RE/MAX (RMAX) 10-Q 4 May 23 2023 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2023	Apr. 29, 2023
Document Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Mar. 31, 2023
Document Transition Report	false
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	Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Central Index Key	0001581091
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q1
Amendment Flag	false
Common Class A
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		18,123,911
Common Class B
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		1

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Current assets:
Cash and cash equivalents	$ 96,754	$ 108,663
Restricted cash	27,329	29,465
Accounts and notes receivable, current portion, net of allowances	33,284	32,518
Income taxes receivable	1,561	2,138
Other current assets	18,216	20,178
Total current assets	177,144	192,962
Property and equipment, net of accumulated depreciation	9,249	9,793
Operating lease right of use assets	26,359	25,825
Franchise agreements, net	115,334	120,174
Other intangible assets, net	23,750	25,763
Goodwill	258,686	258,626
Deferred tax assets, net	52,464	51,441
Income taxes receivable, net of current portion	754	754
Other assets, net of current portion	8,869	9,896
Total assets	672,609	695,234
Current liabilities:
Accounts payable	3,409	6,165
Accrued liabilities	65,464	70,751
Income taxes payable	838	1,658
Deferred revenue	25,014	27,784
Current portion of debt	4,600	4,600
Current portion of payable pursuant to tax receivable agreements	1,642	1,642
Operating lease liabilities	7,371	7,068
Total current liabilities	108,338	119,668
Debt, net of current portion	442,782	443,720
Payable pursuant to tax receivable agreements, net of current portion	24,917	24,917
Deferred tax liabilities, net	12,505	13,113
Deferred revenue, net of current portion	18,117	18,287
Operating lease liabilities, net of current portion	37,453	37,989
Other liabilities, net of current portion	5,554	5,838
Total liabilities	649,666	663,532
Commitments and contingencies
Stockholders' equity:
Additional paid-in capital	538,743	535,566
Accumulated deficit	(63,137)	(53,999)
Accumulated other comprehensive income (deficit), net of tax	(313)	(395)
Total stockholders' equity attributable to RE/MAX Holdings, Inc.	475,295	481,174
Non-controlling interest	(452,352)	(449,472)
Total stockholders' equity	22,943	31,702
Total liabilities and stockholders' equity	672,609	695,234
Common Class A
Stockholders' equity:
Common stock	2	2
Common Class B
Stockholders' equity:
Common stock

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Mar. 31, 2023	Dec. 31, 2022
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	18,121,947	17,874,238
Common stock, shares outstanding	18,121,947	17,874,238
Common Class B
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	1,000	1,000
Common stock, shares issued	1	1
Common stock, shares outstanding	1	1

Condensed Consolidated Statemen

Condensed Consolidated Statements of Income (Loss) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Revenue:
Total revenue	$ 85,401	$ 91,004
Operating expenses:
Selling, operating and administrative expenses	49,115	47,831
Marketing Funds expenses	21,342	22,851
Depreciation and amortization	8,033	8,985
Settlement and impairment charges		3,735
Total operating expenses	78,490	83,402
Operating income (loss)	6,911	7,602
Other expenses, net:
Interest expense	(8,245)	(3,651)
Interest income	1,004	19
Foreign currency transaction gains (losses)	43	180
Total other expenses, net	(7,198)	(3,452)
Income (loss) before provision for income taxes	(287)	4,150
Provision for income taxes	(392)	(1,205)
Net income (loss)	(679)	2,945
Less: net income (loss) attributable to non-controlling interest	(8)	1,494
Net income (loss) attributable to RE/MAX Holdings, Inc.	$ (671)	$ 1,451
Common Class A
Net income (loss) attributable to RE/MAX Holdings, Inc. per share of Class A common stock
Basic	$ (0.04)	$ 0.08
Diluted	$ (0.04)	$ 0.08
Weighted average shares of Class A common stock outstanding
Basic	17,916,841	18,934,424
Diluted	17,916,841	19,211,603
Cash dividends declared per share of Class A common stock	$ 0.23	$ 0.23
Continuing franchise fees
Revenue:
Total revenue	$ 32,076	$ 33,499
Annual dues
Revenue:
Total revenue	8,618	8,920
Broker fees
Revenue:
Total revenue	10,892	15,085
Marketing Funds fees
Revenue:
Total revenue	21,342	22,851
Franchise sales and other revenue
Revenue:
Total revenue	$ 12,473	$ 10,649

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Condensed Consolidated Statements of Comprehensive Income (Loss)
Net income (loss)	$ (679)	$ 2,945
Change in cumulative translation adjustment	99	482
Other comprehensive income (loss), net of tax	99	482
Comprehensive income (loss)	(580)	3,427
Less: Comprehensive income (loss) attributable to non-controlling interest	9	1,734
Comprehensive income (loss) attributable to RE/MAX Holdings, Inc., net of tax	$ (589)	$ 1,693

