RE/MAX (RMAX) 10-Q 6 May 20 2020 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2020	Apr. 30, 2020
Document Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Mar. 31, 2020
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	2020
Document Fiscal Period Focus	Q1
Entity Central Index Key	0001581091
Amendment Flag	false
Common Class A
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		18,123,963
Common Class B
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		1

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($) $ in Thousands	Mar. 31, 2020	Dec. 31, 2019
Current assets:
Cash and cash equivalents	$ 80,905	$ 83,001
Restricted cash	24,195	20,600
Accounts and notes receivable, current portion, less allowances of $14,879 and $12,538, respectively	27,289	28,644
Income taxes receivable	1,576	896
Other current assets	10,810	9,638
Total current assets	144,775	142,779
Property and equipment, net of accumulated depreciation of $15,402 and $14,940, respectively	5,724	5,444
Operating lease right of use assets	49,949	51,129
Franchise agreements, net	83,801	87,670
Other intangible assets, net	29,554	32,315
Goodwill	161,698	159,038
Deferred tax assets, net	49,251	52,595
Income taxes receivable, net of current portion	1,690	1,690
Other assets, net of current portion	11,220	9,692
Total assets	537,662	542,352
Current liabilities:
Accounts payable	6,466	2,983
Accrued liabilities	52,343	60,163
Income taxes payable	7,918	6,854
Deferred revenue	25,473	25,663
Current portion of debt	2,628	2,648
Current portion of payable pursuant to tax receivable agreements	3,583	3,583
Operating lease liabilities	5,232	5,102
Total current liabilities	103,643	106,996
Debt, net of current portion	222,522	223,033
Payable pursuant to tax receivable agreements, net of current portion	33,140	33,640
Deferred tax liabilities, net	542	293
Deferred revenue, net of current portion	18,495	18,763
Operating lease liabilities, net of current portion	54,598	55,959
Other liabilities, net of current portion	4,644	5,292
Total liabilities	437,584	443,976
Stockholders' equity:
Additional paid-in capital	470,639	466,945
Retained earnings	28,881	30,525
Accumulated other comprehensive income, net of tax	378	414
Total stockholders' equity attributable to RE/MAX Holdings, Inc.	499,900	497,886
Non-controlling interest	(399,822)	(399,510)
Total stockholders' equity	100,078	98,376
Total liabilities and stockholders' equity	537,662	542,352
Common Class A
Stockholders' equity:
Common stock	2	2
Common Class B
Stockholders' equity:
Common stock	$ 0	$ 0

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Mar. 31, 2020	Dec. 31, 2019
Accounts and notes receivable, allowance	$ 14,879	$ 12,538
Property and equipment, accumulated depreciation	$ 15,402	$ 14,940
Common Class A
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	180,000,000	180,000,000
Common stock, shares issued	18,123,963	17,838,233
Common stock, shares outstanding	18,123,963	17,838,233
Common Class B
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	1,000	1,000
Common stock, shares issued	1	1
Common stock, shares outstanding	1	1

Consolidated Statements of Inco

Consolidated Statements of Income - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Revenue:
Total revenue	$ 70,272	$ 71,178
Operating expenses:
Selling, operating and administrative expenses	34,677	33,903
Marketing Funds expenses	17,522	18,772
Depreciation and amortization	6,310	5,558
Total operating expenses	58,509	58,233
Operating income	11,763	12,945
Other expenses, net:
Interest expense	(2,682)	(3,155)
Interest income	269	320
Foreign currency transaction gains (losses)	(270)	55
Total other expenses, net	(2,683)	(2,780)
Income before provision for income taxes	9,080	10,165
Provision for income taxes	(3,790)	(1,908)
Net income	5,290	8,257
Less: net income attributable to non-controlling interest (note 3)	2,659	3,848
Net income attributable to RE/MAX Holdings, Inc.	$ 2,631	$ 4,409
Net income attributable to RE/MAX Holdings, Inc. per share of Class A common stock
Basic	$ 0.15	$ 0.25
Diluted	$ 0.15	$ 0.25
RMCO, LLC
Other expenses, net:
Net income	$ 5,290	$ 8,257
Less: net income attributable to non-controlling interest (note 3)	2,659	3,848
Net income attributable to RE/MAX Holdings, Inc.	$ 2,631	$ 4,409
Common Class A
Net income attributable to RE/MAX Holdings, Inc. per share of Class A common stock
Basic	$ 0.15	$ 0.25
Diluted	$ 0.15	$ 0.25
Weighted average shares of Class A common stock outstanding
Basic	17,974,264	17,775,381
Diluted	18,033,631	17,817,620
Cash dividends declared per share of Class A common stock	$ 0.22	$ 0.21
Continuing franchise fees
Revenue:
Total revenue	$ 24,143	$ 24,956
Annual dues
Revenue:
Total revenue	8,921	8,854
Broker fees
Revenue:
Total revenue	9,444	8,588
Marketing Funds fees
Revenue:
Total revenue	17,522	18,772
Franchise sales and other revenue
Revenue:
Total revenue	$ 10,242	$ 10,008

Consolidated Statements of Comp

Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Consolidated Statements of Comprehensive Income
Net income	$ 5,290	$ 8,257
Change in cumulative translation adjustment	(230)	69
Other comprehensive income (loss), net of tax	(230)	69
Comprehensive income	5,060	8,326
Less: comprehensive income attributable to non-controlling interest	2,465	3,881
Comprehensive income attributable to RE/MAX Holdings, Inc., net of tax	$ 2,595	$ 4,445

Consolidated Statements of Stoc

Consolidated Statements of Stockholders' Equity - USD ($)	Common StockCommon Class A	Common StockCommon Class B	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, 2018	$ 2,000	$ 0	$ 460,101,000	$ 21,138,000	$ 328,000	$ (402,294,000)			$ 79,275,000
Beginning balance, Shares at Dec. 31, 2018	17,754,416	1
Net income	$ 0	$ 0	0	4,409,000	0	3,848,000			8,257,000
Distributions to non-controlling unitholders	0	0	0	0	0	(2,693,000)			(2,693,000)
Equity-based compensation expense and related dividend equivalents, value	$ 0	$ 0	3,213,000	(42,000)	0	0			3,171,000
Equity-based compensation expense and related dividend equivalents, shares	70,797	0
Dividends to Class A common stockholders	$ 0	$ 0	0	(3,740,000)	0	0	$ (3,740,000)		(3,740,000)
Change in accumulated other comprehensive income	0	0	0	0	36,000	33,000			69,000
Payroll taxes related to net settled restricted stock units, value	$ 0	$ 0	(713,000)	0	0	0			(713,000)
Payroll taxes related to net settled restricted stock units, shares	(17,265)	0
Ending balance, Value at Mar. 31, 2019	$ 2,000	$ 0	462,601,000	21,765,000	364,000	(401,106,000)			83,626,000
Ending balance, Shares at Mar. 31, 2019	17,807,948	1
Beginning balance, Value at Dec. 31, 2019	$ 2,000	$ 0	466,945,000	30,525,000	414,000	(399,510,000)			98,376,000
Beginning balance, Shares at Dec. 31, 2019	17,838,233	1					17,838,233	1
Net income	$ 0	$ 0	0	2,631,000	0	2,659,000			5,290,000
Distributions to non-controlling unitholders	0	0	0	0	0	(2,777,000)			(2,777,000)
Equity-based compensation expense and related dividend equivalents, value	$ 0	$ 0	5,962,000	(289,000)	0	0			5,673,000
Equity-based compensation expense and related dividend equivalents, shares	368,375	0
Dividends to Class A common stockholders	$ 0	$ 0	0	(3,986,000)	0	0	$ (3,986,000)		(3,986,000)
Change in accumulated other comprehensive income	0	0	0	0	(36,000)	(194,000)			(230,000)
Payroll taxes related to net settled restricted stock units, value	$ 0	$ 0	(2,268,000)	0	0	0			(2,268,000)
Payroll taxes related to net settled restricted stock units, shares	(82,645)	0
Ending balance, Value at Mar. 31, 2020	$ 2,000	$ 0	$ 470,639,000	$ 28,881,000	$ 378,000	$ (399,822,000)			$ 100,078,000
Ending balance, Shares at Mar. 31, 2020	18,123,963	1					18,123,963	1

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Cash flows from operating activities:
Net income	$ 5,290	$ 8,257
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	6,310	5,558
Bad debt expense	3,435	1,439
Equity-based compensation expense	2,186	4,051
Deferred income tax expense	2,241	1,081
Fair value adjustments to contingent consideration	(505)	(70)
Other, net	(504)	651
Changes in operating assets and liabilities	(4,804)	1,474
Net cash provided by operating activities	13,649	22,441
Cash flows from investing activities:
Purchases of property, equipment and capitalization of software	(1,965)	(3,940)
Restricted cash acquired with the Marketing Funds acquisition	0	28,495
Other	0	(1,200)
Net cash (used in) provided by investing activities	(1,965)	23,355
Cash flows from financing activities:
Payments on debt	(660)	(653)
Distributions paid to non-controlling unitholders	(2,777)	(2,693)
Dividends and dividend equivalents paid to Class A common stockholders	(4,275)	(3,782)
Payments related to tax withholding for share-based compensation	(2,268)	(713)
Net cash used in financing activities	(9,980)	(7,841)
Effect of exchange rate changes on cash	(205)	69
Net increase in cash, cash equivalents and restricted cash	1,499	38,024
Cash, cash equivalents and restricted cash, beginning of year	103,601	59,974
Cash, cash equivalents and restricted cash, end of period	105,100	97,998
Supplemental disclosures of cash flow information:
Cash paid for interest	2,556	2,951
Net cash paid for income taxes	$ 1,079	$ 1,729

Business and Organization

Business and Organization	3 Months Ended
	Mar. 31, 2020
Business and Organization
Business and Organization	1. Business and Organization RE/MAX Holdings, Inc. (“Holdings”) and its consolidated subsidiaries, including RMCO, LLC (“RMCO”), are referred to hereinafter as the “Company.” The Company is a franchisor in the real estate industry, franchising real estate brokerages globally under the RE/MAX brand (“RE/MAX”) and mortgage brokerages within the United States (“U.S.”) under the Motto Mortgage brand (“Motto”). RE/MAX, founded in 1973, has over 130,000 agents operating in over 8,000 offices and a presence in more than 110 countries and territories. Motto, founded in 2016, is the first nationally franchised mortgage brokerage in the U.S. RE/MAX and Motto are 100% franchised and do not operate any real estate or mortgage brokerage offices.

