles of Consolidation ​ RE/MAX Holdings consolidates RMCO and records a non-controlling interest in the accompanying Condensed Consolidated Balance Sheets and records net income attributable to the non-controlling interest and comprehensive income attributable to the non-controlling interest in the accompanying Condensed Consolidated Statements of Income and Condensed Consolidated Statements of Comprehensive Income, respectively.
Revenue Recognition	Revenue Recognition The Company generates most of its revenue from contracts with customers. The Company’s franchise agreements offer the following benefits to the franchisee: common use and promotion of RE/MAX and Motto trademarks; distinctive sales and promotional materials; access to technology; standardized supplies and other materials used in RE/MAX and Motto offices; and recommended procedures for operation of RE/MAX or Motto offices. The Company concluded that these benefits are highly related and all a part of one performance obligation, a license of symbolic intellectual property that is billed through a variety of fees including franchise sales, continuing franchise fees, marketing funds fees, broker fees, and annual dues, described below. The Company has other performance obligations associated with contracts with customers in other revenue for training, marketing and events, and legacy booj customers. The method used to measure progress is over the passage of time for most streams of revenue. The following is a description of principal activities from which the Company generates its revenue. Continuing Franchise Fees Revenue from continuing franchise fees consists of fixed contractual fees paid monthly by franchisees based on the number of RE/MAX agents in the respective franchised region or office and the number of Motto offices open, reaching the full monthly billing once the Motto office has been open and operating for a year. This revenue is recognized in the month for which the fee is billed. This revenue is a usage-based royalty as it is dependent on the number of RE/MAX agents and number of Motto offices. Marketing Funds Fees Revenue from Marketing Funds fees consists of fixed contractual fees paid monthly by franchisees based on the number of RE/MAX agents in the respective franchised region or office or the number of Motto offices. These revenues are obligated to be used for marketing campaigns to build brand awareness and to support agent marketing technology. Amounts received into the Marketing Funds are recognized as revenue in the month for which the fee is billed. This revenue is a usage-based royalty as it is dependent on the number of RE/MAX agents or number of Motto offices. All assets of the Marketing Funds are contractually restricted for the benefit of franchisees, and the Company recognizes an equal and offsetting liability on the Company’s balance sheet. Additionally, this results in recording an equal and offsetting amount of expenses against all revenues such that there is no impact to overall profitability of the Company from these revenues. Annual Dues Annual dues revenue consists of fixed contractual fees paid annually based on the number of RE/MAX agents. The Company defers the annual dues revenue when billed and recognizes the revenue ratably over the 12-month period to which it relates. Annual dues revenue is a usage-based royalty as it is dependent on the number of RE/MAX agents. The activity in the Company’s deferred revenue for annual dues is included in “Deferred revenue” and “Deferred revenue, net of current portion” on the Condensed Consolidated Balance Sheets, and consists of the following in aggregate (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at New billings Revenue recognized (a) Balance at end Nine months ended September 30, 2019 ​ $ 15,877 ​ $ 26,877 ​ $ (26,508) ​ $ 16,246 (a) Revenue recognized related to the beginning balance was $2.5 million and $13.9 million for the three and nine months ended September 30, 2019, respectively. Broker Fees Revenue from broker fees represents fees received from the Company’s RE/MAX franchised regions or franchise offices that are based on a percentage of RE/MAX agents’ gross commission income on home sale transactions. Revenue from broker fees is recognized as a sales-based royalty and recognized in the month when a home sale transaction occurs. Motto franchisees do not pay any fees based on the number or dollar value of loans brokered. Franchise Sales Franchise sales comprises revenue from the sale or renewal of franchises. A fee is charged upon a franchise sale or renewal. Those fees are deemed to be a part of the license of symbolic intellectual property and are recognized as revenue over the contractual term of the franchise agreement, which is typically five years for RE/MAX and seven years for Motto. The activity in the Company’s franchise sales deferred revenue accounts consists of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at New billings Revenue recognized (a) Balance at end Nine months ended September 30, 2019 ​ $ 27,560 ​ $ 5,410 ​ $ (7,133) ​ $ 25,837 (a) Revenue recognized related to the beginning balance was $2.1 million and $6.5 million for the three and nine months ended September 30, 2019, respectively. Commissions Related to Franchise Sales Commissions paid on franchise sales are recognized as an asset and amortized over the contract life of the franchise agreement. The activity in the Company’s capitalized contract costs for commissions (which are included in “other current assets” and “other assets, net of current portion” on the Condensed Consolidated Balance Sheets) consist of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at ​ Expense ​ Additions to contract ​ Balance at end ​ beginning of period recognized cost for new activity of period Nine months ended September 30, 2019 ​ $ 3,748 ​ $ (969) ​ $ 705 ​ $ 3,484 ​ Other Revenue Other revenue is primarily revenue from preferred marketing arrangements and event-based revenue from training and other programs. Revenue from preferred marketing arrangements involves both flat fees paid in advance as well as revenue sharing, both of which are recognized over the period of the arrangement and are recorded net as the Company does not control the good or service provided. Event-based revenue is recognized when the event occurs and until then is included in “Deferred revenue”. Other revenue also includes revenue from booj’s legacy operations for its external customers as booj continues to provide technology products and services, such as websites, mobile apps, and reporting and website tools, to its legacy customers. Disaggregated Revenue In the following table, segment revenue is disaggregated by geographical area (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Nine Months Ended ​ ​ September 30, ​ September 30, ​ 2019 2018 2019 2018 U.S. ​ $ 42,013 ​ $ 43,689 ​ $ 125,437 ​ $ 130,384 Canada ​ ​ 5,886 ​ ​ 6,170 ​ ​ 17,128 ​ ​ 18,146 Global ​ ​ 3,182 ​ ​ 2,591 ​ ​ 8,725 ​ ​ 7,624 Total RE/MAX Franchising ​ ​ 51,081 ​ ​ 52,450 ​ ​ 151,290 ​ ​ 156,154 U.S. ​ ​ 16,163 ​ ​ — ​ ​ 49,216 ​ ​ — Canada ​ ​ 1,644 ​ ​ — ​ ​ 5,029 ​ ​ — Global ​ ​ 227 ​ ​ — ​ ​ 621 ​ ​ — Total Marketing Funds ​ ​ 18,034 ​ ​ — ​ ​ 54,866 ​ ​ — Other ​ ​ 2,426 ​ ​ 2,416 ​ ​ 7,944 ​ ​ 5,631 Total ​ $ 71,541 ​ $ 54,866 ​ $ 214,100 ​ $ 161,785 In the following table, segment revenue is disaggregated by owned or independent regions in the U.S. and Canada for the RE/MAX Franchising segment (in thousands). The split between owned or independent regions is not material to the Marketing Funds or Other segments: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Nine Months Ended ​ ​ September 30, ​ September 30, ​ ​ 2019 2018 ​ 2019 2018 Company-owned Regions ​ $ 33,941 ​ $ 35,138 ​ $ 97,978 ​ $ 102,193 Independent Regions ​ ​ 11,211 ​ ​ 11,904 ​ ​ 33,528 ​ ​ 34,747 Global and Other ​ ​ 5,929 ​ ​ 5,408 ​ ​ 19,784 ​ ​ 19,214 Total RE/MAX Franchising ​ ​ 51,081 ​ ​ 52,450 ​ ​ 151,290 ​ ​ 156,154 Marketing Funds ​ ​ 18,034 ​ ​ — ​ ​ 54,866 ​ ​ — Other ​ ​ 2,426 ​ ​ 2,416 ​ ​ 7,944 ​ ​ 5,631 Total ​ $ 71,541 ​ $ 54,866 ​ $ 214,100 ​ $ 161,785 ​ Transaction Price Allocated to the Remaining Performance Obligations The following table includes estimated revenue by year expected to be recognized in the future related to performance obligations that are unsatisfied (or partially unsatisfied) at the end of the reporting period (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Remaining 3 2020 2021 2022 2023 2024 Thereafter Total Annual dues ​ $ 7,132 ​ $ 9,114 ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ 16,246 Franchise sales ​ ​ 1,900 ​ ​ 6,805 ​ ​ 5,460 ​ ​ 4,012 ​ ​ 2,516 ​ ​ 1,294 ​ ​ 3,850 ​ ​ 25,837 Total ​ $ 9,032 ​ $ 15,919 ​ $ 5,460 ​ $ 4,012 ​ $ 2,516 ​ $ 1,294 ​ $ 3,850 ​ $ 42,083
Cash, Cash Equivalents and Restricted Cash	Cash, Cash Equivalents and Restricted Cash All cash held by the Marketing Funds is contractually restricted. The following table reconciles the amounts presented for cash, both unrestricted and restricted, in the Condensed Consolidated Balance Sheets to the amounts presented in the Condensed Consolidated Statements of Cash Flows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ December 31, ​ 2019 ​ 2018 Cash and cash equivalents ​ $ 87,763 ​ $ 59,974 Restricted cash ​ ​ 19,118 ​ ​ — Total cash, cash equivalents and restricted cash ​ $ 106,881 ​ $ 59,974 ​ Services Provided to the Marketing Funds by RE/MAX Franchising ​ RE/MAX Franchising charges the Marketing Funds for various services it performs. These services are primarily comprised of (a) providing agent marketing technology, including customer relationship management tools, the www.remax.com website, agent and office websites, and mobile apps, (b) dedicated employees focused on marketing campaigns, and (c) various administrative services including accounting, tax and legal. Because these costs are ultimately paid by the Marketing Funds, they do not impact the net income of RE/MAX Holdings as the Marketing Funds have no reported net income. Costs charged from RE/MAX Franchising to the Marketing Funds are as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Nine Months Ended ​ ​ September 30, 2019 ​ September 30, 2019 Technology development - operating ​ $ 1,523 ​ $ 3,687 Technology development - capital ​ ​ 1,420 ​ ​ 3,884 Marketing staff and administrative services ​ ​ 589 ​ ​ 2,638 Total ​ $ 3,532 ​ $ 10,209 ​ Costs charged to the Marketing Funds for the three and nine months ended September 30, 2018 are disclosed in Note 15, Related-Party Transactions
Services Provided to the Marketing Funds by RE/MAX Franchising	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ December 31, ​ 2019 ​ 2018 Cash and cash equivalents ​ $ 87,763 ​ $ 59,974 Restricted cash ​ ​ 19,118 ​ ​ — Total cash, cash equivalents and restricted cash ​ $ 106,881 ​ $ 59,974
Recently Adopted Accounting Pronouncements	Recently Adopted Accounting Pronouncements In February 2018, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2018-02, Income Statement – Reporting Comprehensive Income (Topic 220), In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) including those for which the Company acts as the lessor. In addition, the Company elected the practical expedient relating to the combination of lease and non-lease components as a single lease component. The Company chose not to apply the hindsight practical expedient. The new lease guidance has been applied to all the Company’s leases as of January 1, 2019, which impacted how operating lease assets and liabilities were recorded within the Condensed Consolidated Balance Sheet, resulting in the recording of approximately $65.8 million of lease liabilities and approximately $55.6 million of right-of-use (“ROU”) assets on the Condensed Consolidated Balance Sheet. Deferred rent and sublease loss balances as of January 1, 2019 of approximately $9.3 million and approximately $2.4 million, respectively, and intangible assets of approximately $1.5 million were subsumed into the ROU asset at transition. Adoption of the new standard did not materially affect the Company’s consolidated net earnings and had no impact on cash flows. See Note 3, Leases,
New Accounting Pronouncements Not Yet Adopted	New Accounting Pronouncements Not Yet Adopted In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820) In January 2017, the FASB issued ASU 2017-04, Intangibles – Goodwill and Other (Topic 350)