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands	Common Class A Common Stock	Common Class A	Common Class B Common Stock	Common Class B	Additional paid-in capital	Retained earnings (accumulated deficit)	Accumulated other comprehensive income (loss), net of tax	Non-controlling interest	Total
Beginning balance, Value at Dec. 31, 2021	$ 2				$ 515,443	$ (7,821)	$ 650	$ (439,207)	$ 69,067
Beginning balance, Shares at Dec. 31, 2021	18,806,194		1
Net income (loss)						1,451		1,494	2,945
Distributions to non-controlling unitholders								(2,894)	(2,894)
Equity-based compensation expense and dividend equivalents, Value					12,215	(685)			11,530
Equity-based compensation expense and dividend equivalents, Shares	587,283
Dividends to Class A common stockholders						(4,439)			(4,439)
Repurchase and retirement of common shares, Value						(1,314)			(1,314)
Repurchase and retirement of common shares, Shares	(45,885)
Change in accumulated other comprehensive income (loss)							242	240	482
Payroll taxes related to net settled restricted stock units, Value					(5,586)				(5,586)
Payroll taxes related to net settled restricted stock units, Shares	(175,048)
Ending balance, Value at Mar. 31, 2022	$ 2				522,072	(12,808)	892	(440,367)	69,791
Ending balance, Shares at Mar. 31, 2022	19,172,544		1
Beginning balance, Value at Dec. 31, 2022	$ 2				535,566	(53,999)	(395)	(449,472)	31,702
Beginning balance, Shares at Dec. 31, 2022	17,874,238	17,874,238	1	1
Net income (loss)						(671)		(8)	(679)
Distributions to non-controlling unitholders								(2,889)	(2,889)
Equity-based compensation expense and dividend equivalents, Value					6,635	(660)			5,975
Equity-based compensation expense and dividend equivalents, Shares	593,463
Dividends to Class A common stockholders						(4,164)			(4,164)
Repurchase and retirement of common shares, Value		$ (3,400)				(3,408)			(3,408)
Repurchase and retirement of common shares, Shares	(160,405)	(160,405)
Change in accumulated other comprehensive income (loss)							82	17	99
Payroll taxes related to net settled restricted stock units, Value					(3,458)				(3,458)
Payroll taxes related to net settled restricted stock units, Shares	(185,349)
Other						(235)			(235)
Ending balance, Value at Mar. 31, 2023	$ 2				$ 538,743	$ (63,137)	$ (313)	$ (452,352)	$ 22,943
Ending balance, Shares at Mar. 31, 2023	18,121,947	18,121,947	1	1

Condensed Consolidated Statem_4

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Cash flows from operating activities:
Net income (loss)	$ (679)	$ 2,945
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization	8,033	8,985
Equity-based compensation expense	4,451	5,637
Bad debt expense	1,614	170
Deferred income tax expense (benefit)	(1,579)	20
Fair value adjustments to contingent consideration	(4)	285
Impairment charge - leased assets		3,735
Loss on sale or disposition of assets, net	178	6
Non-cash lease benefit	(766)	(368)
Non-cash debt charges	212	212
Other, net	(116)	49
Changes in operating assets and liabilities	(8,280)	(5,174)
Net cash provided by operating activities	3,064	16,502
Cash flows from investing activities:
Purchases of property, equipment and capitalization of software	(1,489)	(3,723)
Other	195
Net cash used in investing activities	(1,294)	(3,723)
Cash flows from financing activities:
Payments on debt	(1,150)	(1,150)
Distributions paid to non-controlling unitholders	(2,889)	(2,894)
Dividends and dividend equivalents paid to Class A common stockholders	(4,824)	(5,124)
Payments related to tax withholding for share-based compensation	(3,458)	(5,586)
Common shares repurchased	(3,408)	(1,314)
Payment of contingent consideration	(120)
Net cash used in financing activities	(15,849)	(16,068)
Effect of exchange rate changes on cash	34	274
Net decrease in cash, cash equivalents and restricted cash	(14,045)	(3,015)
Cash, cash equivalents and restricted cash, beginning of period	138,128	158,399
Cash, cash equivalents and restricted cash, end of period	124,083	155,384
Supplemental disclosures of cash flow information:
Cash paid for interest	8,109	3,433
Net cash paid for income taxes	$ 2,197	$ 1,542

Business and Organization

Business and Organization	3 Months Ended
	Mar. 31, 2023
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 one of the world’s leading franchisors 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”). The Company also sells ancillary products and services, including loan processing services, to its Motto network through the wemlo brand. The Company focuses on enabling its networks’ success by providing powerful technology, quality education, and valuable marketing to build the strength of the RE/MAX and Motto brands. RE/MAX and Motto are 100% franchised—the Company does not own any of the brokerages that operate under these brands.