Summary of Significant Accounti

Summary of Significant Accounting Policies	3 Months Ended
	Mar. 31, 2020
Summary of Significant Accounting Policies
Summary of Significant Accounting Policies	2. Summary of Significant Accounting Policies Basis of Presentation The accompanying Consolidated Balance Sheet at December 31, 2019, 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 Holdings and its consolidated subsidiaries. All significant intercompany accounts and transactions have been eliminated. In the opinion of management, the accompanying condensed consolidated financial statements reflect all normal and recurring adjustments necessary to present fairly the Company’s financial position as of March 31, 2020 and the results of its operations and comprehensive income, cash flows and changes in its stockholders’ equity for the three months ended March 31, 2020 and 2019. 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, 2019 (“2019 Annual Report on Form 10-K”). Please refer to that document for a fuller discussion of all significant accounting policies. Use of Estimates The preparation of the accompanying condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. Revenue Recognition The Company generates the substantial majority of its revenue from contracts with customers. The Company’s major streams of revenue are: ● Continuing franchise fees, which are fixed contractual fees paid monthly by regional franchise owners and franchisees based on the number of RE/MAX agents in the respective franchised region or office and the number of Motto offices. ● Annual dues, which are fees charged directly to RE/MAX agents. ● Broker fees, which are fees paid on real estate commissions when a RE/MAX agent assists a consumer to buy or sell a home. ● Marketing Funds fees, which are fixed contractual fees paid monthly by franchisees based on the number of RE/MAX agents in the respective franchised region or office or the number of Motto offices. ● Franchise sales and other franchise revenue, which consist of fees from initial sales of RE/MAX and Motto franchises, renewals of RE/MAX franchises, master franchise fees, preferred marketing arrangements, approved supplier programs and event-based revenue from training and other programs. Annual Dues The activity in the Company’s deferred revenue for annual dues 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 Three months ended March 31, 2020 ​ $ 15,982 ​ $ 9,895 ​ $ (8,921) ​ $ 16,956 (a) Revenue recognized related to the beginning balance was $6.8 million for the three months ended March 31, 2020. Franchise Sales 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 Three months ended March 31, 2020 ​ $ 25,884 ​ $ 2,154 ​ $ (2,647) ​ $ 25,391 (a) Revenue recognized related to the beginning balance was $2.5 million for the three months ended March 31, 2020. 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 Three months ended March 31, 2020 ​ $ 3,578 ​ $ (367) ​ $ 444 ​ $ 3,655 Disaggregated Revenue In the following table, segment revenue is disaggregated by geographical area (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended March 31, ​ ​ 2020 ​ 2019 U.S. ​ $ 41,109 ​ $ 41,735 Canada ​ ​ 5,310 ​ ​ 5,349 Global ​ ​ 3,486 ​ ​ 2,740 Total RE/MAX Franchising ​ ​ 49,905 ​ ​ 49,824 U.S. ​ ​ 15,651 ​ ​ 16,672 Canada ​ ​ 1,655 ​ ​ 1,885 Global ​ ​ 216 ​ ​ 215 Total Marketing Funds ​ ​ 17,522 ​ ​ 18,772 Motto Franchising (a) ​ ​ 1,458 ​ ​ 959 Other ​ ​ 1,387 ​ ​ 1,623 Total ​ $ 70,272 ​ $ 71,178 (a) Revenue from the Motto Franchising segment is derived exclusively within the U.S. In the following table, segment revenue is disaggregated by Company-owned or independent regions in the U.S., Canada and Global (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended March 31, ​ ​ 2020 ​ 2019 Company-owned Regions ​ $ 29,244 ​ $ 30,018 Independent Regions ​ ​ 10,794 ​ ​ 10,923 Global and Other ​ ​ 9,867 ​ ​ 8,883 Total RE/MAX Franchising ​ ​ 49,905 ​ ​ 49,824 Marketing Funds ​ ​ 17,522 ​ ​ 18,772 Motto Franchising ​ ​ 1,458 ​ ​ 959 Other ​ ​ 1,387 ​ ​ 1,623 Total ​ $ 70,272 ​ $ 71,178 ​ Transaction Price Allocated to the Remaining Performance Obligations The following table includes estimated revenue by year, excluding certain other immaterial items, expected to be recognized in the future related to performance obligations that are unsatisfied (or partially unsatisfied) at the end of the reporting period (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Remaining 9 2021 2022 2023 2024 2025 Thereafter Total Annual dues ​ $ 15,665 ​ $ 1,291 ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ 16,956 Franchise sales ​ ​ 5,437 ​ ​ 6,088 ​ ​ 4,673 ​ ​ 3,215 ​ ​ 1,925 ​ ​ 992 ​ ​ 3,061 ​ ​ 25,391 Total ​ $ 21,102 ​ $ 7,379 ​ $ 4,673 ​ $ 3,215 ​ $ 1,925 ​ $ 992 ​ $ 3,061 ​ $ 42,347 ​ Cash, Cash Equivalents and Restricted Cash All cash held by the Marketing Funds is contractually restricted. The following table reconciles the amounts presented for cash, both unrestricted and restricted, in the Condensed Consolidated Balance Sheets to the amounts presented in the Condensed Consolidated Statements of Cash Flows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ December 31, ​ 2020 ​ 2019 Cash and cash equivalents ​ $ 80,905 ​ $ 83,001 Restricted cash ​ ​ 24,195 ​ ​ 20,600 Total cash, cash equivalents and restricted cash ​ $ 105,100 ​ $ 103,601 ​ 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) building and maintaining 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 customer support of technology, accounting and legal. Because these costs are ultimately paid by the Marketing Funds, they do not impact the net income of Holdings as the Marketing Funds have no reported net income. ​ Costs charged from RE/MAX Franchising to the Marketing Funds are as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended March 31, ​ ​ 2020 ​ 2019 Technology development - operating ​ $ 2,971 ​ $ 965 Technology development - capital ​ ​ 644 ​ ​ 935 Marketing staff and administrative services ​ ​ 1,228 ​ ​ 1,025 Total ​ $ 4,843 ​ $ 2,925 ​ Leases The Company leases corporate offices, a distribution center, billboards and certain equipment. As all franchisees are independently owned and operated, there are no leases recognized for any offices used by the Company’s franchisees. All the Company’s material leases are classified as operating leases. The Company acts as the lessor for four sublease agreements on its corporate headquarters, consisting solely of operating leases. Sublease income was $0.4 million for each of the three months ended March 31, 2020 and 2019. The Company has made an accounting policy election not to recognize right-of-use assets and lease liabilities that arise from any of its short-term leases. All leases with a term of 12 months or less at commencement, for which the Company is not reasonably certain to exercise available renewal options that would extend the lease term past 12 months, will be recognized on a straight-line basis over the lease term. Recently Adopted Accounting Pronouncements In August 2018, the FASB issued ASU 2018-15, Intangibles – Goodwill and Other Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement that is a Service Contract, which clarifies that implementation costs incurred by customers in cloud computing arrangements are deferred if they would be capitalized by customers in the software licensing arrangements under the internal-use software guidance. ASU 2018-15 also clarifies that any capitalized costs should not be recorded to “Depreciation and amortization” in the Consolidated Statements of Income. The Company adopted this standard effective January 1, 2020 prospectively to all new implementation costs incurred after adoption. The amendments of ASU 2018-15 did not have a significant impact on the Company’s consolidated financial statements and related disclosures. In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820) of ASU 2018-13 did not have a significant impact on the Company’s consolidated financial statements and related disclosures. In June 2016, the FASB issued ASU 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, no New Accounting Pronouncements Not Yet Adopted In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848)

Non-controlling Interest

Non-controlling Interest	3 Months Ended
	Mar. 31, 2020
Noncontrolling Interest
Non-controlling Interest	3. Non-controlling Interest 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: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, 2020 ​ December 31, 2019 ​ ​ Shares Ownership % Shares Ownership % Non-controlling interest ownership of common units in RMCO ​ 12,559,600 ​ 40.9 % 12,559,600 ​ 41.3 % Holdings outstanding Class A common stock (equal to Holdings common units in RMCO) ​ 18,123,963 ​ 59.1 % 17,838,233 ​ 58.7 % Total common units in RMCO ​ 30,683,563 ​ 100.0 % 30,397,833 ​ 100.0 % ​ The weighted average ownership percentages for the applicable reporting periods are used to calculate the “Net income attributable to RE/MAX Holdings, Inc.” A reconciliation of “Income before provision for income taxes” to “Net Income attributable to RE/MAX Holdings, Inc.” and “Net Income attributable to non-controlling interest” in the accompanying Condensed Consolidated Statements of Income for the periods indicated is detailed as follows (in thousands, except percentages): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended March 31, ​ ​ 2020 ​ 2019 ​ ​ RE/MAX ​ Non-controlling ​ Total ​ RE/MAX ​ Non-controlling ​ Total ​ Weighted average ownership percentage of RMCO (a) ​ 58.9 % ​ 41.1 % ​ 100.0 % ​ 58.6 % ​ 41.4 % ​ 100.0 % Income before provision for income taxes (a) $ 5,552 ​ $ 3,528 ​ $ 9,080 ​ $ 5,958 ​ $ 4,207 ​ $ 10,165 ​ Provision for income taxes (b)(c) ​ (2,921) ​ ​ (869) ​ ​ (3,790) ​ ​ (1,549) ​ ​ (359) ​ ​ (1,908) ​ Net income $ 2,631 ​ $ 2,659 ​ $ 5,290 ​ $ 4,409 ​ $ 3,848 ​ $ 8,257 ​ (a) The weighted average ownership percentage of RMCO differs from the allocation of income before provision for income taxes between Holdings and the non-controlling interest due to (i) certain relatively insignificant expenses and (ii) the gain on reduction in TRA liability in 2020 attributable only to Holdings. (b) The provision for income taxes attributable to Holdings is primarily comprised of U.S. federal and state income taxes on its proportionate share of the pass-through income from RMCO. It also includes Holdings’ share of taxes directly incurred by RMCO and its subsidiaries, related primarily to tax liabilities in certain foreign jurisdictions. In the three months ended March 31, 2020, the provision for income taxes attributable to Holdings also includes a decrease in the value of deferred tax assets. See Note 10, Income Taxes for additional information. (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. Otherwise, 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 limited liability company operating agreement, RMCO makes cash distributions to non-controlling unitholders on a pro-rata basis. The distributions paid or payable to non-controlling unitholders are summarized as follows (in thousands): f$ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ ​ March 31, ​ 2020 2019 Tax and other distributions ​ $ 14 ​ $ 55 Dividend distributions ​ ​ 2,763 ​ ​ 2,638 Total distributions to non-controlling unitholders ​ $ 2,777 ​ $ 2,693 ​

Earnings Per Share and Dividend

Earnings Per Share and Dividends	3 Months Ended
	Mar. 31, 2020
Earnings Per Share and Dividends
Earnings Per Share and Dividends	4. Earnings Per Share and Dividends Earnings Per Share The following is a reconciliation of the numerator and denominator used in the basic and diluted EPS calculations (in thousands, except shares and per share information): ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended March 31, ​ ​ 2020 ​ 2019 Numerator ​ ​ ​ ​ ​ ​ Net income attributable to RE/MAX Holdings, Inc. ​ $ 2,631 ​ $ 4,409 Denominator for basic net income per share of Class A common stock ​ ​ ​ ​ ​ ​ Weighted average shares of Class A common stock outstanding ​ ​ 17,974,264 ​ ​ 17,775,381 Denominator for diluted net income per share of Class A common stock ​ ​ ​ ​ ​ ​ Weighted average shares of Class A common stock outstanding ​ ​ 17,974,264 ​ ​ 17,775,381 Add dilutive effect of the following: ​ ​ ​ ​ ​ ​ Restricted stock units ​ ​ 59,367 ​ ​ 42,239 Weighted average shares of Class A common stock outstanding, diluted ​ ​ 18,033,631 ​ ​ 17,817,620 Earnings per share of Class A common stock ​ ​ ​ ​ ​ ​ Net income attributable to RE/MAX Holdings, Inc. per share of Class A common stock, basic ​ $ 0.15 ​ $ 0.25 Net income attributable to RE/MAX Holdings, Inc. per share of Class A common stock, diluted ​ $ 0.15 ​ $ 0.25 ​ Outstanding Class B common stock does not share in the earnings of Holdings and is therefore not a participating security. Accordingly, basic and diluted net income per share of Class B common stock has not been presented. Dividends Dividends declared and paid during each quarter ended per share on all outstanding shares of Class A common stock were as follows (in thousands, except per share information): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended March 31, ​ ​ 2020 ​ 2019 ​ Quarter end declared Date paid Per share Amount paid Amount paid Date paid Per share Amount paid Amount paid March 31 ​ March 18, 2020 ​ $ 0.22 ​ $ 3,986 ​ $ 2,763 ​ March 20, 2019 ​ $ 0.21 ​ $ 3,740 ​ $ 2,638 ​ ​ On May 5, 2020, the Company’s Board of Directors declared a quarterly dividend of $0.22 per share on all outstanding shares of Class A common stock, which is payable on June 2, 2020 to stockholders of record at the close of business on May 19, 2020.