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Tables)	9 Months Ended
	Sep. 30, 2019
Commissions related to franchise sales	The activity in the Company’s capitalized contract costs for commissions (which are included in “other current assets” and “other assets, net of current portion” on the Condensed Consolidated Balance Sheets) consist of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at ​ Expense ​ Additions to contract ​ Balance at end ​ beginning of period recognized cost for new activity of period Nine months ended September 30, 2019 ​ $ 3,748 ​ $ (969) ​ $ 705 ​ $ 3,484
Schedule of disaggregated revenue	In the following table, segment revenue is disaggregated by geographical area (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Nine Months Ended ​ ​ September 30, ​ September 30, ​ 2019 2018 2019 2018 U.S. ​ $ 42,013 ​ $ 43,689 ​ $ 125,437 ​ $ 130,384 Canada ​ ​ 5,886 ​ ​ 6,170 ​ ​ 17,128 ​ ​ 18,146 Global ​ ​ 3,182 ​ ​ 2,591 ​ ​ 8,725 ​ ​ 7,624 Total RE/MAX Franchising ​ ​ 51,081 ​ ​ 52,450 ​ ​ 151,290 ​ ​ 156,154 U.S. ​ ​ 16,163 ​ ​ — ​ ​ 49,216 ​ ​ — Canada ​ ​ 1,644 ​ ​ — ​ ​ 5,029 ​ ​ — Global ​ ​ 227 ​ ​ — ​ ​ 621 ​ ​ — Total Marketing Funds ​ ​ 18,034 ​ ​ — ​ ​ 54,866 ​ ​ — Other ​ ​ 2,426 ​ ​ 2,416 ​ ​ 7,944 ​ ​ 5,631 Total ​ $ 71,541 ​ $ 54,866 ​ $ 214,100 ​ $ 161,785 In the following table, segment revenue is disaggregated by owned or independent regions in the U.S. and Canada for the RE/MAX Franchising segment (in thousands). The split between owned or independent regions is not material to the Marketing Funds or Other segments: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Nine Months Ended ​ ​ September 30, ​ September 30, ​ ​ 2019 2018 ​ 2019 2018 Company-owned Regions ​ $ 33,941 ​ $ 35,138 ​ $ 97,978 ​ $ 102,193 Independent Regions ​ ​ 11,211 ​ ​ 11,904 ​ ​ 33,528 ​ ​ 34,747 Global and Other ​ ​ 5,929 ​ ​ 5,408 ​ ​ 19,784 ​ ​ 19,214 Total RE/MAX Franchising ​ ​ 51,081 ​ ​ 52,450 ​ ​ 151,290 ​ ​ 156,154 Marketing Funds ​ ​ 18,034 ​ ​ — ​ ​ 54,866 ​ ​ — Other ​ ​ 2,426 ​ ​ 2,416 ​ ​ 7,944 ​ ​ 5,631 Total ​ $ 71,541 ​ $ 54,866 ​ $ 214,100 ​ $ 161,785
Schedule of transaction price allocated to the remaining performance obligations	The following table includes estimated revenue by year expected to be recognized in the future related to performance obligations that are unsatisfied (or partially unsatisfied) at the end of the reporting period (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Remaining 3 2020 2021 2022 2023 2024 Thereafter Total Annual dues ​ $ 7,132 ​ $ 9,114 ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ 16,246 Franchise sales ​ ​ 1,900 ​ ​ 6,805 ​ ​ 5,460 ​ ​ 4,012 ​ ​ 2,516 ​ ​ 1,294 ​ ​ 3,850 ​ ​ 25,837 Total ​ $ 9,032 ​ $ 15,919 ​ $ 5,460 ​ $ 4,012 ​ $ 2,516 ​ $ 1,294 ​ $ 3,850 ​ $ 42,083
Schedule of reconciliation of cash, both unrestricted and restricted	All cash held by the Marketing Funds is contractually restricted. The following table reconciles the amounts presented for cash, both unrestricted and restricted, in the Condensed Consolidated Balance Sheets to the amounts presented in the Condensed Consolidated Statements of Cash Flows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ December 31, ​ 2019 ​ 2018 Cash and cash equivalents ​ $ 87,763 ​ $ 59,974 Restricted cash ​ ​ 19,118 ​ ​ — Total cash, cash equivalents and restricted cash ​ $ 106,881 ​ $ 59,974 ​
Schedule of cost charges to intersegment	Costs charged from RE/MAX Franchising to the Marketing Funds are as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Nine Months Ended ​ ​ September 30, 2019 ​ September 30, 2019 Technology development - operating ​ $ 1,523 ​ $ 3,687 Technology development - capital ​ ​ 1,420 ​ ​ 3,884 Marketing staff and administrative services ​ ​ 589 ​ ​ 2,638 Total ​ $ 3,532 ​ $ 10,209
Annual dues
Schedule of contract liability	The activity in the Company’s deferred revenue for annual dues is included in “Deferred revenue” and “Deferred revenue, net of current portion” on the Condensed Consolidated Balance Sheets, and consists of the following in aggregate (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at New billings Revenue recognized (a) Balance at end Nine months ended September 30, 2019 ​ $ 15,877 ​ $ 26,877 ​ $ (26,508) ​ $ 16,246 (a) Revenue recognized related to the beginning balance was $2.5 million and $13.9 million for the three and nine months ended September 30, 2019, respectively.
Franchise sales revenue
Schedule of contract liability	Franchise sales comprises revenue from the sale or renewal of franchises. A fee is charged upon a franchise sale or renewal. Those fees are deemed to be a part of the license of symbolic intellectual property and are recognized as revenue over the contractual term of the franchise agreement, which is typically five years for RE/MAX and seven years for Motto. The activity in the Company’s franchise sales deferred revenue accounts consists of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at New billings Revenue recognized (a) Balance at end Nine months ended September 30, 2019 ​ $ 27,560 ​ $ 5,410 ​ $ (7,133) ​ $ 25,837 (a) Revenue recognized related to the beginning balance was $2.1 million and $6.5 million for the three and nine months ended September 30, 2019, respectively.

Leases (Tables)

Leases (Tables)	9 Months Ended
	Sep. 30, 2019
Leases
Schedule of lease cost and other information	​ ​ ​ ​ ​ ​ ​ ​ Nine Months Ended September 30, 2019 ​ Lease Cost ​ ​ ​ ​ Operating lease cost (a) ​ $ 9,175 ​ Sublease income ​ ​ (1,111) ​ Short-term lease cost (b) ​ ​ 5,998 ​ Total lease cost ​ $ 14,062 ​ Other information ​ ​ ​ ​ Cash paid for amounts included in the measurement of lease liabilities ​ ​ ​ ​ Operating cash flows from operating leases ​ $ 6,358 ​ Weighted-average remaining lease term in years - operating leases ​ ​ 8.7 ​ Weighted-average discount rate - operating leases ​ ​ 6.32 % (a) Includes approximately $2.7 million of variable lease cost. (b) Includes expenses associated with short-term leases of billboard advertisements and is included in “Marketing Funds expenses” on the Condensed Consolidated Statements of Income.
Schedule of maturities of lease liabilities under non-cancellable leases	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Rent Payments ​ Sublease Receipts ​ Total Cash Outflows Year ending December 31: ​ ​ ​ ​ ​ ​ ​ ​ ​ Remainder of 2019 $ 2,146 ​ $ (288) ​ $ 1,858 2020 ​ ​ 8,753 ​ ​ (888) ​ ​ 7,865 2021 ​ ​ 9,007 ​ ​ (775) ​ ​ 8,232 2022 ​ ​ 9,001 ​ ​ (804) ​ ​ 8,197 2023 ​ ​ 9,173 ​ ​ (822) ​ ​ 8,351 Thereafter ​ ​ 43,686 ​ ​ (1,382) ​ ​ 42,304 Total lease payments ​ $ 81,766 ​ $ (4,959) ​ $ 76,807 Less: imputed interest ​ ​ 19,529 ​ ​ ​ ​ ​ ​ Present value of lease liabilities ​ $ 62,237 ​ ​ ​ ​ ​ ​
Schedule of previous lease accounting, maturities of lease liabilities	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Rent Payments ​ Sublease Receipts ​ Total Cash Outflows Year ending December 31: ​ ​ ​ ​ ​ ​ ​ ​ ​ 2019 $ 9,402 ​ $ (1,087) ​ $ 8,315 2020 ​ ​ 9,601 ​ ​ (873) ​ ​ 8,728 2021 ​ ​ 9,341 ​ ​ (775) ​ ​ 8,566 2022 ​ ​ 9,011 ​ ​ (804) ​ ​ 8,207 2023 ​ ​ 9,169 ​ ​ (827) ​ ​ 8,342 Thereafter ​ ​ 43,556 ​ ​ (1,382) ​ ​ 42,174 Total lease payments ​ $ 90,080 ​ $ (5,748) ​ $ 84,332