Summary of Significant Accounti

Summary of Significant Accounting Policies	3 Months Ended
	Mar. 31, 2023
Summary of Significant Accounting Policies
Summary of Significant Accounting Policies	2. Summary of Significant Accounting Policies Basis of Presentation The accompanying Condensed Consolidated Balance Sheet at December 31, 2022, which was derived from the audited consolidated financial statements at that date, and the unaudited interim condensed consolidated financial statements and notes thereto 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, 2023 and the results of its operations and comprehensive income, cash flows and changes in its stockholders’ equity for the three months ended March 31, 2023 and 2022. 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, 2022 (“2022 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. Segment Reporting The Company operates under the following four operating segments: Real Estate, Mortgage, Marketing Funds and Other. Due to quantitative insignificance, the “Other” operating segment is comprised of operations which do not meet the criteria of a reportable segment. Revenue Recognition The Company generates most 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 RE/MAX or Motto franchisees or Independent Region sub-franchisors based on the number of RE/MAX agents or Motto franchisees based on the number of open offices. ● Annual dues, which are fees charged directly to RE/MAX agents. ● Broker fees, which are fees on real estate commissions when a RE/MAX agent assists a consumer with buying or selling a home. ● Marketing Funds fees, which are fixed contractual fees paid monthly by franchisees based on the number of RE/MAX agents or Motto franchisees based on the number of offices. ● Franchise sales and other revenue, which consists of fees from initial sales of RE/MAX and Motto franchises, renewals of RE/MAX franchises and master franchise fees, as well as data services subscription revenue, preferred marketing arrangements, technology products and subscription revenue, events-related revenue from education and other programs and mortgage loan processing revenue. Deferred Revenue and Commissions Related to Franchise Sales Deferred revenue is primarily driven by Franchise sales and Annual dues, as discussed above, and is included in “Deferred revenue” and “Deferred revenue, net of current portion” on the Condensed Consolidated Balance Sheets. Other deferred revenue is primarily related to events-related revenue. The activity consists of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at ​ ​ ​ Revenue ​ Balance at ​ ​ January 1, 2023 ​ New billings ​ recognized (a) ​ March 31, 2023 Franchise sales ​ $ 25,281 ​ $ 2,252 ​ $ (2,372) ​ $ 25,161 Annual dues ​ ​ 14,164 ​ ​ 9,475 ​ ​ (8,618) ​ ​ 15,021 Other ​ ​ 6,626 ​ ​ 6,366 ​ ​ (10,043) ​ ​ 2,949 ​ ​ $ 46,071 ​ $ 18,093 ​ $ (21,033) ​ $ 43,131 ​ (a) Revenue recognized related to the beginning balance for Franchise sales and Annual dues were $2.3 million and $6.4 million, respectively, for the three months ended March 31, 2023. 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): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Additions to ​ ​ ​ ​ ​ ​ ​ ​ Balance at ​ contract cost ​ Expense ​ Balance at ​ ​ January 1, 2023 ​ for new activity ​ recognized ​ March 31, 2023 Capitalized contract costs for commissions ​ $ 3,974 ​ $ 678 ​ $ (543) ​ $ 4,109 ​ 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): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Remainder of 2023 ​ 2024 ​ 2025 ​ 2026 ​ 2027 ​ 2028 ​ Thereafter ​ Total Annual dues $ 14,294 ​ $ 727 ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ 15,021 Franchise sales ​ 5,351 ​ ​ 6,163 ​ ​ 4,947 ​ ​ 3,573 ​ ​ 2,125 ​ ​ 989 ​ ​ 2,013 ​ ​ 25,161 Total $ 19,645 ​ $ 6,890 ​ $ 4,947 ​ $ 3,573 ​ $ 2,125 ​ $ 989 ​ $ 2,013 ​ $ 40,182 ​ Disaggregated Revenue In the following table, segment revenue is disaggregated by Company-Owned or Independent Regions, where applicable, by segment and by geographical area (in thousands): ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ March 31, ​ 2023 ​ 2022 U.S. Company-Owned Regions $ 33,861 ​ $ 39,154 U.S. Independent Regions ​ 1,476 ​ ​ 1,701 Canada Company-Owned Regions ​ 9,798 ​ ​ 10,475 Canada Independent Regions ​ 724 ​ ​ 703 Global ​ 3,198 ​ ​ 3,092 Fee revenue (a) ​ 49,057 ​ ​ 55,125 Franchise sales and other revenue (b) ​ 11,573 ​ ​ 9,612 Total Real Estate ​ 60,630 ​ ​ 64,737 U.S. ​ 16,305 ​ ​ 17,559 Canada ​ 4,763 ​ ​ 5,013 Global ​ 274 ​ ​ 279 Total Marketing Funds ​ 21,342 ​ ​ 22,851 Mortgage (c) ​ 3,188 ​ ​ 3,028 Other (c) ​ 241 ​ ​ 388 Total $ 85,401 ​ $ 91,004 (a) Fee revenue includes Continuing franchise fees, Annual dues and Broker fees. (b) Franchise sales and other revenue is derived primarily within the U.S. (c) Revenue from Mortgage and Other are derived exclusively within the U.S. 