Acquisitions

Acquisitions	3 Months Ended
	Mar. 31, 2020
Acquisitions
Acquisitions	5. Acquisitions First On December 16, 2019, the Company acquired First Leads, Inc. (“First”) for $15 million in cash generated from operations. First provides a mobile app that leverages data science, machine learning and human interaction to help real estate professionals better leverage the value of their personal network and was acquired to complement the Company’s technology offerings and booj Platform. 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 acquisitions of the Marketing Funds were 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 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.

Intangible Assets and Goodwill

Intangible Assets and Goodwill	3 Months Ended
	Mar. 31, 2020
Intangible Assets and Goodwill
Intangible Assets and Goodwill	6. Intangible Assets and Goodwill The following table provides the components of the Company’s intangible assets (in thousands, except weighted average amortization period in years): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Average ​ As of March 31, 2020 ​ As of December 31, 2019 ​ ​ Amortization ​ Initial ​ Accumulated ​ Net ​ Initial ​ Accumulated ​ Net ​ ​ Period ​ Cost ​ Amortization ​ Balance ​ Cost ​ Amortization ​ Balance Franchise agreements ​ 12.5 ​ $ 180,867 ​ $ (97,066) ​ $ 83,801 ​ $ 180,867 ​ $ (93,197) ​ $ 87,670 Other intangible assets: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Software (a) ​ 4.0 ​ $ 36,205 ​ $ (11,506) ​ $ 24,699 ​ $ 36,680 ​ $ (9,653) ​ $ 27,027 Trademarks ​ 9.0 ​ ​ 2,014 ​ ​ (1,093) ​ ​ 921 ​ ​ 1,904 ​ ​ (1,037) ​ ​ 867 Non-compete agreements ​ 4.5 ​ ​ 3,700 ​ ​ (1,857) ​ ​ 1,843 ​ ​ 3,700 ​ ​ (1,546) ​ ​ 2,154 Training materials ​ 5.0 ​ ​ 2,400 ​ ​ (760) ​ ​ 1,640 ​ ​ 2,400 ​ ​ (640) ​ ​ 1,760 Other ​ 3.8 ​ ​ 810 ​ ​ (359) ​ ​ 451 ​ ​ 800 ​ ​ (293) ​ ​ 507 Total other intangible assets ​ 4.4 ​ $ 45,129 ​ $ (15,575) ​ $ 29,554 ​ $ 45,484 ​ $ (13,169) ​ $ 32,315 (a) As of March 31, 2020 and December 31, 2019, capitalized software development costs of $5.3 million and $ 10.5 million, respectively, were related to technology projects not yet complete and ready for their intended use and thus were not subject to amortization. Amortization expense for the three months ended March 31, 2020 and 2019 was $5.9 million and $5.2 million, respectively. The estimated future amortization expense for the next five years related to intangible assets is as follows (in thousands): ​ ​ ​ ​ As of March 31, 2020: ​ ​ ​ Remainder of 2020 ​ $ 17,557 2021 ​ ​ 25,941 2022 ​ ​ 19,323 2023 ​ ​ 15,192 2024 ​ ​ 12,795 ​ ​ $ 90,808 ​ The following table presents changes to goodwill (in thousands), by segment: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ RE/MAX Motto Franchising Total Balance, January 1, 2020 ​ $ 147,238 ​ $ 11,800 ​ $ 159,038 Goodwill recognized related to acquisitions (a) ​ ​ 2,927 ​ ​ — ​ ​ 2,927 Effect of changes in foreign currency exchange rates ​ ​ (267) ​ ​ — ​ ​ (267) Balance, March 31, 2020 ​ $ 149,898 ​ $ 11,800 ​ $ 161,698 (a) The purpose of the First acquisition is to deliver technology solutions to RE/MAX franchisees and agents. As such, the Company allocated the goodwill arising from this acquisition to RE/MAX Franchising. The change in goodwill relates to updates to the initial purchase price allocation.

Accrued Liabilities

Accrued Liabilities	3 Months Ended
	Mar. 31, 2020
Accrued Liabilities.
Accrued Liabilities	7. Accrued Liabilities Accrued liabilities consist of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ December 31, ​ ​ 2020 ​ 2019 Marketing Funds (a) ​ $ 42,253 ​ $ 39,672 Accrued payroll and related employee costs ​ ​ 2,749 ​ ​ 11,900 Accrued taxes ​ ​ 1,779 ​ ​ 2,451 Accrued professional fees ​ ​ 1,972 ​ ​ 2,047 Other ​ ​ 3,590 ​ ​ 4,093 ​ ​ $ 52,343 ​ $ 60,163 (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.

Debt

Debt	3 Months Ended
	Mar. 31, 2020
Debt
Debt	8. Debt Debt, net of current portion, consists of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, December 31, ​ ​ 2020 ​ 2019 Senior Secured Credit Facility ​ $ 226,775 ​ $ 227,363 Other long-term financing (a) ​ ​ 290 ​ ​ 362 Less unamortized debt issuance costs ​ ​ (1,107) ​ ​ (1,182) Less unamortized debt discount costs ​ ​ (808) ​ ​ (862) Less current portion (a) ​ ​ (2,628) ​ ​ (2,648) ​ ​ $ 222,522 ​ $ 223,033 (a) Includes financing assumed with the acquisition of booj. As of March 31, 2020, the carrying value of this financing approximates the fair value. Maturities of debt are as follows (in thousands): ​ ​ ​ ​ Three Months Ended March 31, 2020 ​ ​ Remainder of 2020 ​ $ 1,988 2021 ​ ​ 2,414 2022 ​ ​ 2,350 2023 ​ ​ 220,313 ​ ​ $ 227,065 ​ Senior Secured Credit Facility In July 2013, the Company entered into a credit agreement with several lenders and administered by a bank, referred to herein as the “2013 Senior Secured Credit Facility.” In December 2016, the 2013 Senior Secured Credit Facility was amended and restated, referred to herein as 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 for which any loans outstanding must be repaid on December 15, 2021. As of March 31, 2020, the Company had no revolving loans outstanding under its Senior Secured Credit Facility. As of March 31, 2020, the interest rate on the term loan facility was 3.74%. ​

Fair Value Measurements

Fair Value Measurements	3 Months Ended
	Mar. 31, 2020
Fair Value Measurements
Fair Value Measurements	9. Fair Value Measurements Fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that is determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering assumptions, the Company follows a three-tier fair value hierarchy, which is described in detail in the 2019 Annual Report on Form 10-K. A summary of the Company’s liabilities measured at fair value on a recurring basis is as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of March 31, 2020 ​ As of December 31, 2019 ​ Fair Value Level 1 Level 2 Level 3 ​ Fair Value Level 1 Level 2 Level 3 Liabilities ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Contingent consideration ​ $ 4,500 ​ $ — ​ $ — ​ $ 4,500 ​ $ 5,005 ​ $ — ​ $ — ​ $ 5,005 ​ 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 40 and 80 franchises sold annually, with a weighted average of 70. The model also assumes a discount rate of approximately The table below presents a reconciliation of this liability (in thousands): ​ ​ ​ ​ Balance at January 1, 2020 ​ ​ 5,005 Fair value adjustments ​ ​ (505) Balance at March 31, 2020 ​ $ 4,500 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, 2020 ​ December 31, 2019 ​ Carrying Fair Value Carrying Fair Value Senior Secured Credit Facility ​ $ 224,860 ​ $ 192,759 ​ $ 225,319 ​ $ 227,363 ​

Income Taxes

Income Taxes	3 Months Ended
	Mar. 31, 2020
Income Taxes
Income Taxes	10. Income Taxes ​ The “Provision for income taxes” in the accompanying Condensed Consolidated Statements of Income is based on an estimate of the Company’s year to date actual effective income tax rate. The Company has determined that it is unable to reliably estimate its annual effective tax rate to apply to its income for the quarter, as described in ASC 740. Therefore, the Company has elected to record its tax provision for the quarter ended using its actual effective 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 the TCJA. Such remaining final regulations are expected in 2020. On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security (CARES) Act was enacted which includes several significant business tax provisions. The Company has recognized the effect of this change in tax law during the current quarter which was not significant. The CARES Act provides a five-year carryback of net operating losses generated in tax years beginning after December 31, 2017 and before January 1, 2020. Based upon this change in law, any 2020 tax loss, if realized will be able to be carried back five years. ​

Equity-Based Compensation

Equity-Based Compensation	3 Months Ended
	Mar. 31, 2020
Equity-Based Compensation
Equity-Based Compensation	11. 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 March 31, ​ 2020 2019 Expense from time-based awards (a) $ 2,137 ​ $ 2,112 Expense from performance-based awards (a)(b) ​ 81 ​ ​ 1,101 Expense from bonus to be settled in shares (c) ​ — ​ ​ 898 Equity-based compensation capitalized (a) ​ (32) ​ ​ (60) Equity-based compensation expense $ 2,186 ​ $ 4,051 (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. The Company granted certain performance awards to booj employees that vested in 2019 and therefore have no comparable amounts in 2020. (c) In 2019, the Company revised its annual bonus plan so that a portion of the bonus for most employees would be settled in shares if the Company met certain performance metrics. The Company eliminated the 2020 corporate bonus as part of cost savings measures in connection with the COVID-19 pandemic. Time-based Restricted Stock Units The following table summarizes equity-based compensation activity related to time-based restricted stock units (“RSUs”): ​ ​ ​ ​ ​ ​ ​ ​ RSUs Weighted average Balance, January 1, 2020 ​ 455,452 ​ $ 46.15 Granted ​ 295,437 ​ $ 29.16 Shares vested (including tax withholding) (a) ​ (163,028) ​ $ 45.58 Forfeited ​ (2,711) ​ $ 42.08 Balance, March 31, 2020 ​ 585,150 ​ $ 37.75 (a) Pursuant to the terms of the RE/MAX Holdings, Inc. 2013 Omnibus 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 March 31, 2020, there was $18.9 million of total unrecognized 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 2.2 years for time-based restricted stock units. Performance-based Restricted Stock Units The following table summarizes equity-based compensation activity related to performance-based restricted stock units (“PSUs”): ​ ​ ​ ​ ​ ​ ​ ​ PSUs Weighted average Balance, January 1, 2020 ​ 139,964 ​ $ 45.31 Granted (a) ​ 203,202 ​ $ 28.29 Shares vested ​ (6,331) ​ $ 38.49 Forfeited ​ (4,034) ​ $ 43.95 Balance, March 31, 2020 ​ 332,801 ​ $ 35.07 (a) Represents the total participant target award. At March 31, 2020, there was $3.7 million of total unrecognized PSU expense, all of which is related to unvested awards. This compensation expense is expected to be recognized over the weighted-average remaining vesting period of 2.5 years for PSUs.