Non-controlling Interest (Table

Non-controlling Interest (Tables)	9 Months Ended
	Sep. 30, 2019
Noncontrolling Interest
Summary of Ownership of the Common Units	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, 2019 ​ December 31, 2018 ​ ​ Shares Ownership % Shares Ownership % Non-controlling interest ownership of common units in RMCO ​ 12,559,600 ​ 41.32 % 12,559,600 ​ 41.43 % RE/MAX Holdings, Inc. outstanding Class A common stock (equal to RE/MAX Holdings, Inc. common units in RMCO) ​ 17,835,719 ​ 58.68 % 17,754,416 ​ 58.57 % Total common units in RMCO ​ 30,395,319 ​ 100.00 % 30,314,016 ​ 100.00 % ​ The weighted average ownership percentages for the applicable reporting periods are used to calculate the net income attributable to RE/MAX Holdings. A reconciliation of “Income before provision for income taxes” to “Net Income attributable to RE/MAX Holdings, Inc.” and “Net Income attributable to non-controlling interest” in the accompanying Condensed Consolidated Statements of Income for the periods indicated is detailed as follows (in thousands, except for percentages): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended September 30, ​ ​ ​ 2019 ​ 2018 ​ ​ RE/MAX Non-controlling Total RE/MAX Non-controlling Total ​ Weighted average ownership percentage of RMCO (a) ​ ​ 58.67 % ​ 41.33 % ​ 100.00 % ​ 58.56 % ​ 41.44 % ​ 100.00 % Income before provision for income taxes (a) ​ $ 12,152 ​ $ 8,565 ​ $ 20,717 ​ $ 11,096 ​ $ 7,865 ​ $ 18,961 ​ Provision for income taxes (b)(c) ​ ​ (2,979) ​ ​ (474) ​ ​ (3,453) ​ ​ (2,957) ​ ​ (463) ​ ​ (3,420) ​ Net income ​ $ 9,173 ​ $ 8,091 ​ $ 17,264 ​ $ 8,139 ​ $ 7,402 ​ $ 15,541 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Nine Months Ended September 30, ​ ​ ​ 2019 ​ 2018 ​ ​ RE/MAX Non-controlling Total RE/MAX Non-controlling Total ​ Weighted average ownership percentage of RMCO (a) ​ ​ 58.64 % ​ 41.36 % ​ 100.00 % ​ 58.54 % ​ 41.46 % ​ 100.00 % Income before provision for income taxes (a) ​ $ 29,438 ​ $ 20,763 ​ $ 50,201 ​ $ 27,916 ​ $ 19,812 ​ $ 47,728 ​ Provision for income taxes (b)(c) ​ ​ (7,286) ​ ​ (1,261) ​ ​ (8,547) ​ ​ (7,146) ​ ​ (1,283) ​ ​ (8,429) ​ Net income ​ $ 22,152 ​ $ 19,502 ​ $ 41,654 ​ $ 20,770 ​ $ 18,529 ​ $ 39,299 ​ (a) The weighted average ownership percentage of RMCO differs from the allocation of income before provision for income taxes between RE/MAX Holdings and the non-controlling interest due to certain relatively insignificant expenses recorded at RE/MAX Holdings. (b) The provision for income taxes attributable to RE/MAX Holdings is primarily comprised of U.S. federal and state income taxes on its proportionate share of the pass-through income from RMCO. It also includes RE/MAX Holdings’ share of taxes directly incurred by RMCO and its subsidiaries, related primarily to tax liabilities in certain foreign jurisdictions. (c) The provision for income taxes attributable to the non-controlling interest represents its share of taxes related primarily to tax liabilities in certain foreign jurisdictions directly incurred by RMCO or its subsidiaries. Because RMCO is a pass-through entity, there is no U.S. federal and state income tax provision recorded on the non-controlling interest.
Reconciliation from Income Before Provision for Income Taxes to Net Income	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, 2019 ​ December 31, 2018 ​ ​ Shares Ownership % Shares Ownership % Non-controlling interest ownership of common units in RMCO ​ 12,559,600 ​ 41.32 % 12,559,600 ​ 41.43 % RE/MAX Holdings, Inc. outstanding Class A common stock (equal to RE/MAX Holdings, Inc. common units in RMCO) ​ 17,835,719 ​ 58.68 % 17,754,416 ​ 58.57 % Total common units in RMCO ​ 30,395,319 ​ 100.00 % 30,314,016 ​ 100.00 %
Distributions Paid or Payable	​ ​ ​ ​ ​ ​ ​ ​ ​ Nine Months Ended ​ ​ September 30, ​ 2019 2018 Tax and other distributions ​ $ 3,547 ​ $ 3,723 Dividend distributions ​ ​ 7,913 ​ ​ 7,536 Total distributions to non-controlling unitholders ​ $ 11,460 ​ $ 11,259

Earnings Per Share and Divide_2

Earnings Per Share and Dividends (Tables)	9 Months Ended
	Sep. 30, 2019
Earnings Per Share and Dividends
Reconciliation of Numerator and Denominator used in Basic and Diluted EPS Calculations	The following is a reconciliation of the numerator and denominator used in the basic and diluted EPS calculations (in thousands, except share and per share information): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Nine Months Ended ​ ​ September 30, ​ September 30, ​ ​ 2019 ​ 2018 ​ 2019 ​ 2018 Numerator ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income attributable to RE/MAX Holdings, Inc. ​ $ 9,173 ​ $ 8,139 ​ $ 22,152 ​ $ 20,770 Denominator for basic net income per share of Class A common stock ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted average shares of Class A common stock outstanding ​ ​ 17,826,332 ​ ​ 17,746,184 ​ ​ 17,803,708 ​ ​ 17,733,910 Denominator for diluted net income per share of Class A common stock ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted average shares of Class A common stock outstanding ​ ​ 17,826,332 ​ ​ 17,746,184 ​ ​ 17,803,708 ​ ​ 17,733,910 Add dilutive effect of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Restricted stock units ​ ​ 13,826 ​ ​ 25,028 ​ ​ 27,234 ​ ​ 33,728 Weighted average shares of Class A common stock outstanding, diluted ​ ​ 17,840,158 ​ ​ 17,771,212 ​ ​ 17,830,942 ​ ​ 17,767,638 Earnings per share of Class A common stock ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income attributable to RE/MAX Holdings, Inc. per share of Class A common stock, basic ​ $ 0.51 ​ $ 0.46 ​ $ 1.24 ​ $ 1.17 Net income attributable to RE/MAX Holdings, Inc. per share of Class A common stock, diluted ​ $ 0.51 ​ $ 0.46 ​ $ 1.24 ​ $ 1.17
Schedule of Dividends Declared and Paid Quarterly per Share	Dividends declared and paid quarterly per share on all outstanding shares of Class A common stock were as follows (in thousands, except share and per share information): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Nine Months Ended September 30, ​ ​ 2019 ​ 2018 ​ Date paid Per share Amount paid Amount paid Date paid Per share Amount paid Amount paid Dividend declared during quarter ended: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31 ​ March 20, 2019 ​ $ 0.21 ​ $ 3,740 ​ $ 2,638 ​ March 21, 2018 ​ $ 0.20 ​ $ 3,547 ​ $ 2,512 June 30 ​ May 29, 2019 ​ ​ 0.21 ​ ​ 3,739 ​ ​ 2,638 ​ May 30, 2018 ​ ​ 0.20 ​ ​ 3,549 ​ ​ 2,512 September 30 ​ August 29, 2019 ​ ​ 0.21 ​ ​ 3,745 ​ ​ 2,638 ​ August 29, 2018 ​ ​ 0.20 ​ ​ 3,549 ​ ​ 2,512 ​ ​ ​ ​ $ 0.63 ​ $ 11,224 ​ $ 7,914 ​ ​ ​ $ 0.60 ​ $ 10,645 ​ $ 7,536

Acquisitions (Tables)