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, 2023 ​ December 31, 2022 Cash and cash equivalents ​ $ 96,754 ​ $ 108,663 Restricted cash ​ ​ 27,329 ​ ​ 29,465 Total cash, cash equivalents and restricted cash ​ $ 124,083 ​ $ 138,128 ​ Services Provided to the Marketing Funds by Real Estate Real Estate charges the Marketing Funds for various services it performs. These services are primarily comprised of (a) building and maintaining the remax.com and remax.ca websites and mobile apps, (b) dedicated employees focused on marketing campaigns, and (c) various administrative services including customer support of technology; accounting and legal. In 2022 and prior, the additional services provided were (a) agent marketing technology; including customer relationship management tools and (b) agent, office and team websites. Because these costs are ultimately paid by the Marketing Funds, they do not impact the net income (loss) of Holdings as the Marketing Funds have no reported net income. The Company’s transition to the kvCORE platform, paid for directly by the Marketing Funds, reduces the charges Real Estate had historically charged the Marketing Funds (See Restructuring Charges Costs charged from Real Estate to the Marketing Funds are as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ ​ March 31, ​ ​ 2023 ​ 2022 Technology − operating ​ $ 1,169 ​ $ 4,224 Technology – capital (a) ​ ​ (203) ​ ​ 631 Marketing staff and administrative services ​ ​ 1,492 ​ ​ 1,541 Total ​ $ 2,458 ​ $ 6,396 ​ (a) During the first quarter of 2023, the Company determined that certain development projects were no longer needed and therefore $0.2 million, reflecting the cost of work in process assets that would no longer be placed in service, was refunded to the Marketing Funds. Accounts and Notes Receivable As of March 31, 2023, and December 31, 2022, the Company had allowances against accounts and notes receivable of $10.0 million and $9.1 million, respectively. Property and Equipment As of March 31, 2023, and December 31, 2022, the Company had accumulated depreciation of $11.6 million and $10.9 million, respectively. 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 sublease agreements on its corporate headquarters, consisting solely of operating leases. During the first quarter of 2022, the Company subleased a portion of its corporate headquarters. As a result, the Company performed impairment tests on the portion subleased. Based on a comparison of undiscounted cash flows to the right of use (“ROU”) asset, the Company determined that the asset was impaired, driven largely by the difference between the existing lease rate on the Company’s corporate headquarters and the sublease rates received. This resulted in impairment charges of $3.7 million for the first quarter of 2022, which reflect the excess of the ROU asset carrying value over its fair value. Restructuring Charges During the third quarter of 2022, the Company began incurring expenses related to a restructuring in its business and technology offerings with the phased rollout of the kvCORE platform, replacing the functionality previously provided by the booj platform. A significant amount of these costs are termination benefits related to workforce reductions including severance and related expenses that were incurred in the second half of 2022. See Note 6, Accrued Liabilities Foreign Currency Derivatives The Company is exposed to foreign currency transaction gains and losses related to certain foreign currency denominated asset and liability positions, with the Canadian dollar representing the most significant exposure primarily from an intercompany loan from a U.S. subsidiary to a Canadian subsidiary. The Company uses short duration foreign currency forward contracts, generally with maturities ranging from a few days to a few months, to minimize its exposures related to foreign currency exchange rate fluctuations. None of these contracts are designated as accounting hedges as the underlying currency positions are revalued through “Foreign currency transaction gains (losses)” along with the related derivative contracts. The Company has a short-term $74.0 million Canadian dollar forward contract that matures in the second quarter of 2023 that net settles in U.S. dollars based on the prevailing spot rates at maturity. Recently Adopted Accounting Pronouncements In October 2021, the FASB issued ASU 2021-08, Business Combinations (Topic 805) - Accounting for Contract Assets and Contract Liabilities from Contracts with Customers, which requires entities to recognize and measure contract assets (commissions related to franchise sales) and contract liabilities (deferred revenue) acquired in a business combination in accordance with ASC 2014-09, Revenue from Contracts with Customers (Topic 606). The update will generally result in an entity recognizing contract assets and contract liabilities at amounts consistent with those recorded by the acquiree immediately before the acquisition date rather than at fair value. The new standard is effective on a prospective basis for fiscal years beginning after December 15, 2022, with early adoption permitted. The impact to future acquisitions could be material depending on the significance of future acquisitions. There would be no impact to cash flows. New Accounting Pronouncements Not Yet Adopted In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848) Debt