Commitments and Contingencies

Commitments and Contingencies	3 Months Ended
	Mar. 31, 2020
Commitments and Contingencies
Commitments and Contingencies	12. 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. ​

Segment Information

Segment Information	3 Months Ended
	Mar. 31, 2020
Segment Information
Segment Information	13. Segment Information ​ The Company operates under the following four operating segments: RE/MAX Franchising, Motto Franchising, Marketing Funds and booj. Due to quantitative insignificance, the booj operating segment does not meet the criteria of a reportable segment and is included in “Other”. Motto Franchising does not meet the quantitative significance test; however, management has chosen to report results for the segment as it believes it will be a key driver of future success for Holdings. Management evaluates the operating results of its segments based upon revenue and adjusted earnings before interest, the provision for income taxes, depreciation and amortization and other non-cash and non-recurring cash charges or other items (“Adjusted EBITDA”). The Company’s presentation of Adjusted EBITDA may not be comparable to similar measures used by other companies. Except for the adjustments identified below in arriving at Adjusted EBITDA, the accounting policies of the reportable segments are the same as those described in the Company’s 2019 Annual Report on Form 10-K. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended March 31, ​ ​ 2020 ​ 2019 Continuing franchise fees ​ $ 22,877 ​ $ 24,117 Annual dues ​ ​ 8,921 ​ ​ 8,854 Broker fees ​ ​ 9,444 ​ ​ 8,588 Franchise sales and other revenue ​ ​ 8,663 ​ ​ 8,265 Total RE/MAX Franchising ​ ​ 49,905 ​ ​ 49,824 Continuing franchise fees ​ ​ 1,266 ​ ​ 839 Franchise sales and other revenue ​ ​ 192 ​ ​ 120 Total Motto Franchising ​ ​ 1,458 ​ ​ 959 Marketing Funds fees ​ ​ 17,522 ​ ​ 18,772 Other ​ ​ 1,387 ​ ​ 1,623 Total revenue ​ $ 70,272 ​ $ 71,178 ​ The following table presents a reconciliation of Adjusted EBITDA by segment to income before provision for income taxes (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended March 31, ​ ​ 2020 ​ 2019 Adjusted EBITDA: RE/MAX Franchising ​ $ 20,731 ​ $ 24,144 Adjusted EBITDA: Motto Franchising ​ ​ (578) ​ ​ (741) Adjusted EBITDA: Other ​ ​ (614) ​ ​ (413) Adjusted EBITDA: Consolidated ​ ​ 19,539 ​ ​ 22,990 Gain (loss) on sale or disposition of assets ​ ​ 11 ​ ​ (379) Equity-based compensation expense ​ ​ (2,186) ​ ​ (4,051) Acquisition-related expense (a) ​ ​ (566) ​ ​ (72) Gain on reduction in tax receivable agreement liability ​ ​ 500 ​ ​ — Fair value adjustments to contingent consideration (b) ​ ​ 505 ​ ​ 70 Interest income ​ ​ 269 ​ ​ 320 Interest expense ​ ​ (2,682) ​ ​ (3,155) Depreciation and amortization ​ ​ (6,310) ​ ​ (5,558) Income before provision for income taxes ​ $ 9,080 ​ $ 10,165 (a) Acquisition-related expense includes legal, accounting, advisory and consulting fees incurred in connection with the acquisition and integration of acquired companies. (b) Fair value adjustments to contingent consideration include amounts recognized for changes in the estimated fair value of the contingent consideration liability. See Note 9, Fair Value Measurements for additional information.

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	3 Months Ended
	Mar. 31, 2020
Summary of Significant Accounting Policies
Basis of Presentation	Basis of Presentation The accompanying Consolidated Balance Sheet at December 31, 2019, 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 Holdings and its consolidated subsidiaries. All significant intercompany accounts and transactions have been eliminated. In the opinion of management, the accompanying condensed consolidated financial statements reflect all normal and recurring adjustments necessary to present fairly the Company’s financial position as of March 31, 2020 and the results of its operations and comprehensive income, cash flows and changes in its stockholders’ equity for the three months ended March 31, 2020 and 2019. 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, 2019 (“2019 Annual Report on Form 10-K”). Please refer to that document for a fuller discussion of all significant accounting policies.
Use of Estimates	Use of Estimates The preparation of the accompanying condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.
Revenue Recognition	Revenue Recognition The Company generates the substantial majority of its revenue from contracts with customers. The Company’s major streams of revenue are: ● Continuing franchise fees, which are fixed contractual fees paid monthly by regional franchise owners and franchisees based on the number of RE/MAX agents in the respective franchised region or office and the number of Motto offices. ● Annual dues, which are fees charged directly to RE/MAX agents. ● Broker fees, which are fees paid on real estate commissions when a RE/MAX agent assists a consumer to buy or sell a home. ● Marketing Funds fees, which are fixed contractual fees paid monthly by franchisees based on the number of RE/MAX agents in the respective franchised region or office or the number of Motto offices. ● Franchise sales and other franchise revenue, which consist of fees from initial sales of RE/MAX and Motto franchises, renewals of RE/MAX franchises, master franchise fees, preferred marketing arrangements, approved supplier programs and event-based revenue from training and other programs. Annual Dues The activity in the Company’s deferred revenue for annual dues 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 Three months ended March 31, 2020 ​ $ 15,982 ​ $ 9,895 ​ $ (8,921) ​ $ 16,956 (a) Revenue recognized related to the beginning balance was $6.8 million for the three months ended March 31, 2020. Franchise Sales 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 Three months ended March 31, 2020 ​ $ 25,884 ​ $ 2,154 ​ $ (2,647) ​ $ 25,391 (a) Revenue recognized related to the beginning balance was $2.5 million for the three months ended March 31, 2020. 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 Three months ended March 31, 2020 ​ $ 3,578 ​ $ (367) ​ $ 444 ​ $ 3,655 Disaggregated Revenue In the following table, segment revenue is disaggregated by geographical area (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended March 31, ​ ​ 2020 ​ 2019 U.S. ​ $ 41,109 ​ $ 41,735 Canada ​ ​ 5,310 ​ ​ 5,349 Global ​ ​ 3,486 ​ ​ 2,740 Total RE/MAX Franchising ​ ​ 49,905 ​ ​ 49,824 U.S. ​ ​ 15,651 ​ ​ 16,672 Canada ​ ​ 1,655 ​ ​ 1,885 Global ​ ​ 216 ​ ​ 215 Total Marketing Funds ​ ​ 17,522 ​ ​ 18,772 Motto Franchising (a) ​ ​ 1,458 ​ ​ 959 Other ​ ​ 1,387 ​ ​ 1,623 Total ​ $ 70,272 ​ $ 71,178 (a) Revenue from the Motto Franchising segment is derived exclusively within the U.S. In the following table, segment revenue is disaggregated by Company-owned or independent regions in the U.S., Canada and Global (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended March 31, ​ ​ 2020 ​ 2019 Company-owned Regions ​ $ 29,244 ​ $ 30,018 Independent Regions ​ ​ 10,794 ​ ​ 10,923 Global and Other ​ ​ 9,867 ​ ​ 8,883 Total RE/MAX Franchising ​ ​ 49,905 ​ ​ 49,824 Marketing Funds ​ ​ 17,522 ​ ​ 18,772 Motto Franchising ​ ​ 1,458 ​ ​ 959 Other ​ ​ 1,387 ​ ​ 1,623 Total ​ $ 70,272 ​ $ 71,178 ​ Transaction Price Allocated to the Remaining Performance Obligations The following table includes estimated revenue by year, excluding certain other immaterial items, expected to be recognized in the future related to performance obligations that are unsatisfied (or partially unsatisfied) at the end of the reporting period (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Remaining 9 2021 2022 2023 2024 2025 Thereafter Total Annual dues ​ $ 15,665 ​ $ 1,291 ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ 16,956 Franchise sales ​ ​ 5,437 ​ ​ 6,088 ​ ​ 4,673 ​ ​ 3,215 ​ ​ 1,925 ​ ​ 992 ​ ​ 3,061 ​ ​ 25,391 Total ​ $ 21,102 ​ $ 7,379 ​ $ 4,673 ​ $ 3,215 ​ $ 1,925 ​ $ 992 ​ $ 3,061 ​ $ 42,347 ​
Cash, Cash Equivalents and Restricted Cash	Cash, Cash Equivalents and Restricted Cash All cash held by the Marketing Funds is contractually restricted. The following table reconciles the amounts presented for cash, both unrestricted and restricted, in the Condensed Consolidated Balance Sheets to the amounts presented in the Condensed Consolidated Statements of Cash Flows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ December 31, ​ 2020 ​ 2019 Cash and cash equivalents ​ $ 80,905 ​ $ 83,001 Restricted cash ​ ​ 24,195 ​ ​ 20,600 Total cash, cash equivalents and restricted cash ​ $ 105,100 ​ $ 103,601
Services Provided to the Marketing Funds By RE/MAX Franchising	Services Provided to the Marketing Funds by RE/MAX Franchising RE/MAX Franchising charges the Marketing Funds for various services it performs. These services are primarily comprised of (a) building and maintaining 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 customer support of technology, accounting and legal. Because these costs are ultimately paid by the Marketing Funds, they do not impact the net income of Holdings as the Marketing Funds have no reported net income. ​ Costs charged from RE/MAX Franchising to the Marketing Funds are as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended March 31, ​ ​ 2020 ​ 2019 Technology development - operating ​ $ 2,971 ​ $ 965 Technology development - capital ​ ​ 644 ​ ​ 935 Marketing staff and administrative services ​ ​ 1,228 ​ ​ 1,025 Total ​ $ 4,843 ​ $ 2,925
Leases	Leases The Company leases corporate offices, a distribution center, billboards and certain equipment. As all franchisees are independently owned and operated, there are no leases recognized for any offices used by the Company’s franchisees. All the Company’s material leases are classified as operating leases. The Company acts as the lessor for four sublease agreements on its corporate headquarters, consisting solely of operating leases. Sublease income was $0.4 million for each of the three months ended March 31, 2020 and 2019. The Company has made an accounting policy election not to recognize right-of-use assets and lease liabilities that arise from any of its short-term leases. All leases with a term of 12 months or less at commencement, for which the Company is not reasonably certain to exercise available renewal options that would extend the lease term past 12 months, will be recognized on a straight-line basis over the lease term.
Recently Adopted Accounting Pronouncements	Recently Adopted Accounting Pronouncements In August 2018, the FASB issued ASU 2018-15, Intangibles – Goodwill and Other Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement that is a Service Contract, which clarifies that implementation costs incurred by customers in cloud computing arrangements are deferred if they would be capitalized by customers in the software licensing arrangements under the internal-use software guidance. ASU 2018-15 also clarifies that any capitalized costs should not be recorded to “Depreciation and amortization” in the Consolidated Statements of Income. The Company adopted this standard effective January 1, 2020 prospectively to all new implementation costs incurred after adoption. The amendments of ASU 2018-15 did not have a significant impact on the Company’s consolidated financial statements and related disclosures. In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820) of ASU 2018-13 did not have a significant impact on the Company’s consolidated financial statements and related disclosures. In June 2016, the FASB issued ASU 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, no
New Accounting Pronouncements Not Yet Adopted	New Accounting Pronouncements Not Yet Adopted In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848)