Acquisitions (Tables)	9 Months Ended
	Sep. 30, 2019
Acquisitions
Summary of Unaudited Pro Forma Information	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Nine Months Ended ​ ​ September 30, 2018 ​ September 30, 2018 ​ ​ (in thousands, except per share amounts) Total revenue ​ $ 73,361 ​ $ 218,793 Net income attributable to RE/MAX Holdings, Inc. ​ $ 8,139 ​ $ 19,779 Basic earnings per common share ​ $ 0.46 ​ $ 1.12 Diluted earnings per common share ​ $ 0.46 ​ $ 1.11
Booj Llc
Acquisitions
Schedule of Fair Value Of Assets at Acquisition Date	The following table summarizes the Company’s allocation of the purchase price to the fair value of assets acquired and liabilities assumed (in thousands): ​ ​ ​ ​ ​ booj Cash ​ $ 362 Other current assets ​ ​ 367 Property and equipment ​ ​ 625 Software ​ ​ 7,400 Trademarks ​ ​ 500 Non-compete agreement ​ ​ 1,200 Customer relationships ​ ​ 800 Other intangible assets ​ ​ 1,589 Other assets, net of current portion ​ ​ 336 Total assets acquired, excluding goodwill ​ ​ 13,179 Current portion of debt ​ ​ (606) Other current liabilities ​ ​ (557) Debt, net of current portion ​ ​ (805) Total liabilities assumed ​ ​ (1,968) Goodwill ​ ​ 15,039 Total purchase price ​ $ 26,250
Marketing funds
Acquisitions
Schedule of Fair Value Of Assets at Acquisition Date	The following table summarizes the Company’s allocation of the purchase price to the fair value of assets acquired and liabilities assumed (in thousands): ​ ​ ​ ​ ​ Restricted cash ​ $ 28,495 Other current assets ​ ​ 8,472 Property and equipment ​ ​ 788 Other assets, net of current portion ​ ​ 126 Total assets acquired ​ ​ 37,881 Other current liabilities ​ ​ 37,881 Total liabilities assumed ​ ​ 37,881 Total acquisition price ​ $ -

Intangible Assets and Goodwill

Intangible Assets and Goodwill (Tables)	9 Months Ended
	Sep. 30, 2019
Intangible Assets and Goodwill
Schedule of components of intangible assets	The following table provides the components of the Company’s intangible assets (in thousands, except weighted average amortization period in years): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Average ​ As of September 30, 2019 ​ As of December 31, 2018 ​ ​ Amortization ​ Initial ​ Accumulated ​ Net ​ Initial ​ Accumulated ​ Net ​ ​ Period ​ Cost ​ Amortization ​ Balance ​ Cost ​ Amortization ​ Balance Franchise agreements ​ 12.5 ​ $ 180,867 ​ $ (89,329) ​ $ 91,538 ​ $ 180,867 ​ $ (77,710) ​ $ 103,157 Other intangible assets: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Software (a) ​ 4.3 ​ $ 27,824 ​ $ (8,534) ​ $ 19,290 ​ $ 20,579 ​ $ (5,802) ​ $ 14,777 Trademarks ​ 9.3 ​ ​ 1,900 ​ ​ (988) ​ ​ 912 ​ ​ 1,857 ​ ​ (839) ​ ​ 1,018 Non-compete agreements ​ 7.7 ​ ​ 3,700 ​ ​ (1,383) ​ ​ 2,317 ​ ​ 3,700 ​ ​ (896) ​ ​ 2,804 Training materials ​ 5.0 ​ ​ 2,400 ​ ​ (520) ​ ​ 1,880 ​ ​ 2,350 ​ ​ (157) ​ ​ 2,193 Other (b) ​ 5.0 ​ ​ 800 ​ ​ (253) ​ ​ 547 ​ ​ 2,389 ​ ​ (216) ​ ​ 2,173 Total other intangible assets ​ 5.0 ​ $ 36,624 ​ $ (11,678) ​ $ 24,946 ​ $ 30,875 ​ $ (7,910) ​ $ 22,965 (a) As of September 30, 2019 and December 31, 2018, capitalized software development costs of $8.2 million and $ 4.5 million, respectively, were related to technology projects not yet complete and ready for their intended use and thus were not subject to amortization. (b) Other consists of customer relationships and a favorable market lease, both obtained in connection with the acquisition of booj. The favorable market lease was subsumed into “Operating lease right of use assets” on the accompanying Condensed Consolidated Balance Sheet upon adopting the new lease standard on January 1, 2019. See Note 2, Summary of Significant Accounting Policies for additional information.
Schedule of estimated future amortization of intangible assets, other than goodwill	The estimated future amortization expense for the next five years related to intangible assets is as follows (in thousands): ​ ​ ​ ​ ​ As of September 30, 2019: ​ ​ Remainder of 2019 ​ $ 5,461 2020 ​ $ 23,168 2021 ​ $ 22,361 2022 ​ $ 19,064 2023 ​ $ 14,353 ​ The following table presents changes to goodwill (in thousands), by segment: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ RE/MAX Other Total Balance, January 1, 2019 ​ $ 138,884 ​ $ 11,800 ​ $ 150,684 Effect of changes in foreign currency exchange rates ​ ​ 92 ​ ​ — ​ ​ 92 Balance, September 30, 2019 ​ $ 138,976 ​ $ 11,800 ​ $ 150,776
Schedule of changes to goodwill	​ ​ ​ ​ ​ As of September 30, 2019: ​ ​ Remainder of 2019 ​ $ 5,461 2020 ​ $ 23,168 2021 ​ $ 22,361 2022 ​ $ 19,064 2023 ​ $ 14,353

Accrued Liabilities (Tables)

Accrued Liabilities (Tables)	9 Months Ended
	Sep. 30, 2019
Accrued Liabilities.
Schedule of Accrued Liabilities	​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, December 31, ​ ​ 2019 ​ 2018 Marketing Funds (a) ​ $ 35,633 ​ $ — Accrued payroll and related employee costs ​ ​ 9,205 ​ ​ 6,517 Accrued taxes ​ ​ 1,803 ​ ​ 1,480 Accrued professional fees ​ ​ 1,295 ​ ​ 2,010 Other ​ ​ 3,193 ​ ​ 3,136 ​ ​ $ 51,129 ​ $ 13,143 (a) Consists primarily of liabilities recognized to reflect the contractual restriction that all funds collected in the Marketing Funds must be spent for designated purposes. See Note 2, Summary of Significant Accounting Policies for additional information. As previously noted, the Marketing Funds were acquired on January 1, 2019.

Debt (Tables)

Debt (Tables)	9 Months Ended
	Sep. 30, 2019
Debt
Schedule of debt	Debt, net of current portion, consists of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ September 30, December 31, ​ ​ 2019 ​ 2018 Senior Secured Credit Facility ​ $ 227,950 ​ $ 229,713 Other long-term financing (a) ​ ​ 425 ​ ​ 635 Less unamortized debt issuance costs ​ ​ (1,257) ​ ​ (1,481) Less unamortized debt discount costs ​ ​ (917) ​ ​ (1,080) Less current portion (a) ​ ​ (2,645) ​ ​ (2,622) ​ ​ $ 223,556 ​ $ 225,165 (a) Includes financing assumed with the acquisition of booj. As of September 30, 2019, the carrying value of this financing approximates the fair value.
Schedule of Maturities of Debt	Maturities of debt are as follows (in thousands): ​ ​ ​ ​ As of September 30, 2019: ​ ​ Remainder of 2019 ​ $ 658 2020 ​ ​ 2,704 2021 ​ ​ 2,350 2022 ​ ​ 2,350 2023 ​ ​ 220,313 ​ ​ $ 228,375

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	9 Months Ended
	Sep. 30, 2019
Fair Value Measurements
Liabilities measured at fair value on a recurring basis	A summary of the Company’s liabilities measured at fair value on a recurring basis is as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of September 30, 2019 ​ As of December 31, 2018 ​ Fair Value Level 1 Level 2 Level 3 Fair Value Level 1 Level 2 Level 3 Liabilities ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Contingent consideration ​ $ 5,400 ​ $ — ​ $ — ​ $ 5,400 ​ $ 5,070 ​ $ — ​ $ — ​ $ 5,070
Reconciliation of all liabilities of Company measured at fair value on a recurring basis using significant unobservable inputs	The table below presents a reconciliation of this liability (in thousands): ​ ​ ​ ​ ​ Balance at January 1, 2019 ​ $ 5,070 Fair value adjustments ​ ​ 330 Balance at September 30, 2019 ​ $ 5,400 ​ The following table summarizes the carrying value and fair value of the Senior Secured Credit Facility (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ December 31, ​ ​ 2019 ​ 2018 ​ Carrying Fair Value Carrying Fair Value Senior Secured Credit Facility ​ $ 225,776 ​ $ 226,240 ​ $ 227,152 ​ $ 221,673
Summary of carrying value and fair value of senior secured credit facility	​ ​ ​ ​ ​ Balance at January 1, 2019 ​ $ 5,070 Fair value adjustments ​ ​ 330 Balance at September 30, 2019 ​ $ 5,400