Non-controlling Interest

Non-controlling Interest	3 Months Ended
	Mar. 31, 2023
Non-controlling Interest.
Non-controlling Interest	3. Non-controlling Interest Holdings is the sole managing member of RMCO and operates and controls all the business affairs of RMCO. The ownership of the common units in RMCO is summarized as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, 2023 ​ December 31, 2022 ​ ​ ​ 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) ​ 18,121,947 ​ 59.1 % 17,874,238 ​ 58.7 % Total common units in RMCO ​ 30,681,547 ​ 100.0 % 30,433,838 ​ 100.0 % ​ The weighted average ownership (“WAO”) percentages for the applicable reporting periods are used to calculate the “Net income (loss) attributable to RE/MAX Holdings, Inc.” A reconciliation of “Income (loss) before provision for income taxes” to “Net income (loss) attributable to RE/MAX Holdings, Inc.” and “Net Income (loss) attributable to non-controlling interest” in the accompanying Condensed Consolidated Statements of Income (Loss) for the periods indicated is detailed as follows (in thousands, except percentages): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended March 31, ​ ​ 2023 ​ 2022 ​ ​ ​ RE/MAX Holdings, Inc. Non-controlling interest Total RE/MAX Holdings, Inc. Non-controlling interest Total ​ WAO percentage of RMCO (a) ​ ​ 58.8 % ​ 41.2 % ​ 100.0 % ​ 60.1 % ​ 39.9 % ​ 100.0 % Income (loss) before provision for income taxes (a) ​ $ (168) ​ $ (119) ​ $ (287) ​ $ 2,485 ​ $ 1,665 ​ $ 4,150 ​ (Provision) / benefit for income taxes (b) ​ ​ (503) ​ ​ 111 ​ ​ (392) ​ ​ (1,034) ​ ​ (171) ​ ​ (1,205) ​ Net income (loss) ​ $ (671) ​ $ (8) ​ $ (679) ​ $ 1,451 ​ $ 1,494 ​ $ 2,945 ​ (a) The WAO percentage of RMCO differs from the allocation of income (loss) before provision for income taxes between Holdings and the non-controlling interest due to certain relatively insignificant items recorded at 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 flow-through income from RMCO. It also includes Holdings’ share of taxes directly incurred by RMCO and its subsidiaries, including taxes in certain foreign jurisdictions. See Note 9, Income Taxes for additional information. 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): ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ March 31, ​ 2023 ​ 2022 Tax distributions $ — ​ $ 5 Dividend distributions ​ 2,889 ​ ​ 2,889 Total distributions to non-controlling unitholders $ 2,889 ​ $ 2,894 ​

Earnings (loss) Per Share, Divi

Earnings (loss) Per Share, Dividends and Repurchases	3 Months Ended
	Mar. 31, 2023
Earnings (loss) Per Share, Dividends and Repurchases
Earnings (loss) Per Share, Dividends and Repurchases	4. Earnings (loss) Per Share, Dividends and Repurchases Earnings (loss) Per Share The following is a reconciliation of the numerator and denominator used in the basic and diluted earnings (loss) per share (“EPS”) calculations (in thousands, except shares and per share information): ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ ​ March 31, ​ ​ 2023 ​ 2022 Numerator ​ ​ ​ ​ ​ ​ Net income (loss) attributable to RE/MAX Holdings, Inc. ​ $ (671) ​ $ 1,451 Denominator for basic net income (loss) per share of Class A common stock ​ ​ ​ ​ ​ ​ Weighted average shares of Class A common stock outstanding ​ ​ 17,916,841 ​ ​ 18,934,424 Denominator for diluted net income (loss) per share of Class A common stock ​ ​ ​ ​ ​ ​ Weighted average shares of Class A common stock outstanding ​ ​ 17,916,841 ​ ​ 18,934,424 Add dilutive effect of the following: ​ ​ ​ ​ ​ ​ Restricted stock and restricted stock units (a) ​ ​ — ​ ​ 277,179 Weighted average shares of Class A common stock outstanding, diluted ​ ​ 17,916,841 ​ ​ 19,211,603 Net income (loss) attributable to RE/MAX Holdings, Inc. per share of Class A common stock ​ ​ ​ ​ ​ ​ Basic ​ $ (0.04) ​ $ 0.08 Diluted ​ $ (0.04) ​ $ 0.08 (a) As the Company had a net loss for the three months ended March 31, 2023, the dilutive effect of restricted stock and restricted stock units would have been considered anti-dilutive and therefore there is no effect on the weighted average shares of Class A common stock outstanding EPS calculation. 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 (loss) 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, ​ ​ 2023 ​ 2022 ​ Quarter end declared Date paid Per share Class A stockholders ($) Non-controlling unitholders ($) Date paid Per share Class A stockholders ($) Non-controlling unitholders ($) ​ March 31 ​ March 22, 2023 ​ $ 0.23 ​ $ 4,164 ​ $ 2,889 ​ March 16, 2022 ​ $ 0.23 ​ $ 4,439 ​ $ 2,889 ​ ​ ​ ​ ​ $ 0.23 ​ $ 4,164 ​ $ 2,889 ​ ​ ​ $ 0.23 ​ $ 4,439 ​ $ 2,889 ​ ​ On May 3, 2023, the Company’s Board of Directors declared a quarterly dividend of $0.23 per share on all outstanding shares of Class A common stock, payable on May 31, 2023 to stockholders of record at the close of business on May 17, 2023. Share Repurchases and Retirement In January 2022, the Company’s Board of Directors authorized a common stock repurchase program of up to $100 million. During the three months ended March 31, 2023, 160,405 shares of the Company’s Class A common stock were repurchased and retired for $3.4 million excluding commissions, at a weighted average cost of $21.24. As of March 31, 2023, $62.5 million remained available under the share repurchase program.