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Tables)	3 Months Ended
	Mar. 31, 2020
Commissions related to franchise sales	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at ​ Expense ​ Additions to contract ​ Balance at end ​ beginning of period recognized cost for new activity of period Three months ended March 31, 2020 ​ $ 3,578 ​ $ (367) ​ $ 444 ​ $ 3,655
Schedule of disaggregated revenue	In the following table, segment revenue is disaggregated by geographical area (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended March 31, ​ ​ 2020 ​ 2019 U.S. ​ $ 41,109 ​ $ 41,735 Canada ​ ​ 5,310 ​ ​ 5,349 Global ​ ​ 3,486 ​ ​ 2,740 Total RE/MAX Franchising ​ ​ 49,905 ​ ​ 49,824 U.S. ​ ​ 15,651 ​ ​ 16,672 Canada ​ ​ 1,655 ​ ​ 1,885 Global ​ ​ 216 ​ ​ 215 Total Marketing Funds ​ ​ 17,522 ​ ​ 18,772 Motto Franchising (a) ​ ​ 1,458 ​ ​ 959 Other ​ ​ 1,387 ​ ​ 1,623 Total ​ $ 70,272 ​ $ 71,178 (a) Revenue from the Motto Franchising segment is derived exclusively within the U.S. In the following table, segment revenue is disaggregated by Company-owned or independent regions in the U.S., Canada and Global (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended March 31, ​ ​ 2020 ​ 2019 Company-owned Regions ​ $ 29,244 ​ $ 30,018 Independent Regions ​ ​ 10,794 ​ ​ 10,923 Global and Other ​ ​ 9,867 ​ ​ 8,883 Total RE/MAX Franchising ​ ​ 49,905 ​ ​ 49,824 Marketing Funds ​ ​ 17,522 ​ ​ 18,772 Motto Franchising ​ ​ 1,458 ​ ​ 959 Other ​ ​ 1,387 ​ ​ 1,623 Total ​ $ 70,272 ​ $ 71,178
Schedule of transaction price allocated to the remaining performance obligations	The following table includes estimated revenue by year, excluding certain other immaterial items, expected to be recognized in the future related to performance obligations that are unsatisfied (or partially unsatisfied) at the end of the reporting period (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Remaining 9 2021 2022 2023 2024 2025 Thereafter Total Annual dues ​ $ 15,665 ​ $ 1,291 ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ 16,956 Franchise sales ​ ​ 5,437 ​ ​ 6,088 ​ ​ 4,673 ​ ​ 3,215 ​ ​ 1,925 ​ ​ 992 ​ ​ 3,061 ​ ​ 25,391 Total ​ $ 21,102 ​ $ 7,379 ​ $ 4,673 ​ $ 3,215 ​ $ 1,925 ​ $ 992 ​ $ 3,061 ​ $ 42,347
Schedule of reconciliation of cash, both unrestricted and restricted	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ December 31, ​ 2020 ​ 2019 Cash and cash equivalents ​ $ 80,905 ​ $ 83,001 Restricted cash ​ ​ 24,195 ​ ​ 20,600 Total cash, cash equivalents and restricted cash ​ $ 105,100 ​ $ 103,601
Schedule of cost charges to intersegment	Costs charged from RE/MAX Franchising to the Marketing Funds are as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended March 31, ​ ​ 2020 ​ 2019 Technology development - operating ​ $ 2,971 ​ $ 965 Technology development - capital ​ ​ 644 ​ ​ 935 Marketing staff and administrative services ​ ​ 1,228 ​ ​ 1,025 Total ​ $ 4,843 ​ $ 2,925
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 Three months ended March 31, 2020 ​ $ 15,982 ​ $ 9,895 ​ $ (8,921) ​ $ 16,956 (a) Revenue recognized related to the beginning balance was $6.8 million for the three months ended March 31, 2020.
Franchise sales
Schedule of contract liability	The activity in the Company’s franchise sales deferred revenue accounts consists of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at New billings Revenue recognized (a) Balance at end Three months ended March 31, 2020 ​ $ 25,884 ​ $ 2,154 ​ $ (2,647) ​ $ 25,391 (a) Revenue recognized related to the beginning balance was $2.5 million for the three months ended March 31, 2020.

Non-controlling Interest (Table

Non-controlling Interest (Tables)	3 Months Ended
	Mar. 31, 2020
Noncontrolling Interest
Summary of Ownership of the Common Units	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, 2020 ​ December 31, 2019 ​ ​ Shares Ownership % Shares Ownership % Non-controlling interest ownership of common units in RMCO ​ 12,559,600 ​ 40.9 % 12,559,600 ​ 41.3 % Holdings outstanding Class A common stock (equal to Holdings common units in RMCO) ​ 18,123,963 ​ 59.1 % 17,838,233 ​ 58.7 % Total common units in RMCO ​ 30,683,563 ​ 100.0 % 30,397,833 ​ 100.0 %
Reconciliation from Income Before Provision for Income Taxes to Net Income	The weighted average ownership percentages for the applicable reporting periods are used to calculate the “Net income attributable to RE/MAX Holdings, Inc.” A reconciliation of “Income before provision for income taxes” to “Net Income attributable to RE/MAX Holdings, Inc.” and “Net Income attributable to non-controlling interest” in the accompanying Condensed Consolidated Statements of Income for the periods indicated is detailed as follows (in thousands, except percentages): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended March 31, ​ ​ 2020 ​ 2019 ​ ​ RE/MAX ​ Non-controlling ​ Total ​ RE/MAX ​ Non-controlling ​ Total ​ Weighted average ownership percentage of RMCO (a) ​ 58.9 % ​ 41.1 % ​ 100.0 % ​ 58.6 % ​ 41.4 % ​ 100.0 % Income before provision for income taxes (a) $ 5,552 ​ $ 3,528 ​ $ 9,080 ​ $ 5,958 ​ $ 4,207 ​ $ 10,165 ​ Provision for income taxes (b)(c) ​ (2,921) ​ ​ (869) ​ ​ (3,790) ​ ​ (1,549) ​ ​ (359) ​ ​ (1,908) ​ Net income $ 2,631 ​ $ 2,659 ​ $ 5,290 ​ $ 4,409 ​ $ 3,848 ​ $ 8,257 ​ (a) The weighted average ownership percentage of RMCO differs from the allocation of income before provision for income taxes between Holdings and the non-controlling interest due to (i) certain relatively insignificant expenses and (ii) the gain on reduction in TRA liability in 2020 attributable only to Holdings. (b) The provision for income taxes attributable to Holdings is primarily comprised of U.S. federal and state income taxes on its proportionate share of the pass-through income from RMCO. It also includes Holdings’ share of taxes directly incurred by RMCO and its subsidiaries, related primarily to tax liabilities in certain foreign jurisdictions. In the three months ended March 31, 2020, the provision for income taxes attributable to Holdings also includes a decrease in the value of deferred tax assets. See Note 10, Income Taxes for additional information. (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. Otherwise, because RMCO is a pass-through entity, there is no U.S. federal and state income tax provision recorded on the non-controlling interest.
Distributions Paid or Payable	f$ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ ​ March 31, ​ 2020 2019 Tax and other distributions ​ $ 14 ​ $ 55 Dividend distributions ​ ​ 2,763 ​ ​ 2,638 Total distributions to non-controlling unitholders ​ $ 2,777 ​ $ 2,693

Earnings Per Share and Divide_2

Earnings Per Share and Dividends (Tables)	3 Months Ended
	Mar. 31, 2020
Earnings Per Share and Dividends
Reconciliation of Numerator and Denominator used in Basic and Diluted EPS Calculations	The following is a reconciliation of the numerator and denominator used in the basic and diluted EPS calculations (in thousands, except shares and per share information): ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended March 31, ​ ​ 2020 ​ 2019 Numerator ​ ​ ​ ​ ​ ​ Net income attributable to RE/MAX Holdings, Inc. ​ $ 2,631 ​ $ 4,409 Denominator for basic net income per share of Class A common stock ​ ​ ​ ​ ​ ​ Weighted average shares of Class A common stock outstanding ​ ​ 17,974,264 ​ ​ 17,775,381 Denominator for diluted net income per share of Class A common stock ​ ​ ​ ​ ​ ​ Weighted average shares of Class A common stock outstanding ​ ​ 17,974,264 ​ ​ 17,775,381 Add dilutive effect of the following: ​ ​ ​ ​ ​ ​ Restricted stock units ​ ​ 59,367 ​ ​ 42,239 Weighted average shares of Class A common stock outstanding, diluted ​ ​ 18,033,631 ​ ​ 17,817,620 Earnings per share of Class A common stock ​ ​ ​ ​ ​ ​ Net income attributable to RE/MAX Holdings, Inc. per share of Class A common stock, basic ​ $ 0.15 ​ $ 0.25 Net income attributable to RE/MAX Holdings, Inc. per share of Class A common stock, diluted ​ $ 0.15 ​ $ 0.25
Schedule of Dividends Declared and Paid Quarterly per Share	Dividends declared and paid during each quarter ended per share on all outstanding shares of Class A common stock were as follows (in thousands, except per share information): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended March 31, ​ ​ 2020 ​ 2019 ​ Quarter end declared Date paid Per share Amount paid Amount paid Date paid Per share Amount paid Amount paid March 31 ​ March 18, 2020 ​ $ 0.22 ​ $ 3,986 ​ $ 2,763 ​ March 20, 2019 ​ $ 0.21 ​ $ 3,740 ​ $ 2,638 ​

Acquisitions (Tables)