Equity-Based Compensation (Tabl

Equity-Based Compensation (Tables)	9 Months Ended
	Sep. 30, 2019
Employee Stock-Based Compensation Expense	Employee equity-based compensation expense, net of the amount capitalized in internally developed software, is as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Nine Months Ended ​ ​ September 30, ​ September 30, ​ 2019 2018 2019 2018 Expense from Time-based awards (a) ​ $ 1,883 ​ $ 1,417 ​ $ 5,846 ​ $ 3,278 Expense from Performance-based awards (a)(b) ​ ​ (3,582) ​ ​ 1,310 ​ ​ (3,332) ​ ​ 2,879 Expense from bonus to be settled in shares (c) ​ ​ 687 ​ ​ — ​ ​ 2,505 ​ ​ — Equity-based compensation capitalized (a) ​ ​ 25 ​ ​ (10) ​ ​ (159) ​ ​ (16) Equity-based compensation expense ​ ​ (987) ​ ​ 2,717 ​ ​ 4,860 ​ ​ 6,141 Tax benefit from equity-based compensation ​ ​ 139 ​ ​ (384) ​ ​ (688) ​ ​ (868) Deficit / (excess) tax benefit from equity-based compensation ​ ​ (58) ​ ​ — ​ ​ 55 ​ ​ (145) Net compensation cost ​ $ (906) ​ $ 2,333 ​ $ 4,227 ​ $ 5,128 (a) Includes expense recognized and costs capitalized in connection with the awards granted to booj employees and former owners at the time of acquisition. (b) Expense recognized for performance-based awards is re-assessed each quarter based on expectations of achievement against the performance conditions. For the three and nine months ended September 30, 2019, the Company reversed expense of approximately $3.5 million for awards granted for certain booj work deliverables. This reversal was primarily a result of modifying the awards to extend the due date of the performance conditions from November 1, 2019 to December 31, 2019. This modification occurred in late September 2019, with accounting for this modification resulting in the reversal of the cumulative expense previously recognized and the expensing for the modified award over the new vesting period from late September through December 31, 2019 resulting in $2.4 million to be recognized in the fourth quarter of 2019. Also, for the three and nine months ended September 30, 2019, certain conditions were no longer deemed probable of being met for awards, separate from the aforementioned booj stock awards, that are tied to the achievement of a revenue target measured over a three-year performance period. Therefore, the cumulative expense previously recognized was reversed in the respective period. (c) In 2019, the Company revised its annual bonus plan so that a portion of the bonus for most employees will be settled in shares if the Company meets certain performance metrics. The share amounts to be issued will be determined based on the stock price at the time of vesting in early 2020. These amounts are recognized as “Accrued liabilities” in the accompanying Condensed Consolidated Balance Sheet and are not included in “Additional paid-in capital” until shares are issued.
Time-based Restricted Stock Units
Restricted Stock Units	​ ​ ​ ​ ​ ​ ​ ​ Time-based Weighted average Balance, January 1, 2019 ​ 298,610 ​ $ 51.97 Granted ​ 176,870 ​ $ 38.55 Shares vested (including tax withholding) (a) ​ (76,433) ​ $ 43.46 Forfeited ​ (15,293) ​ $ 46.58 Balance, September 30, 2019 ​ 383,754 ​ $ 47.70 (a) Pursuant to the terms of the 2013 Incentive Plan, RSUs withheld by the Company for the payment of the employee's tax withholding related to an RSU vesting are added back to the pool of shares available for future awards.
Performance-based Restricted Stock Units
Restricted Stock Units	​ ​ ​ ​ ​ ​ ​ ​ Performance-based Weighted average Balance, January 1, 2019 ​ 179,615 ​ $ 55.75 Granted (a) ​ 119,410 ​ $ 38.87 Shares vested ​ (26,382) ​ $ 30.05 Forfeited ​ (36,548) ​ $ 55.53 Balance, September 30, 2019 ​ 236,095 ​ $ 42.36 (a) Represents the total participant target award.

Segment Information (Tables)

Segment Information (Tables)	9 Months Ended
	Sep. 30, 2019
Segment Information
Schedule of Revenue from External Customers By Segment	The following table presents revenue from external customers by segment (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Nine Months Ended ​ ​ September 30, ​ September 30, ​ ​ 2019 ​ 2018 ​ 2019 ​ 2018 Continuing franchise fees ​ $ 24,096 ​ $ 24,836 ​ $ 72,191 ​ $ 74,398 Annual dues ​ ​ 8,835 ​ ​ 9,106 ​ ​ 26,508 ​ ​ 26,775 Broker fees ​ ​ 13,292 ​ ​ 13,488 ​ ​ 35,339 ​ ​ 36,669 Franchise sales and other revenue ​ ​ 4,858 ​ ​ 5,020 ​ ​ 17,252 ​ ​ 18,312 Total RE/MAX Franchising ​ ​ 51,081 ​ ​ 52,450 ​ ​ 151,290 ​ ​ 156,154 Marketing Funds fees ​ ​ 18,034 ​ ​ — ​ ​ 54,866 ​ ​ — Other ​ ​ 2,426 ​ ​ 2,416 ​ ​ 7,944 ​ ​ 5,631 Total revenue ​ $ 71,541 ​ $ 54,866 ​ $ 214,100 ​ $ 161,785 ​ The following table presents a reconciliation of Adjusted EBITDA by segment to income before provision for income taxes (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Nine Months Ended ​ ​ September 30, ​ September 30, ​ ​ 2019 ​ 2018 ​ 2019 ​ 2018 Adjusted EBITDA: RE/MAX Franchising ​ $ 29,134 ​ $ 30,632 ​ $ 83,299 ​ $ 84,429 Adjusted EBITDA: Other ​ ​ (976) ​ ​ (1,169) ​ ​ (2,269) ​ ​ (3,377) Adjusted EBITDA: Consolidated (a) ​ ​ 28,158 ​ ​ 29,463 ​ ​ 81,030 ​ ​ 81,052 Gain (loss) on sale or disposition of assets and sublease, net ​ ​ 10 ​ ​ 5 ​ ​ (353) ​ ​ 146 Equity-based compensation expense (b) ​ ​ 987 ​ ​ (2,717) ​ ​ (4,860) ​ ​ (6,141) Acquisition-related expense (c) ​ ​ (181) ​ ​ (141) ​ ​ (268) ​ ​ (1,628) Special Committee investigation and remediation expense (d) ​ ​ — ​ ​ (111) ​ ​ — ​ ​ (2,761) Fair value adjustments to contingent consideration (e) ​ ​ 15 ​ ​ 940 ​ ​ (330) ​ ​ 860 Interest income ​ ​ 412 ​ ​ 180 ​ ​ 1,074 ​ ​ 397 Interest expense ​ ​ (3,089) ​ ​ (3,050) ​ ​ (9,398) ​ ​ (8,945) Depreciation and amortization ​ ​ (5,595) ​ ​ (5,608) ​ ​ (16,694) ​ ​ (15,252) Income before provision for income taxes ​ $ 20,717 ​ $ 18,961 ​ $ 50,201 ​ $ 47,728 (a) As the revenue for the Marketing Funds are contractually restricted for the benefit of franchisees and the Company has an equal and offsetting amount of expenses such that there is no impact to overall profitability of the Company, there is no Adjusted EBITDA for the Marketing Funds. See “Management’s Discussion and Analysis of Financial Condition and Results of Operations – Non-GAAP Financial Measures” for more information on the Company’s presentation of Adjusted EBITDA and a reconciliation of the differences between the Company’s Adjusted EBITDA and net income, which is the most comparable GAAP measure for operating performance. (b) For the three and nine months ended September 30, 2019, the Company reversed expense for performance awards for certain booj work deliverables as well as for certain revenue performance awards. The booj delivery date was extended to December 31, 2019. See Note 12, Equity-Based Compensation for additional information. (c) Acquisition-related expense includes legal, accounting, advisory and consulting fees incurred in connection with the acquisition and integration of acquired companies. (d) Special Committee investigation and remediation expense relates to costs incurred in relation to the previously disclosed investigation by the special committee of independent directors of actions of certain members of our senior management and the implementation of the remediation plan. (e) Fair value adjustments to contingent consideration include amounts recognized for changes in the estimated fair value of the contingent consideration liability. See Note 10, Fair Value Measurements for additional information.
Reconciliation of Adjusted EBITDA for its Reportable Segment to Consolidated Balances	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Nine Months Ended ​ ​ September 30, ​ September 30, ​ ​ 2019 ​ 2018 ​ 2019 ​ 2018 Continuing franchise fees ​ $ 24,096 ​ $ 24,836 ​ $ 72,191 ​ $ 74,398 Annual dues ​ ​ 8,835 ​ ​ 9,106 ​ ​ 26,508 ​ ​ 26,775 Broker fees ​ ​ 13,292 ​ ​ 13,488 ​ ​ 35,339 ​ ​ 36,669 Franchise sales and other revenue ​ ​ 4,858 ​ ​ 5,020 ​ ​ 17,252 ​ ​ 18,312 Total RE/MAX Franchising ​ ​ 51,081 ​ ​ 52,450 ​ ​ 151,290 ​ ​ 156,154 Marketing Funds fees ​ ​ 18,034 ​ ​ — ​ ​ 54,866 ​ ​ — Other ​ ​ 2,426 ​ ​ 2,416 ​ ​ 7,944 ​ ​ 5,631 Total revenue ​ $ 71,541 ​ $ 54,866 ​ $ 214,100 ​ $ 161,785

Business and Organization (Deta

Business and Organization (Details) - Minimum	Sep. 30, 2019countryitemOffice
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Number of agents | item	128,000
Number of offices | Office	8,000
Number of countries in which entity operates | country	110

Summary of Significant Accoun_4

Summary of Significant Accounting Policies - Schedule of Deferred Revenue (Details) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2019	Sep. 30, 2019
Annual dues
Disaggregation of Revenue [Line Items]
Deferred revenue recognition period		12 months
Balance at beginning of period		$ 15,877
New billings		26,877
Revenue recognized		(26,508)
Balance at the end of period	$ 16,246	16,246
Revenue recognized	(2,500)	13,900
Franchise sales revenue
Disaggregation of Revenue [Line Items]
Balance at beginning of period		27,560
New billings		5,410
Revenue recognized		7,133
Balance at the end of period	25,837	25,837
Revenue recognized	$ 2,100	$ 6,500
Franchise sales revenue | RE/MAX franchise agreements
Disaggregation of Revenue [Line Items]
Period of franchise agreement		5 years
Franchise sales revenue | Motto franchise agreements
Disaggregation of Revenue [Line Items]
Period of franchise agreement		7 years