Intangible Assets and Goodwill

Intangible Assets and Goodwill	3 Months Ended
	Mar. 31, 2023
Intangible Assets and Goodwill
Intangible Assets and Goodwill	5. 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, 2023 ​ As of December 31, 2022 ​ ​ ​ Amortization ​ Initial ​ Accumulated ​ Net ​ Initial ​ Accumulated ​ Net ​ ​ ​ Period ​ Cost ​ Amortization ​ Balance ​ Cost ​ Amortization ​ Balance Franchise agreements ​ ​ 12.3 ​ $ 224,454 ​ $ (109,120) ​ $ 115,334 ​ $ 224,397 ​ $ (104,223) ​ $ 120,174 Other intangible assets: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Software (a) ​ ​ 4.1 ​ $ 49,475 ​ $ (34,009) ​ $ 15,466 ​ $ 48,658 ​ $ (32,198) ​ $ 16,460 Trademarks ​ ​ 9.2 ​ ​ 1,713 ​ ​ (1,307) ​ ​ 406 ​ ​ 1,713 ​ ​ (1,272) ​ ​ 441 Non-compete agreements ​ ​ 4.3 ​ ​ 12,958 ​ ​ (5,687) ​ ​ 7,271 ​ ​ 12,953 ​ ​ (4,878) ​ ​ 8,075 Training materials ​ ​ 5.0 ​ ​ 2,400 ​ ​ (2,200) ​ ​ 200 ​ ​ 2,400 ​ ​ (2,080) ​ ​ 320 Other ​ ​ 7.0 ​ ​ 870 ​ ​ (463) ​ ​ 407 ​ ​ 870 ​ ​ (403) ​ ​ 467 Total other intangible assets ​ ​ 4.4 ​ $ 67,416 ​ $ (43,666) ​ $ 23,750 ​ $ 66,594 ​ $ (40,831) ​ $ 25,763 ​ (a) As of March 31, 2023 and December 31, 2022, capitalized software development costs of $ 5.2 million and $ 4.6 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 was $7.4 million and $8.4 million for the three months ended March 31, 2023 and 2022. As of March 31, 2023, the estimated future amortization expense related to intangible assets includes the estimated amortization expense associated with the Company’s intangible assets assumed with the Company’s acquisitions (in thousands): ​ ​ ​ ​ Remainder of 2023 ​ $ 22,235 2024 ​ ​ 25,336 2025 ​ ​ 21,512 2026 ​ ​ 14,902 2027 ​ ​ 8,979 Thereafter ​ ​ 46,120 ​ ​ $ 139,084 ​ The following table presents changes to goodwill by reportable segment (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Real Estate ​ Mortgage ​ Total Balance, January 1, 2023 ​ $ 239,993 ​ $ 18,633 ​ $ 258,626 Effect of changes in foreign currency exchange rates ​ ​ 60 ​ ​ — ​ ​ 60 Balance, March 31, 2023 ​ $ 240,053 ​ $ 18,633 ​ $ 258,686 ​

Accrued Liabilities

Accrued Liabilities	3 Months Ended
	Mar. 31, 2023
Accrued Liabilities.
Accrued Liabilities	6. Accrued Liabilities Accrued liabilities consist of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, 2023 ​ December 31, 2022 Marketing Funds (a) ​ $ 46,381 ​ $ 47,670 Accrued payroll and related employee costs ​ ​ 8,130 ​ ​ 14,419 Accrued taxes ​ ​ 1,637 ​ ​ 2,025 Accrued professional fees ​ ​ 1,314 ​ ​ 1,331 Other ​ ​ 8,002 ​ ​ 5,306 ​ ​ $ 65,464 ​ $ 70,751 ​ (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. The following table presents a rollforward of the liability as related to the strategic shift and restructure of its business, which is in “Accrued payroll and related employee costs” in the table above (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ Balance, January 1, 2023 ​ $ 3,631 Severance and other related expenses ​ ​ 39 Cash payments ​ ​ (1,919) Balance, March 31, 2023 ​ $ 1,750 ​