Acquisitions (Tables)	3 Months Ended
	Mar. 31, 2020
Marketing funds
Acquisitions
Schedule of Fair Value Of Assets at Acquisition Date	​ ​ ​ ​ ​ 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)	3 Months Ended
	Mar. 31, 2020
Intangible Assets and Goodwill
Schedule of components of intangible assets	The following table provides the components of the Company’s intangible assets (in thousands, except weighted average amortization period in years): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Average ​ As of March 31, 2020 ​ As of December 31, 2019 ​ ​ Amortization ​ Initial ​ Accumulated ​ Net ​ Initial ​ Accumulated ​ Net ​ ​ Period ​ Cost ​ Amortization ​ Balance ​ Cost ​ Amortization ​ Balance Franchise agreements ​ 12.5 ​ $ 180,867 ​ $ (97,066) ​ $ 83,801 ​ $ 180,867 ​ $ (93,197) ​ $ 87,670 Other intangible assets: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Software (a) ​ 4.0 ​ $ 36,205 ​ $ (11,506) ​ $ 24,699 ​ $ 36,680 ​ $ (9,653) ​ $ 27,027 Trademarks ​ 9.0 ​ ​ 2,014 ​ ​ (1,093) ​ ​ 921 ​ ​ 1,904 ​ ​ (1,037) ​ ​ 867 Non-compete agreements ​ 4.5 ​ ​ 3,700 ​ ​ (1,857) ​ ​ 1,843 ​ ​ 3,700 ​ ​ (1,546) ​ ​ 2,154 Training materials ​ 5.0 ​ ​ 2,400 ​ ​ (760) ​ ​ 1,640 ​ ​ 2,400 ​ ​ (640) ​ ​ 1,760 Other ​ 3.8 ​ ​ 810 ​ ​ (359) ​ ​ 451 ​ ​ 800 ​ ​ (293) ​ ​ 507 Total other intangible assets ​ 4.4 ​ $ 45,129 ​ $ (15,575) ​ $ 29,554 ​ $ 45,484 ​ $ (13,169) ​ $ 32,315 (a) As of March 31, 2020 and December 31, 2019, capitalized software development costs of $5.3 million and $ 10.5 million, respectively, were related to technology projects not yet complete and ready for their intended use and thus were not subject to amortization.
Schedule of estimated future amortization of intangible assets, other than goodwill	The estimated future amortization expense for the next five years related to intangible assets is as follows (in thousands): ​ ​ ​ ​ As of March 31, 2020: ​ ​ ​ Remainder of 2020 ​ $ 17,557 2021 ​ ​ 25,941 2022 ​ ​ 19,323 2023 ​ ​ 15,192 2024 ​ ​ 12,795 ​ ​ $ 90,808
Schedule of changes to goodwill	The following table presents changes to goodwill (in thousands), by segment: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ RE/MAX Motto Franchising Total Balance, January 1, 2020 ​ $ 147,238 ​ $ 11,800 ​ $ 159,038 Goodwill recognized related to acquisitions (a) ​ ​ 2,927 ​ ​ — ​ ​ 2,927 Effect of changes in foreign currency exchange rates ​ ​ (267) ​ ​ — ​ ​ (267) Balance, March 31, 2020 ​ $ 149,898 ​ $ 11,800 ​ $ 161,698

Accrued Liabilities (Tables)

Accrued Liabilities (Tables)	3 Months Ended
	Mar. 31, 2020
Accrued Liabilities.
Schedule of Accrued Liabilities	Accrued liabilities consist of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ December 31, ​ ​ 2020 ​ 2019 Marketing Funds (a) ​ $ 42,253 ​ $ 39,672 Accrued payroll and related employee costs ​ ​ 2,749 ​ ​ 11,900 Accrued taxes ​ ​ 1,779 ​ ​ 2,451 Accrued professional fees ​ ​ 1,972 ​ ​ 2,047 Other ​ ​ 3,590 ​ ​ 4,093 ​ ​ $ 52,343 ​ $ 60,163 (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.

Debt (Tables)

Debt (Tables)	3 Months Ended
	Mar. 31, 2020
Debt
Schedule of debt	Debt, net of current portion, consists of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, December 31, ​ ​ 2020 ​ 2019 Senior Secured Credit Facility ​ $ 226,775 ​ $ 227,363 Other long-term financing (a) ​ ​ 290 ​ ​ 362 Less unamortized debt issuance costs ​ ​ (1,107) ​ ​ (1,182) Less unamortized debt discount costs ​ ​ (808) ​ ​ (862) Less current portion (a) ​ ​ (2,628) ​ ​ (2,648) ​ ​ $ 222,522 ​ $ 223,033 (a) Includes financing assumed with the acquisition of booj. As of March 31, 2020, the carrying value of this financing approximates the fair value.
Schedule of Maturities of Debt	Maturities of debt are as follows (in thousands): ​ ​ ​ ​ Three Months Ended March 31, 2020 ​ ​ Remainder of 2020 ​ $ 1,988 2021 ​ ​ 2,414 2022 ​ ​ 2,350 2023 ​ ​ 220,313 ​ ​ $ 227,065

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	3 Months Ended
	Mar. 31, 2020
Fair Value Measurements
Liabilities measured at fair value on a recurring basis	A summary of the Company’s liabilities measured at fair value on a recurring basis is as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of March 31, 2020 ​ As of December 31, 2019 ​ Fair Value Level 1 Level 2 Level 3 ​ Fair Value Level 1 Level 2 Level 3 Liabilities ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Contingent consideration ​ $ 4,500 ​ $ — ​ $ — ​ $ 4,500 ​ $ 5,005 ​ $ — ​ $ — ​ $ 5,005
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, 2020 ​ ​ 5,005 Fair value adjustments ​ ​ (505) Balance at March 31, 2020 ​ $ 4,500
Summary of carrying value and fair value of senior secured credit facility	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, 2020 ​ December 31, 2019 ​ Carrying Fair Value Carrying Fair Value Senior Secured Credit Facility ​ $ 224,860 ​ $ 192,759 ​ $ 225,319 ​ $ 227,363

Equity-Based Compensation (Tabl

Equity-Based Compensation (Tables)	3 Months Ended
	Mar. 31, 2020
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 March 31, ​ 2020 2019 Expense from time-based awards (a) $ 2,137 ​ $ 2,112 Expense from performance-based awards (a)(b) ​ 81 ​ ​ 1,101 Expense from bonus to be settled in shares (c) ​ — ​ ​ 898 Equity-based compensation capitalized (a) ​ (32) ​ ​ (60) Equity-based compensation expense $ 2,186 ​ $ 4,051 (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. The Company granted certain performance awards to booj employees that vested in 2019 and therefore have no comparable amounts in 2020. (c) In 2019, the Company revised its annual bonus plan so that a portion of the bonus for most employees would be settled in shares if the Company met certain performance metrics. The Company eliminated the 2020 corporate bonus as part of cost savings measures in connection with the COVID-19 pandemic.
Time-based awards
Restricted Stock Units	​ ​ ​ ​ ​ ​ ​ ​ RSUs Weighted average Balance, January 1, 2020 ​ 455,452 ​ $ 46.15 Granted ​ 295,437 ​ $ 29.16 Shares vested (including tax withholding) (a) ​ (163,028) ​ $ 45.58 Forfeited ​ (2,711) ​ $ 42.08 Balance, March 31, 2020 ​ 585,150 ​ $ 37.75 (a) Pursuant to the terms of the RE/MAX Holdings, Inc. 2013 Omnibus 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 awards
Restricted Stock Units	​ ​ ​ ​ ​ ​ ​ ​ PSUs Weighted average Balance, January 1, 2020 ​ 139,964 ​ $ 45.31 Granted (a) ​ 203,202 ​ $ 28.29 Shares vested ​ (6,331) ​ $ 38.49 Forfeited ​ (4,034) ​ $ 43.95 Balance, March 31, 2020 ​ 332,801 ​ $ 35.07 (a) Represents the total participant target award.

Segment Information (Tables)

Segment Information (Tables)	3 Months Ended
	Mar. 31, 2020
Segment Information
Schedule of Revenue from External Customers By Segment	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended March 31, ​ ​ 2020 ​ 2019 Continuing franchise fees ​ $ 22,877 ​ $ 24,117 Annual dues ​ ​ 8,921 ​ ​ 8,854 Broker fees ​ ​ 9,444 ​ ​ 8,588 Franchise sales and other revenue ​ ​ 8,663 ​ ​ 8,265 Total RE/MAX Franchising ​ ​ 49,905 ​ ​ 49,824 Continuing franchise fees ​ ​ 1,266 ​ ​ 839 Franchise sales and other revenue ​ ​ 192 ​ ​ 120 Total Motto Franchising ​ ​ 1,458 ​ ​ 959 Marketing Funds fees ​ ​ 17,522 ​ ​ 18,772 Other ​ ​ 1,387 ​ ​ 1,623 Total revenue ​ $ 70,272 ​ $ 71,178
Schedule of Revenue and Adjusted EBITDA of the Company's Reportable Segment	The following table presents a reconciliation of Adjusted EBITDA by segment to income before provision for income taxes (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended March 31, ​ ​ 2020 ​ 2019 Adjusted EBITDA: RE/MAX Franchising ​ $ 20,731 ​ $ 24,144 Adjusted EBITDA: Motto Franchising ​ ​ (578) ​ ​ (741) Adjusted EBITDA: Other ​ ​ (614) ​ ​ (413) Adjusted EBITDA: Consolidated ​ ​ 19,539 ​ ​ 22,990 Gain (loss) on sale or disposition of assets ​ ​ 11 ​ ​ (379) Equity-based compensation expense ​ ​ (2,186) ​ ​ (4,051) Acquisition-related expense (a) ​ ​ (566) ​ ​ (72) Gain on reduction in tax receivable agreement liability ​ ​ 500 ​ ​ — Fair value adjustments to contingent consideration (b) ​ ​ 505 ​ ​ 70 Interest income ​ ​ 269 ​ ​ 320 Interest expense ​ ​ (2,682) ​ ​ (3,155) Depreciation and amortization ​ ​ (6,310) ​ ​ (5,558) Income before provision for income taxes ​ $ 9,080 ​ $ 10,165 (a) Acquisition-related expense includes legal, accounting, advisory and consulting fees incurred in connection with the acquisition and integration of acquired companies. (b) Fair value adjustments to contingent consideration include amounts recognized for changes in the estimated fair value of the contingent consideration liability. See Note 9, Fair Value Measurements for additional information.