Summary of Significant Accoun_5

Summary of Significant Accounting Policies - Commissions Related to Franchise Sales (Details) - Commissions Related to Franchise Sales $ in Thousands	9 Months Ended
	Sep. 30, 2019USD ($)
Capitalized Contract Cost [Line Items]
Balance at beginning of period	$ 3,748
Expense recognized	(969)
Additions to contract cost for new activity	705
Balance at end of period	$ 3,484

Summary of Significant Accoun_6

Summary of Significant Accounting Policies - Disaggregated revenue (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Disaggregation of Revenue [Line Items]
Total revenue	$ 71,541	$ 54,866	$ 214,100	$ 161,785
Owned Regions
Disaggregation of Revenue [Line Items]
Total revenue	33,941	35,138	97,978	102,193
Independent Regions
Disaggregation of Revenue [Line Items]
Total revenue	11,211	11,904	33,528	34,747
Global and Other
Disaggregation of Revenue [Line Items]
Total revenue	5,929	5,408	19,784	19,214
RE/MAX Franchising
Disaggregation of Revenue [Line Items]
Total revenue	51,081	52,450	151,290	156,154
Total Marketing Funds
Disaggregation of Revenue [Line Items]
Total revenue	18,034	0	54,866	0
Other
Disaggregation of Revenue [Line Items]
Total revenue	2,426	2,416	7,944	5,631
U.S. | RE/MAX Franchising
Disaggregation of Revenue [Line Items]
Total revenue	42,013	43,689	125,437	130,384
U.S. | Total Marketing Funds
Disaggregation of Revenue [Line Items]
Total revenue	16,163	0	49,216	0
Canada | RE/MAX Franchising
Disaggregation of Revenue [Line Items]
Total revenue	5,886	6,170	17,128	18,146
Canada | Total Marketing Funds
Disaggregation of Revenue [Line Items]
Total revenue	1,644	0	5,029	0
Global | RE/MAX Franchising
Disaggregation of Revenue [Line Items]
Total revenue	3,182	2,591	8,725	7,624
Global | Total Marketing Funds
Disaggregation of Revenue [Line Items]
Total revenue	$ 227	$ 0	$ 621	$ 0

Summary of Significant Accoun_7

Summary of Significant Accounting Policies - Transaction Price (Details) $ in Thousands	Sep. 30, 2019USD ($)
Annual Dues And Franchise Sales
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	$ 42,083
Annual dues
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	16,246
Franchise sales revenue
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	25,837
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-10-01 | Annual Dues And Franchise Sales
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	$ 9,032
Performance period	3 months
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-10-01 | Annual dues
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	$ 7,132
Performance period	3 months
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-10-01 | Franchise sales revenue
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	$ 1,900
Performance period	3 months
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-01-01 | Annual Dues And Franchise Sales
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	$ 15,919
Performance period	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-01-01 | Annual dues
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	$ 9,114
Performance period	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-01-01 | Franchise sales revenue
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	$ 6,805
Performance period	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-01-01 | Annual Dues And Franchise Sales
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	$ 5,460
Performance period	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-01-01 | Annual dues
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	$ 0
Performance period	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-01-01 | Franchise sales revenue
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	$ 5,460
Performance period	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01 | Annual Dues And Franchise Sales
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	$ 4,012
Performance period	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01 | Annual dues
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	$ 0
Performance period	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01 | Franchise sales revenue
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	$ 4,012
Performance period	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | Annual Dues And Franchise Sales
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	$ 2,516
Performance period	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | Annual dues
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	$ 0
Performance period	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | Franchise sales revenue
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	$ 2,516
Performance period	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | Annual Dues And Franchise Sales
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	$ 1,294
Performance period	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | Annual dues
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	$ 0
Performance period	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | Franchise sales revenue
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	$ 1,294
Performance period	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-01-01 | Annual Dues And Franchise Sales
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	$ 3,850
Performance period
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-01-01 | Annual dues
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	$ 0
Performance period
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-01-01 | Franchise sales revenue
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	$ 3,850
Performance period

Summary of Significant Accoun_8

Summary of Significant Accounting Policies - Cash, Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands	Sep. 30, 2019	Dec. 31, 2018	Sep. 30, 2018	Dec. 31, 2017
Cash, Cash Equivalents and Restricted Cash
Cash and cash equivalents	$ 87,763	$ 59,974
Restricted Cash	19,118	0
Total cash, cash equivalents and restricted cash	$ 106,881	$ 59,974	$ 51,263	$ 50,807

Summary of Significant Accoun_9

Summary of Significant Accounting Policies - Services Provided to Marketing Funds by RE/MAX Franchising (Details) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2019	Sep. 30, 2019
Cost charges	$ 3,532	$ 10,209
Marketing funds | Technology development - operating
Cost charges	1,523	3,687
Marketing funds | Technology development - capital
Cost charges	1,420	3,884
Marketing funds | Marketing staff and administrative services
Cost charges	$ 589	$ 2,638

Summary of Significant Accou_10

Summary of Significant Accounting Policies - Recently Adopted Accounting Pronouncements (Details) - USD ($) $ in Thousands	Jan. 01, 2019	Sep. 30, 2019	Dec. 31, 2018
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Change in Accounting Principle, Accounting Standards Update, Transition Option Elected [Fixed List]		Prospective
Lease, Practical Expedient, Use of Hindsight [true false]	false
Operating Lease, Right-of-Use Asset	$ 55,600	$ 52,258	$ 0
Operating Lease, Liability	65,800	$ 62,237
Deferred rent	9,300
Sublease loss	2,400
Intangible assets	$ 1,500
ASU 2016-02
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Lease, Practical Expedients, Package [true false]		true
New Accounting Pronouncement or Change in Accounting Principle, Prior Period Not Restated [true false]		true

Leases (Details)

Leases (Details)	1 Months Ended	9 Months Ended
	Apr. 30, 2010item	Sep. 30, 2019itemagreement
Lessee, Lease, Description [Line Items]
Remaining lease term		15 years
Option to renew - lessee		true
Number of sublease agreements		4
Number of renewal options reasonably certain to be exercised | item		0
Number of sublease agreements - contingent upon renewal		2
Number of sublease agreements - exercised		2
Minimum
Lessee, Lease, Description [Line Items]
Renewal of lease period		1 year
Maximum
Lessee, Lease, Description [Line Items]
Renewal of lease period		20 years
Master Lease
Lessee, Lease, Description [Line Items]
Number Of Renewal Terms | item	2
Percentage Of Increase In Operating Lease Rent	3.00%
Renewal of lease period		10 years

Leases - Lease Cost (Details)

Leases - Lease Cost (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2019USD ($)
Lease Cost
Operating lease cost	$ 9,175
Sublease income	(1,111)
Short-term lease cost	5,998
Total lease cost	14,062
Operating cash flows from operating leases	$ 6,358
Weighted-average remaining lease term in years - operating leases	8 years 8 months 12 days
Weighted-average discount rate - operating leases	6.32%
Variable lease cost	$ 2,700

Leases - Maturities of lease li

Leases - Maturities of lease liabilities under non-cancellable leases (Details) - USD ($) $ in Thousands	Sep. 30, 2019	Jan. 01, 2019
Rent Payments
Remainder of 2019	$ 2,146
2020	8,753
2021	9,007
2022	9,001
2023	9,173
Thereafter	43,686
Total lease payments	81,766
Less: imputed interest	19,529
Present value of lease liabilities	62,237	$ 65,800
Sublease Receipts
2019	288
2020	888
2021	775
2022	804
2023	822
Thereafter	1,382
Sublease Receipts	4,959
Total Cash Outflows
2019	1,858
2020	7,865
2021	8,232
2022	8,197
2023	8,351
Thereafter	42,304
Total Cash Outflows	$ 76,807

Leases - Previous lease account

Leases - Previous lease accounting, maturities of lease liabilities (Details) $ in Thousands	Dec. 31, 2018USD ($)
Rent Payments
2019	$ 9,402
2020	9,601
2021	9,341
2022	9,011
2023	9,169
Thereafter	43,556
Total lease payments	90,080
Sublease Receipts
2019	(1,087)
2020	(873)
2021	(775)
2022	(804)
2023	(827)
Thereafter	(1,382)
Total Sublease receipts	(5,748)
Total Cash Outflows
2019	8,315
2020	8,728
2021	8,566
2022	8,207
2023	8,342
Thereafter	42,174
Total Cash Outflows	$ 84,332

Non-controlling Interest - Owne

Non-controlling Interest - Ownership of common units in RMCO (Details) - RMCO, LLC - shares	Sep. 30, 2019	Dec. 31, 2018
Shares
Non-controlling interest ownership of common units in RMCO	12,559,600	12,559,600
RE/MAX Holdings, Inc. outstanding Class A common stock (equal to RE/MAX Holdings, Inc. common units in RMCO)	17,835,719	17,754,416
Total number of common stock units in RMCO	30,395,319	30,314,016
Ownership Percentage
Non-controlling interest ownership of common units in RMCO as a percentage	41.32%	41.43%
RE/MAX Holdings, Inc. outstanding Class A common stock (equal to RE/MAX Holdings, Inc. common units in RMCO)	58.68%	58.57%
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						9 Months Ended
	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Sep. 30, 2019	Sep. 30, 2018
Noncontrolling Interest
Weighted average ownership percentage of controlling interest	58.67%			58.56%			58.64%	58.54%
Weighted average ownership percentage of noncontrolling interest	41.33%			41.44%			41.36%	41.46%
Total (as a percentage)	100.00%			100.00%			100.00%	100.00%
Income before provision for income taxes attributable to RE/MAX Holdings, Inc.	$ 12,152			$ 11,096			$ 29,438	$ 27,916
Provision for income taxes attributable to RE/MAX Holdings, Inc.	(2,979)			(2,957)			(7,286)	(7,146)
Net income attributable to RE/MAX Holdings, Inc.	9,173			8,139			22,152	20,770
Income before provision for income taxes: Non-controlling interest	8,565			7,865			20,763	19,812
Provision for income taxes: Non-controlling interest	(474)			(463)			(1,261)	(1,283)
Net income: Non-controlling interest	8,091			7,402			19,502	18,529
Income before provision for income taxes	20,717			18,961			50,201	47,728
Provision for income taxes	(3,453)			(3,420)			(8,547)	(8,429)
Net income	$ 17,264	$ 16,133	$ 8,257	$ 15,541	$ 14,591	$ 9,167	$ 41,654	$ 39,299