Debt

Debt	3 Months Ended
	Mar. 31, 2023
Debt
Debt	7. Debt Debt, net of current portion, consists of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, 2023 ​ December 31, 2022 Senior Secured Credit Facility ​ $ 451,950 ​ $ 453,101 Less unamortized debt issuance costs ​ ​ (3,375) ​ ​ (3,532) Less unamortized debt discount costs ​ ​ (1,193) ​ ​ (1,249) Less current portion ​ ​ (4,600) ​ ​ (4,600) ​ ​ $ 442,782 ​ $ 443,720 ​ As of March 31, 2023, maturities of debt are as follows (in thousands): ​ ​ ​ ​ Remainder of 2023 ​ $ 3,450 2024 ​ ​ 4,600 2025 ​ ​ 4,600 2026 ​ ​ 4,600 2027 ​ ​ 4,600 Thereafter ​ ​ 430,100 ​ ​ $ 451,950 ​ Senior Secured Credit Facility On July 21, 2021, the Company amended and restated its Senior Secured Credit Facility to refinance its existing facility. The revised facility provides for a seven-year $460.0 million term loan facility which matures on July 21, 2028, and a $50.0 million revolving loan facility which must be repaid on July 21, 2026. The Senior Secured Credit Facility requires RE/MAX, LLC to repay term loans at $1.2 million per quarter. RE/MAX, LLC is also required to repay the term loans and reduce revolving commitments with (i) 100% of proceeds of any incurrence of additional debt not permitted by the Senior Secured Credit Facility, (ii) 100% of proceeds of asset sales and 100% of amounts recovered under insurance policies, subject to certain exceptions and a reinvestment right and (iii) 50% of Excess Cash Flow (or “ECF” as defined in the Senior Secured Credit Facility) at the end of the applicable fiscal year if RE/MAX, LLC’s Total Leverage Ratio (or “TLR” as defined in the Senior Secured Credit Facility) is in excess of 4.25:1. If the TLR as of the last day of such fiscal year is equal to or less than 4.25:1 but above 3.75:1, the repayment percentage is 25% of ECF and if the TLR as of the last day of such fiscal year is less than 3.75:1, no repayment from ECF is required. In addition, the Company is limited in the amount of restricted payments it can make as defined in the Senior Secured Credit Facility. These restricted payments include declaration or payment of dividends, repurchase of shares, or other distributions. In general, the Company can make unlimited restricted payments, so long as the TLR is below 3.50:1 (both before and after giving effect to such payments). As of March 31, 2023, our TLR was 3.10:1, as such no ECF payment was required, and the limits on restricted payments were not applicable. Borrowings under the term loans and revolving loans accrue interest, at the Company’s option on (a) LIBOR, provided LIBOR shall be no less than 0.50% plus an applicable margin of 2.50% and, provided further that such rate shall be adjusted for reserve requirements for eurocurrency liabilities, if any (the “LIBOR Rate”) or (b) the greatest of (i) the prime rate as quoted by the Wall Street Journal, (ii) the NYFRB Rate (as defined in the Senior Secured Credit Facility) plus 0.50% and (iii) the one-month Eurodollar Rate plus 1.00%, (such greatest rate, the “ABR”) plus, in each case, an applicable margin of 1.50%. The Senior Secured Credit Facility includes a provision for transition from LIBOR to the alternative reference rate of Term SOFR on or before June 2023 (the LIBOR Rate cessation date). As of March 31, 2023, the interest rate on the term loan facility was 7.4%. Whenever amounts are drawn under the revolving line of credit, the Senior Secured Credit Facility requires compliance with a leverage ratio (calculated as net debt to EBITDA as defined therein). A commitment fee of 0.5% per annum (subject to reductions) accrues on the amount of unutilized revolving line of credit. As of the date of this report, no amounts were drawn on the revolving line of credit.