Business and Organization (Deta

Business and Organization (Details)	3 Months Ended
	Mar. 31, 2020countryOfficeitem	Dec. 31, 2019
RMCO, LLC
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Parent economic interest in RMCO (as a percent)	59.10%	58.70%
Non-controlling interest ownership of common units in RMCO as a percentage	40.90%	41.30%
Minimum
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Number of agents | item	130,000
Number of offices | Office	8,000
Number of countries in which entity operates | country	110
REMAX
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Percentage of Company consisting of franchises	100.00%

Summary of Significant Accoun_4

Summary of Significant Accounting Policies - Schedule of Deferred Revenue (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2020USD ($)
Annual dues
Disaggregation of Revenue [Line Items]
Balance at beginning of period	$ 15,982
New billings	9,895
Revenue recognized	(8,921)
Balance at the end of period	16,956
Revenue recognized	6,800
Franchise sales
Disaggregation of Revenue [Line Items]
Balance at beginning of period	25,884
New billings	2,154
Revenue recognized	2,647
Balance at the end of period	25,391
Revenue recognized	$ 2,500

Summary of Significant Accoun_5

Summary of Significant Accounting Policies - Commissions Related to Franchise Sales (Details) - Commissions Related to Franchise Sales $ in Thousands	3 Months Ended
	Mar. 31, 2020USD ($)
Capitalized Contract Cost [Line Items]
Balance at beginning of period	$ 3,578
Expense recognized	(367)
Additions to contract cost for new activity	444
Balance at end of period	$ 3,655

Summary of Significant Accoun_6

Summary of Significant Accounting Policies - Disaggregated revenue (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Disaggregation of Revenue [Line Items]
Total revenue	$ 70,272	$ 71,178
Company -owned Regions
Disaggregation of Revenue [Line Items]
Total revenue	29,244	30,018
Independent Regions
Disaggregation of Revenue [Line Items]
Total revenue	10,794	10,923
Global and Other
Disaggregation of Revenue [Line Items]
Total revenue	9,867	8,883
RE/MAX Franchising
Disaggregation of Revenue [Line Items]
Total revenue	49,905	49,824
Total Marketing Funds
Disaggregation of Revenue [Line Items]
Total revenue	17,522	18,772
Motto Franchising
Disaggregation of Revenue [Line Items]
Total revenue	1,458	959
Other
Disaggregation of Revenue [Line Items]
Total revenue	1,387	1,623
U.S. | RE/MAX Franchising
Disaggregation of Revenue [Line Items]
Total revenue	41,109	41,735
U.S. | Total Marketing Funds
Disaggregation of Revenue [Line Items]
Total revenue	15,651	16,672
Canada | RE/MAX Franchising
Disaggregation of Revenue [Line Items]
Total revenue	5,310	5,349
Canada | Total Marketing Funds
Disaggregation of Revenue [Line Items]
Total revenue	1,655	1,885
Global | RE/MAX Franchising
Disaggregation of Revenue [Line Items]
Total revenue	3,486	2,740
Global | Total Marketing Funds
Disaggregation of Revenue [Line Items]
Total revenue	$ 216	$ 215

Summary of Significant Accoun_7

Summary of Significant Accounting Policies - Transaction Price (Details) $ in Thousands	Mar. 31, 2020USD ($)
Annual Dues And Franchise Sales
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	$ 42,347
Annual dues
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	16,956
Franchise sales
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	25,391
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-04-01 | Annual Dues And Franchise Sales
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	$ 21,102
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 1	9 months
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-04-01 | Annual dues
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	$ 15,665
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 1	9 months
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-04-01 | Franchise sales
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	$ 5,437
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 1	9 months
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	$ 7,379
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 1	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	$ 1,291
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 1	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-01-01 | Franchise sales
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	$ 6,088
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 1	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01 | Annual Dues And Franchise Sales
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	$ 4,673
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 1	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01 | Annual dues
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	$ 0
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 1	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01 | Franchise sales
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	$ 4,673
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 1	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | Annual Dues And Franchise Sales
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	$ 3,215
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 1	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | Annual dues
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	$ 0
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 1	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | Franchise sales
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	$ 3,215
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 1	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | Annual Dues And Franchise Sales
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	$ 1,925
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 1	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | Annual dues
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	$ 0
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 1	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | Franchise sales
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	$ 1,925
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 1	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-01-01 | Annual Dues And Franchise Sales
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	$ 992
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 1	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-01-01 | Annual dues
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	$ 0
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 1	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-01-01 | Franchise sales
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	$ 992
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 1	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01 | Annual Dues And Franchise Sales
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	$ 3,061
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 1
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01 | Annual dues
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	$ 0
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 1
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01 | Franchise sales
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	$ 3,061
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 1

Summary of Significant Accoun_8

Summary of Significant Accounting Policies - Cash, Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands	Mar. 31, 2020	Dec. 31, 2019	Mar. 31, 2019	Dec. 31, 2018
Cash, Cash Equivalents and Restricted Cash
Cash and cash equivalents	$ 80,905	$ 83,001
Total cash, cash equivalents and restricted cash	105,100	103,601	$ 97,998	$ 59,974
Marketing funds
Cash, Cash Equivalents and Restricted Cash
Cash and cash equivalents	80,905	83,001
Restricted Cash	24,195	20,600
Total cash, cash equivalents and restricted cash	$ 105,100	$ 103,601

Summary of Significant Accoun_9

Summary of Significant Accounting Policies - Services Provided to Marketing Funds by RE/MAX Franchising (Details) - Marketing funds - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Cost charges	$ 4,843	$ 2,925
Technology development - operating
Cost charges	2,971	965
Technology development - capital
Cost charges	644	935
Marketing staff and administrative services
Cost charges	$ 1,228	$ 1,025

Summary of Significant Accou_10

Summary of Significant Accounting Policies - Leases (Details) $ in Millions	3 Months Ended
	Mar. 31, 2020USD ($)lease	Mar. 31, 2019USD ($)
Leases
Number of franchisees' leases recognized by the Company	0
Number of sublease agreements	4
Sublease Income | $	$ 0.4	$ 0.4

Summary of Significant Accou_11

Summary of Significant Accounting Policies - Recently Adopted Accounting Pronouncements (Details) $ in Thousands	Dec. 31, 2019USD ($)
Restatement Adjustment | ASU 2016-13
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Cumulative effect adjustment from change in accounting principle	$ 0

Non-controlling Interest - Owne

Non-controlling Interest - Ownership of common units in RMCO (Details) - RMCO, LLC - shares	Mar. 31, 2020	Dec. 31, 2019
Shares
Non-controlling interest ownership of common units in RMCO	12,559,600	12,559,600
Holdings outstanding Class A common stock (equal to Holdings common units in RMCO)	18,123,963	17,838,233
Total number of common stock units in RMCO	30,683,563	30,397,833
Ownership Percentage
Non-controlling interest ownership of common units in RMCO as a percentage	40.90%	41.30%
Holdings outstanding Class A common stock (equal to Holdings common units in RMCO)	59.10%	58.70%
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
	Mar. 31, 2020	Mar. 31, 2019
Minority Interest [Line Items]
Weighted average ownership percentage of controlling interest	58.90%	58.60%
Weighted average ownership percentage of noncontrolling interest	41.10%	41.40%
Total (as a percentage)	100.00%	100.00%
Income before provision for income taxes attributable to RE/MAX Holdings, Inc.	$ 5,552	$ 5,958
Income before provision for income taxes: Non-controlling interest	3,528	4,207
Income before provision for income taxes	9,080	10,165
Provision for income taxes attributable to RE/MAX Holdings, Inc.	(2,921)	(1,549)
Provision for income taxes: Non-controlling interest	(869)	(359)
Provision for income taxes	(3,790)	(1,908)
Net income attributable to RE/MAX Holdings, Inc.	2,631	4,409
Net income: Non-controlling interest	2,659	3,848
Net income	5,290	8,257
RMCO, LLC
Minority Interest [Line Items]
Net income attributable to RE/MAX Holdings, Inc.	2,631	4,409
Net income: Non-controlling interest	2,659	3,848
Net income	$ 5,290	$ 8,257

Non-controlling Interest - Dist

Non-controlling Interest - Distributions Paid or Payable (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Tax and other distributions
Dividends Payable [Line Items]
Distributions paid or payable to or on behalf of non-controlling unitholders	$ 14	$ 55
Dividend distributions
Dividends Payable [Line Items]
Distributions paid or payable to or on behalf of non-controlling unitholders	2,763	2,638
Quarterly distribution
Dividends Payable [Line Items]
Distributions paid or payable to or on behalf of non-controlling unitholders	$ 2,777	$ 2,693

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
	Mar. 31, 2020	Mar. 31, 2019
Numerator
Net income attributable to RE/MAX Holdings, Inc.	$ 2,631	$ 4,409
Earnings per share of Class A common stock
Net income attributable to RE/MAX Holdings, Inc. per share of Class A common stock, basic	$ 0.15	$ 0.25
Net income attributable to RE/MAX Holdings, Inc. per share of Class A common stock, diluted	$ 0.15	$ 0.25
RMCO, LLC
Numerator
Net income attributable to RE/MAX Holdings, Inc.	$ 2,631	$ 4,409
Common Class A
Denominator for basic net income per share of Class A common stock
Weighted average shares of Class A common stock outstanding	17,974,264	17,775,381
Denominator for diluted net income per share of Class A common stock
Weighted average shares of Class A common stock outstanding	17,974,264	17,775,381
Add dilutive effect of the following:
Weighted average shares of Class A common stock outstanding, diluted	18,033,631	17,817,620
Earnings per share of Class A common stock
Net income attributable to RE/MAX Holdings, Inc. per share of Class A common stock, basic	$ 0.15	$ 0.25
Net income attributable to RE/MAX Holdings, Inc. per share of Class A common stock, diluted	$ 0.15	$ 0.25
Employee Stock Option | Common Class A
Denominator for basic net income per share of Class A common stock
Weighted average shares of Class A common stock outstanding	17,974,264	17,775,381
Denominator for diluted net income per share of Class A common stock
Weighted average shares of Class A common stock outstanding	17,974,264	17,775,381
Restricted Stock Units (RSUs)
Add dilutive effect of the following:
Restricted stock units	59,367	42,239
Restricted Stock Units (RSUs) | Common Class A
Add dilutive effect of the following:
Weighted average shares of Class A common stock outstanding, diluted	18,033,631	17,817,620

Earnings Per Share and Divide_4

Earnings Per Share and Dividends - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands	May 05, 2020	Mar. 31, 2020	Mar. 31, 2019
Dividends Payable [Line Items]
Dividends to Class A common stockholders		$ 3,986	$ 3,740
Distributions declared to non-controlling unitholders		$ 2,763	$ 2,638
Common Class A
Dividends Payable [Line Items]
Cash dividends declared per share of Class A common stock		$ 0.22	$ 0.21
Dividends to Class A common stockholders		$ 3,986	$ 3,740
Quarterly dividend | Common Class A
Dividends Payable [Line Items]
Cash dividends declared per share of Class A common stock	$ 0.22	$ 0.22
Non-controlling interest
Dividends Payable [Line Items]
Dividends to Class A common stockholders		$ 0	$ 0

Acquisitions (Details)