Non-controlling Interest - Dist

Non-controlling Interest - Distributions Paid or Payable (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018
Dividends Payable [Line Items]
Distributions paid or payable to or on behalf of non-controlling unitholders	$ 11,460	$ 11,259
Tax and other distributions
Dividends Payable [Line Items]
Distributions paid or payable to or on behalf of non-controlling unitholders	3,547	3,723
Dividend distributions
Dividends Payable [Line Items]
Distributions paid or payable to or on behalf of non-controlling unitholders	$ 7,913	$ 7,536

Earnings Per Share and Divide_3

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		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Numerator
Net income attributable to RE/MAX Holdings, Inc.	$ 9,173	$ 8,139	$ 22,152	$ 20,770
Common Class A
Denominator for basic net income per share of Class A common stock
Weighted average shares of Class A common stock outstanding	17,826,332	17,746,184	17,803,708	17,733,910
Denominator for diluted net income per share of Class A common stock
Weighted average shares of Class A common stock outstanding	17,826,332	17,746,184	17,803,708	17,733,910
Add dilutive effect of the following:
Weighted average shares of Class A common stock outstanding, diluted	17,840,158	17,771,212	17,830,942	17,767,638
Earnings per share of Class A common stock
Net income attributable to RE/MAX Holdings, Inc. per share of Class A common stock, basic	$ 0.51	$ 0.46	$ 1.24	$ 1.17
Net income attributable to RE/MAX Holdings, Inc. per share of Class A common stock, diluted	$ 0.51	$ 0.46	$ 1.24	$ 1.17
Restricted Stock Units (RSUs) | Common Class A
Add dilutive effect of the following:
Restricted stock units	13,826	25,028	27,234	33,728

Earnings Per Share and Divide_4

Earnings Per Share and Dividends - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands	1 Months Ended	3 Months Ended						9 Months Ended
	Oct. 31, 2019	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Sep. 30, 2019	Sep. 30, 2018
Dividends Payable [Line Items]
Dividends declared and paid		$ 3,745	$ 3,739	$ 3,740	$ 3,549	$ 3,549	$ 3,547	$ 11,224	$ 10,645
Common Class A
Dividends Payable [Line Items]
Cash dividends declared per share of Class A common stock		$ 0.21	$ 0.21	$ 0.21	$ 0.20	$ 0.20	$ 0.20	$ 0.63	$ 0.60
Dividends declared and paid		$ 0	$ 0	$ 0	$ 0	$ 0	$ 0
Quarterly dividend | Common Class A
Dividends Payable [Line Items]
Cash dividends declared per share of Class A common stock	$ 0.21
Non-controlling interest
Dividends Payable [Line Items]
Dividends declared and paid		0	0	0	0	0	0
Distributions declared to non-controlling unitholders		$ 2,638	$ 2,638	$ 2,638	$ 2,512	$ 2,512	$ 2,512	$ 7,914	$ 7,536

Acquisitions (Details)

Acquisitions (Details) - USD ($) $ / shares in Units, $ in Thousands	Feb. 26, 2018	Sep. 30, 2018	Sep. 30, 2018	Sep. 30, 2019	Jan. 01, 2019	Dec. 31, 2018
Purchase Price Allocation
Goodwill				$ 150,776		$ 150,684
Pro Forma Information
Total revenue		$ 73,361	$ 218,793
Net income attributable to RE/MAX Holdings, Inc.		$ 8,139	$ 19,779
Basic earnings per common share		$ 0.46	$ 1.12
Diluted earnings per common share		$ 0.46	$ 1.11
Booj Llc
Business Acquisition [Line Items]
Cash consideration	$ 26,300
Issuance of Class A common stock, equity-based compensation plans, value	10,000
Purchase Price Allocation
Cash	362
Other current assets	367
Property and equipment	625
Software	7,400
Trademarks	500
Non-compete agreement	1,200
Customer relationships	800
Other intangible assets	1,589
Other assets, net of current portion	336
Total assets acquired, excluding goodwill	13,179
Current portion of debt	(606)
Other current liabilities	557
Debt, net of current portion	(805)
Total liabilities assumed	1,968
Goodwill	15,039
Total purchase price	$ 26,250
Marketing funds
Purchase Price Allocation
Restricted cash					$ 28,495
Other current assets					8,472
Property and equipment					788
Other assets, net of current portion					126
Total assets acquired					37,881
Other current liabilities					37,881
Total liabilities assumed					$ 37,881

Intangible Assets and Goodwil_2

Intangible Assets and Goodwill - Components of Company's Intangible Assets (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018	Dec. 31, 2018
Finite Lived Intangible Assets [Line Items]
Net Balance	$ 91,538		$ 91,538		$ 103,157
Amortization expense	5,200	$ 5,300	15,500	$ 14,400
Franchise agreements
Finite Lived Intangible Assets [Line Items]
Initial Cost	180,867		180,867		180,867
Accumulated Amortization	(89,329)		(89,329)		(77,710)
Net Balance	91,538		$ 91,538		103,157
Franchise agreements | Weighted Average
Finite Lived Intangible Assets [Line Items]
Useful life of intangible assets			12 years 6 months
Other intangible assets
Finite Lived Intangible Assets [Line Items]
Initial Cost	36,624		$ 36,624		30,875
Accumulated Amortization	(11,678)		(11,678)		(7,910)
Net Balance	24,946		$ 24,946		22,965
Other intangible assets | Weighted Average
Finite Lived Intangible Assets [Line Items]
Useful life of intangible assets			5 years
Software
Finite Lived Intangible Assets [Line Items]
Initial Cost	27,824		$ 27,824		20,579
Accumulated Amortization	(8,534)		(8,534)		(5,802)
Net Balance	19,290		$ 19,290		14,777
Software | Weighted Average
Finite Lived Intangible Assets [Line Items]
Useful life of intangible assets			4 years 3 months 18 days
Trademarks
Finite Lived Intangible Assets [Line Items]
Initial Cost	1,900		$ 1,900		1,857
Accumulated Amortization	(988)		(988)		(839)
Net Balance	912		$ 912		1,018
Trademarks | Weighted Average
Finite Lived Intangible Assets [Line Items]
Useful life of intangible assets			9 years 3 months 18 days
Software Development
Finite Lived Intangible Assets [Line Items]
Capitalized software development costs	8,200		$ 8,200		4,500
Non-compete agreements
Finite Lived Intangible Assets [Line Items]
Initial Cost	3,700		3,700		3,700
Accumulated Amortization	(1,383)		(1,383)		(896)
Net Balance	2,317		$ 2,317		2,804
Non-compete agreements | Weighted Average
Finite Lived Intangible Assets [Line Items]
Useful life of intangible assets			7 years 8 months 12 days
Training materials
Finite Lived Intangible Assets [Line Items]
Initial Cost	2,400		$ 2,400		2,350
Accumulated Amortization	(520)		(520)		(157)
Net Balance	1,880		$ 1,880		2,193
Training materials | Weighted Average
Finite Lived Intangible Assets [Line Items]
Useful life of intangible assets			5 years
Other
Finite Lived Intangible Assets [Line Items]
Initial Cost	800		$ 800		2,389
Accumulated Amortization	(253)		(253)		(216)
Net Balance	$ 547		$ 547		$ 2,173
Other | Weighted Average
Finite Lived Intangible Assets [Line Items]
Useful life of intangible assets			5 years

Intangible Assets and Goodwil_3

Intangible Assets and Goodwill - Estimated Future Amortization of Intangible Assets, Other Than Goodwill (Details) $ in Thousands	Sep. 30, 2019USD ($)
Finite-Lived Intangible Assets, Amortization Expense, Maturity Schedule [Abstract]
Remainder of 2019	$ 5,461
2020	23,168
2021	22,361
2022	19,064
2023	$ 14,353

Intangible Assets and Goodwil_4

Intangible Assets and Goodwill - Schedule of Changes in Goodwill (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2019USD ($)
Changes to goodwill
Beginning Balance	$ 150,684
Effect of changes in foreign currency exchange rates	92
Ending Balance	150,776
RE/MAX Franchising
Changes to goodwill
Beginning Balance	138,884
Effect of changes in foreign currency exchange rates	92
Ending Balance	138,976
Other
Changes to goodwill
Beginning Balance	11,800
Effect of changes in foreign currency exchange rates	0
Ending Balance	$ 11,800

Accrued Liabilities - Schedule

Accrued Liabilities - Schedule of Accrued Liabilities (Details) - USD ($) $ in Thousands	Sep. 30, 2019	Dec. 31, 2018
Accrued Liabilities.
Marketing Funds	$ 35,633	$ 0
Accrued payroll and related employee costs	9,205	6,517
Accrued taxes	1,803	1,480
Accrued professional fees	1,295	2,010
Other	3,193	3,136
Accrued liabilities	$ 51,129	$ 13,143

Debt - Schedule of Debt (Detail

Debt - Schedule of Debt (Details) - USD ($) $ in Thousands	Sep. 30, 2019	Dec. 31, 2018
Debt Instrument [Line Items]
Long term debt	$ 228,375
Less unamortized debt issuance costs	(1,257)	$ (1,481)
Less unamortized debt discount costs	(917)	(1,080)
Less current portion	(2,645)	(2,622)
Debt, net of current portion	223,556	225,165
Senior Secured Credit Facility
Debt Instrument [Line Items]
Long term debt	227,950	229,713
Other long-term financing
Debt Instrument [Line Items]
Long term debt	$ 425	$ 635

Debt - Schedule of Maturities o

Debt - Schedule of Maturities of Debt (Details) $ in Thousands	Sep. 30, 2019USD ($)
Debt
Remainder of 2019	$ 658
2020	2,704
2021	2,350
2022	2,350
2023	220,313
Long term debt	$ 228,375

Debt - Additional Information (

Debt - Additional Information (Details) - USD ($)	Sep. 30, 2019	Dec. 15, 2016
Debt Instrument [Line Items]
Debt instrument, interest rate	4.79%
Term loan | Senior Secured Credit Facility
Debt Instrument [Line Items]
Notes Payable to Bank		$ 235,000,000
Revolving loan facility
Debt Instrument [Line Items]
Amounts drawn on line of credit	$ 0
Revolving loan facility | Senior Secured Credit Facility
Debt Instrument [Line Items]
Credit facility, borrowing capacity		$ 10,000,000

Fair Value Measurements - Asset

Fair Value Measurements - Assets and Liabilities Measured at Fair Value on a Recurring Basis (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2019USD ($)item	Dec. 31, 2018USD ($)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Percentage of gross revenues to be paid yearly	8.00%
Measured on a recurring basis
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration liability	$ 5,400	$ 5,070
Level 1 | Measured on a recurring basis
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration liability	0	0
Level 2 | Measured on a recurring basis
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration liability	0	0
Level 3 | Measured on a recurring basis
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration liability	5,400	$ 5,070
Ten Percent Reduction In Franchise Sales [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Deferred revenue and deposits, current portion	400
One Percent Change To Discount Rate [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Deferred revenue and deposits, current portion	$ 200
Minimum
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assumed number of franchises sold annually | item	50
Maximum
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assumed number of franchises sold annually | item	80

Fair Value Measurements - Recon

Fair Value Measurements - Reconciliation of Assets and Liabilities Measured Using Significant Unobservable Inputs (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value adjustment	$ (15)	$ (940)	$ 330	$ (860)
Measured on a recurring basis
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Balance at Beginning			5,070
Balance at Ending	5,400		5,400
Level 3 | Measured on a recurring basis
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Balance at Beginning			5,070
Fair value adjustment			330
Balance at Ending	$ 5,400		$ 5,400

Fair Value Measurements - Sched

Fair Value Measurements - Schedule of Senior Secured Credit Facility (Details) - Senior Secured Credit Facility - USD ($) $ in Thousands	Sep. 30, 2019	Dec. 31, 2018
Carrying amounts
Debt Instrument [Line Items]
Long term debt, carrying amount	$ 225,776	$ 227,152
Level 2 | Estimated fair value
Debt Instrument [Line Items]
Long term debt, fair value	$ 226,240	$ 221,673

Equity-Based Compensation (Deta

Equity-Based Compensation (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended			9 Months Ended
	Dec. 31, 2019	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Employee stock-based compensation expense
Equity-based compensation capitalized (a)		$ 25	$ (10)	$ (159)	$ (16)
Equity-based compensation expense		(987)	2,717	4,860	6,141
Tax benefit from equity-based compensation		139	(384)	(688)	(868)
Deficit / (excess) tax benefit from equity-based compensation		(58)	0	55	(145)
Net compensation cost		(906)	2,333	4,227	5,128
Time-based Restricted Stock Units
Employee stock-based compensation expense
Equity-based compensation expense		$ 1,883	1,417	$ 5,846	3,278
Restricted Stock Units
Nonvested at beginning of period	383,754			298,610
Granted				176,870
Shares vested				(76,433)
Forfeited				(15,293)
Nonvested at end of period		383,754		383,754
Nonvested at beginning of period, Weighted average grant date fair value per share	$ 47.70			$ 51.97
Granted, Weighted average grant date fair value per share				38.55
Shares vested, Weighted average grant date fair value per share				43.46
Forfeited, Weighted average grant date fair value per share				46.58
Nonvested at end of period, Weighted average grant date fair value per share		$ 47.70		$ 47.70
Unrecognized compensation cost		$ 11,500		$ 11,500
Period for recognition of RSU compensation expense				2 years 14 days
Performance-based Restricted Stock Units
Employee stock-based compensation expense
Equity-based compensation expense		$ (3,582)	1,310	$ (3,332)	2,879
Restricted Stock Units
Nonvested at beginning of period	236,095			179,615
Granted				119,410
Shares vested				(26,382)
Forfeited				(36,548)
Nonvested at end of period		236,095		236,095
Nonvested at beginning of period, Weighted average grant date fair value per share	$ 42.36			$ 55.75
Granted, Weighted average grant date fair value per share				38.87
Shares vested, Weighted average grant date fair value per share				30.05
Forfeited, Weighted average grant date fair value per share				55.53
Nonvested at end of period, Weighted average grant date fair value per share		$ 42.36		$ 42.36
Vesting Period				3 years
Unrecognized compensation cost		$ 3,700		$ 3,700
Period for recognition of RSU compensation expense				11 months 15 days
Bonus settled in shares
Employee stock-based compensation expense
Equity-based compensation expense		687	$ 0	$ 2,505	$ 0
Booj Llc | Performance-based Restricted Stock Units
Employee stock-based compensation expense
Reversed expense		$ 3,500		$ 3,500
Forecast | Performance-based Restricted Stock Units
Employee stock-based compensation expense
Equity-based compensation expense	$ 2,400

Leadership Changes and the Ne_2

Leadership Changes and the New Service Model (Details) - USD ($) $ in Millions	Feb. 09, 2018	Mar. 31, 2019	Sep. 30, 2019
Former President
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items]
The period for payment of restructuring costs.	39 months
RE/MAX Franchising | President | Separation And Transition Agreement | Selling, General and Administrative Expenses
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items]
Incurred cost under Separation Agreement	$ 1.8
RE/MAX Franchising | Restructuring Plan | Selling, General and Administrative Expenses
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items]
Severance and other related expenses			$ 2.1
RE/MAX Franchising | Restructuring Plan | Former Employees | Selling, General and Administrative Expenses
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items]
Severance and other related expenses		$ 0.7

Related-Party Transactions (Det

Related-Party Transactions (Details) - USD ($) $ in Millions	3 Months Ended	9 Months Ended
	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Related party balances and activity
Expenses recorded for benefits provided by related party		$ 0.5	$ 0.5
Services rendered and rent for office space provided
Related party balances and activity
Amounts allocated for services rendered and rent for office space	$ 0.9		$ 2.8

Segment Information (Details)

Segment Information (Details)	9 Months Ended
	Sep. 30, 2019segment
Segment Information
Number of reportable segments	2

Segment Information - Revenue (

Segment Information - Revenue (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Segment Reporting Information
Total revenue	$ 71,541	$ 54,866	$ 214,100	$ 161,785
RE/MAX Franchising
Segment Reporting Information
Total revenue	51,081	52,450	151,290	156,154
Marketing Funds fees
Segment Reporting Information
Total revenue	18,034	0	54,866	0
Other
Segment Reporting Information
Total revenue	2,426	2,416	7,944	5,631
Continuing franchise fees
Segment Reporting Information
Total revenue	25,168	25,495	75,018	75,946
Continuing franchise fees | RE/MAX Franchising
Segment Reporting Information
Total revenue	24,096	24,836	72,191	74,398
Annual dues
Segment Reporting Information
Total revenue	8,835	9,106	26,508	26,775
Annual dues | RE/MAX Franchising
Segment Reporting Information
Total revenue	8,835	9,106	26,508	26,775
Broker fees
Segment Reporting Information
Total revenue	13,292	13,488	35,339	36,669
Broker fees | RE/MAX Franchising
Segment Reporting Information
Total revenue	13,292	13,488	35,339	36,669
Franchise sales and other revenue
Segment Reporting Information
Total revenue	6,212	6,777	22,369	22,395
Franchise sales and other revenue | RE/MAX Franchising
Segment Reporting Information
Total revenue	$ 4,858	$ 5,020	$ 17,252	$ 18,312

Segment Information - Reconcili

Segment Information - Reconciliation (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated
Adjusted EBITDA	$ 28,158	$ 29,463	$ 81,030	$ 81,052
(Gain) loss on sale or disposition of assets and sublease, net	10	5	(353)	146
Equity-based compensation expense	987	(2,717)	(4,860)	(6,141)
Acquisition-related expense	(181)	(141)	(268)	(1,628)
Special Committee investigation and remediation expense	0	(111)	0	(2,761)
Fair value adjustments to contingent consideration	15	940	(330)	860
Interest income	412	180	1,074	397
Interest expense	(3,089)	(3,050)	(9,398)	(8,945)
Depreciation and amortization	(5,595)	(5,608)	(16,694)	(15,252)
Income before provision for income taxes	20,717	18,961	50,201	47,728
RE/MAX Franchising
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated
Adjusted EBITDA	29,134	30,632	83,299	84,429
Other
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated
Adjusted EBITDA	$ (976)	$ (1,169)	$ (2,269)	$ (3,377)