Acquisitions (Details) - USD ($) $ in Thousands	Dec. 16, 2019	Mar. 31, 2020	Dec. 31, 2019	Jan. 01, 2019
Purchase Price Allocation
Goodwill		$ 161,698	$ 159,038
First Leads
Business Acquisition [Line Items]
Cash consideration	$ 15,000
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		15 Months Ended
	Mar. 31, 2020	Mar. 31, 2019	Mar. 31, 2020	Dec. 31, 2019
Finite Lived Intangible Assets [Line Items]
Net Balance	$ 83,801		$ 83,801	$ 87,670
Amortization expense	5,900	$ 5,200
Franchise agreements
Finite Lived Intangible Assets [Line Items]
Initial Cost	180,867		180,867	180,867
Accumulated Amortization	(97,066)		(97,066)	(93,197)
Net Balance	83,801		$ 83,801	87,670
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	45,129		$ 45,129	45,484
Accumulated Amortization	(15,575)		(15,575)	(13,169)
Net Balance	29,554		$ 29,554	32,315
Other intangible assets | Weighted Average
Finite Lived Intangible Assets [Line Items]
Useful life of intangible assets			4 years 4 months 24 days
Software
Finite Lived Intangible Assets [Line Items]
Initial Cost	36,205		$ 36,205	36,680
Accumulated Amortization	(11,506)		(11,506)	(9,653)
Net Balance	24,699		$ 24,699	27,027
Software | Weighted Average
Finite Lived Intangible Assets [Line Items]
Useful life of intangible assets			4 years
Trademarks
Finite Lived Intangible Assets [Line Items]
Initial Cost	2,014		$ 2,014	1,904
Accumulated Amortization	(1,093)		(1,093)	(1,037)
Net Balance	921		$ 921	867
Trademarks | Weighted Average
Finite Lived Intangible Assets [Line Items]
Useful life of intangible assets			9 years
Software Development
Finite Lived Intangible Assets [Line Items]
Capitalized software development costs	5,300		$ 5,300	10,500
Non-compete agreements
Finite Lived Intangible Assets [Line Items]
Initial Cost	3,700		3,700	3,700
Accumulated Amortization	(1,857)		(1,857)	(1,546)
Net Balance	1,843		$ 1,843	2,154
Non-compete agreements | Weighted Average
Finite Lived Intangible Assets [Line Items]
Useful life of intangible assets			4 years 6 months
Training materials
Finite Lived Intangible Assets [Line Items]
Initial Cost	2,400		$ 2,400	2,400
Accumulated Amortization	(760)		(760)	(640)
Net Balance	1,640		$ 1,640	1,760
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	810		$ 810	800
Accumulated Amortization	(359)		(359)	(293)
Net Balance	$ 451		$ 451	$ 507
Other | Weighted Average
Finite Lived Intangible Assets [Line Items]
Useful life of intangible assets			3 years 9 months 18 days

Intangible Assets and Goodwil_3

Intangible Assets and Goodwill - Estimated Future Amortization of Intangible Assets, Other Than Goodwill (Details) $ in Thousands	Mar. 31, 2020USD ($)
Finite-Lived Intangible Assets, Amortization Expense, Maturity Schedule [Abstract]
Remainder of 2020	$ 17,557
2021	25,941
2022	19,323
2023	15,192
2024	12,795
Estimated future amortization expense over next five years	$ 90,808

Intangible Assets and Goodwil_4

Intangible Assets and Goodwill - Schedule of Changes in Goodwill (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2020USD ($)
Changes to goodwill
Beginning Balance	$ 159,038
Goodwill recognized related to acquisitions	2,927
Effect of changes in foreign currency exchange rates	(267)
Ending Balance	161,698
RE/MAX Franchising
Changes to goodwill
Beginning Balance	147,238
Goodwill recognized related to acquisitions	2,927
Effect of changes in foreign currency exchange rates	(267)
Ending Balance	149,898
Motto Franchising
Changes to goodwill
Beginning Balance	11,800
Goodwill recognized related to acquisitions	0
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	Mar. 31, 2020	Dec. 31, 2019
Accrued Liabilities.
Marketing Funds	$ 42,253	$ 39,672
Accrued payroll and related employee costs	2,749	11,900
Accrued taxes	1,779	2,451
Accrued professional fees	1,972	2,047
Other	3,590	4,093
Accrued liabilities	$ 52,343	$ 60,163

Debt - Schedule of Debt (Detail

Debt - Schedule of Debt (Details) - USD ($) $ in Thousands	Mar. 31, 2020	Dec. 31, 2019
Debt Instrument [Line Items]
Senior Secured Credit Facility	$ 227,065
Less current portion	(2,628)	$ (2,648)
Debt, net of current portion	222,522	223,033
Senior Secured Credit Facility
Debt Instrument [Line Items]
Senior Secured Credit Facility	226,775	227,363
Other long-term financing	290	362
Less unamortized debt issuance costs	(1,107)	(1,182)
Less unamortized debt discount costs	(808)	(862)
Less current portion	(2,628)	(2,648)
Debt, net of current portion	$ 222,522	$ 223,033

Debt - Schedule of Maturities o

Debt - Schedule of Maturities of Debt (Details) $ in Thousands	Mar. 31, 2020USD ($)
Debt
Remainder of 2020	$ 1,988
2021	2,414
2022	2,350
2023	220,313
Long term debt	$ 227,065

Debt - Additional Information (

Debt - Additional Information (Details) - USD ($)	Mar. 31, 2020	Dec. 31, 2016
Debt Instrument [Line Items]
Debt instrument, interest rate	3.74%
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	3 Months Ended
	Mar. 31, 2020USD ($)item	Dec. 31, 2019USD ($)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration liability	$ 4,500	$ 5,005
Percentage of gross revenues to be paid yearly	8.00%
Business Combination, Contingent Consideration, Liability, Measurement Input [Extensible List]	us-gapp:MeasurementInputDiscountRateMember
Business Combination, Contingent Consideration, Liability, Measurement Input	15
Measured on a recurring basis
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration liability	$ 4,500	5,005
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	4,500	$ 5,005
Ten Percent Reduction In Franchise Sales [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Deferred revenue, current and noncurrent	200
One Percent Change To Discount Rate [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Deferred revenue, current and noncurrent	$ 200
Minimum
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assumed number of franchises sold annually | item	40
Maximum
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assumed number of franchises sold annually | item	80
Weighted Average
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assumed number of franchises sold annually | item	70

Fair Value Measurements - Recon

Fair Value Measurements - Reconciliation of Assets and Liabilities Measured Using Significant Unobservable Inputs (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Balance at Beginning	$ 5,005
Fair value adjustment	(505)	$ (70)
Balance at Ending	4,500
Measured on a recurring basis
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Balance at Beginning	5,005
Balance at Ending	4,500
Level 3 | Measured on a recurring basis
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Balance at Beginning	5,005
Balance at Ending	$ 4,500

Fair Value Measurements - Sched

Fair Value Measurements - Schedule of Senior Secured Credit Facility (Details) - Senior Secured Credit Facility - USD ($) $ in Thousands	Mar. 31, 2020	Dec. 31, 2019
Carrying amounts
Debt Instrument [Line Items]
Long term debt, carrying amount	$ 224,860	$ 225,319
Level 2 | Estimated fair value
Debt Instrument [Line Items]
Long term debt, fair value	$ 192,759	$ 227,363

Equity-Based Compensation (Deta

Equity-Based Compensation (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Employee stock-based compensation expense
Equity-based compensation capitalized (a)	$ (32)	$ (60)
Equity-based compensation expense	2,186	4,051
Time-based awards
Employee stock-based compensation expense
Equity-based compensation expense	$ 2,137	2,112
Restricted Stock Units
Nonvested at beginning of period	455,452
Granted	295,437
Shares vested	(163,028)
Forfeited	(2,711)
Nonvested at end of period	585,150
Nonvested at beginning of period, Weighted average grant date fair value per share	$ 46.15
Granted, Weighted average grant date fair value per share	29.16
Shares vested, Weighted average grant date fair value per share	45.58
Forfeited, Weighted average grant date fair value per share	42.08
Nonvested at end of period, Weighted average grant date fair value per share	$ 37.75
Unrecognized compensation cost	$ 18,900
Period for recognition of RSU compensation expense	2 years 2 months 12 days
Performance-based awards
Employee stock-based compensation expense
Equity-based compensation expense	$ 81	1,101
Restricted Stock Units
Nonvested at beginning of period	139,964
Granted	203,202
Shares vested	(6,331)
Forfeited	(4,034)
Nonvested at end of period	332,801
Nonvested at beginning of period, Weighted average grant date fair value per share	$ 45.31
Granted, Weighted average grant date fair value per share	28.29
Shares vested, Weighted average grant date fair value per share	38.49
Forfeited, Weighted average grant date fair value per share	43.95
Nonvested at end of period, Weighted average grant date fair value per share	$ 35.07
Unrecognized compensation cost	$ 3,700
Period for recognition of RSU compensation expense	2 years 6 months
Bonus settled in shares
Employee stock-based compensation expense
Equity-based compensation expense	$ 0	$ 898

Segment Information (Details)

Segment Information (Details)	3 Months Ended
	Mar. 31, 2020segment
Segment Information
Number of Operating Segments	4

Segment Information - Revenue (

Segment Information - Revenue (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Segment Reporting Information
Total revenue	$ 70,272	$ 71,178
RE/MAX Franchising
Segment Reporting Information
Total revenue	49,905	49,824
Motto Franchising
Segment Reporting Information
Total revenue	1,458	959
Marketing Funds fees
Segment Reporting Information
Total revenue	17,522	18,772
Other
Segment Reporting Information
Total revenue	1,387	1,623
Continuing franchise fees
Segment Reporting Information
Total revenue	24,143	24,956
Continuing franchise fees | RE/MAX Franchising
Segment Reporting Information
Total revenue	22,877	24,117
Continuing franchise fees | Motto Franchising
Segment Reporting Information
Total revenue	1,266	839
Annual dues
Segment Reporting Information
Total revenue	8,921	8,854
Annual dues | RE/MAX Franchising
Segment Reporting Information
Total revenue	8,921	8,854
Broker fees
Segment Reporting Information
Total revenue	9,444	8,588
Broker fees | RE/MAX Franchising
Segment Reporting Information
Total revenue	9,444	8,588
Franchise sales and other revenue
Segment Reporting Information
Total revenue	10,242	10,008
Franchise sales and other revenue | RE/MAX Franchising
Segment Reporting Information
Total revenue	8,663	8,265
Franchise sales and other revenue | Motto Franchising
Segment Reporting Information
Total revenue	$ 192	$ 120

Segment Information - Reconcili

Segment Information - Reconciliation (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated
Adjusted EBITDA	$ 19,539	$ 22,990
(Gain) loss on sale or disposition of assets and sublease, net	11	(379)
Equity-based compensation expense	(2,186)	(4,051)
Acquisition-related expense	(566)	(72)
Gain on reduction in tax receivable agreement liability	500	0
Fair value adjustments to contingent consideration	505	70
Interest income	269	320
Interest expense	(2,682)	(3,155)
Depreciation and amortization	(6,310)	(5,558)
Income before provision for income taxes	9,080	10,165
RE/MAX Franchising
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated
Adjusted EBITDA	20,731	24,144
Motto Franchising
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated
Adjusted EBITDA	(578)	(741)
Other
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated
Adjusted EBITDA	$ (614)	$ (413)