Fair Value Measurements

Fair Value Measurements	3 Months Ended
	Mar. 31, 2023
Fair Value Measurements
Fair Value Measurements	8. 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 2022 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, 2023 ​ As of December 31, 2022 ​ ​ Fair Value Level 1 Level 2 Level 3 Fair Value Level 1 Level 2 Level 3 Liabilities ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Motto contingent consideration ​ $ 3,700 ​ $ — ​ $ — ​ $ 3,700 ​ $ 3,710 ​ $ — ​ $ — ​ $ 3,710 Gadberry Group contingent consideration ​ ​ 703 ​ ​ — ​ ​ — ​ ​ 703 ​ ​ 817 ​ ​ — ​ ​ — ​ ​ 817 Contingent consideration (a) ​ $ 4,403 ​ $ — ​ $ — ​ $ 4,403 ​ $ 4,527 ​ $ — ​ $ — ​ $ 4,527 (a) Recorded as a component of “Accrued liabilities” and “Other liabilities, net of current portion” in the accompanying Condensed Consolidated Balance Sheets. 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 annual payment is required to be made within 120 days of the end of each Revenue Share Year. 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 60-140 franchises sold annually. This assumption is based on historical sales and an assumption of growth over time. A 10% change in the number of franchise sales would change the liability by $0.1 million. A 1% change to the discount rate applied to the forecast changes the liability by approximately $0.1 million. As of March 31, 2023, contingent consideration also includes an amount recognized in connection with the acquisition of the Gadberry Group.The Company measures these liabilities each reporting period and recognizes changes in fair value, if any, in “Selling, operating and administrative expenses” in the accompanying Condensed Consolidated Statements of Income (Loss). The table below presents a reconciliation of the contingent consideration (in thousands): ​ ​ ​ ​ ​ ​ Total Balance at January 1, 2023 ​ $ 4,527 Fair value adjustments ​ ​ (4) Cash payments ​ ​ (120) Balance at March 31, 2023 ​ $ 4,403 ​ The following table summarizes the carrying value and estimated fair value of the Senior Secured Credit Facility (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, 2023 ​ December 31, 2022 ​ ​ Carrying Amount Fair Value Level 2 Carrying Amount Fair Value Level 2 Senior Secured Credit Facility ​ $ 447,382 ​ $ 411,275 ​ $ 448,320 ​ $ 414,587 ​

Income Taxes

Income Taxes	3 Months Ended
	Mar. 31, 2023
Income Taxes
Income Taxes	9. Income Taxes The “Provision for income taxes” in the accompanying Condensed Consolidated Statements of Income (Loss) is based on an estimate of the Company’s annualized effective income tax rate and discrete items recorded during the three months ended March 31, 2023.

Equity-Based Compensation

Equity-Based Compensation	3 Months Ended
	Mar. 31, 2023
Equity-Based Compensation
Equity-Based Compensation	10. Equity-Based Compensation Equity-based compensation expense under the RE/MAX Holdings, Inc. 2013 Omnibus Incentive Plan (the “Incentive Plan”), net of the amount capitalized in internally developed software, is as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ ​ March 31, ​ ​ 2023 ​ 2022 Expense from time-based awards ​ $ 2,504 ​ $ 3,848 Expense from performance-based awards (a) ​ ​ 717 ​ ​ 90 Expense from bonus to be settled in shares (b) ​ ​ 1,230 ​ ​ 1,699 Equity-based compensation expense ​ $ 4,451 ​ $ 5,637 (a) Expense recognized for performance-based awards is re-assessed each quarter based on expectations of achievement against the performance conditions. During the first quarter of 2022, the Company had a significant amount of forfeitures related to performance-based awards issued to the Company’s former CEO which, subsequent to his departure, will no longer vest. (b) A portion of the annual corporate bonus earned is to be settled in shares. These amounts are recognized as “Accrued liabilities” in the accompanying Condensed Consolidated Balance Sheets and are not included in “Additional paid-in capital” until the shares are issued. Time-based Restricted Stock The following table summarizes equity-based compensation activity related to time-based restricted stock units and restricted stock awards: ​ ​ ​ ​ ​ ​ ​ ​ Shares ​ Weighted average grant date fair value per share Balance, January 1, 2023 ​ 611,102 ​ $ 32.23 Granted (a) ​ 474,511 ​ $ 18.46 Shares vested (including tax withholding) (b) ​ (255,621) ​ $ 30.62 Forfeited ​ (19,111) ​ $ 26.65 Balance, March 31, 2023 ​ 810,881 ​ $ 24.81 ​ (a) Pursuant to the terms of the Incentive Plan, shares withheld by the Company for the payment of the employee's tax withholding related to shares vesting are added back to the pool of shares available for future awards. As of March 31, 2023, there was $13.3 million of total unrecognized expense. This compensation expense is expected to be recognized over the weighted-average remaining vesting period of 2.0 years. Performance-based Restricted Stock The following table summarizes equity-based compensation activity related to performance-based restricted stock units: ​ ​ ​ ​ ​ ​ ​ ​ Shares ​ Weighted average grant date fair value per share Balance, January 1, 2023 ​ 143,199 ​ $ 32.11 Granted (a) ​ 174,418 ​ $ 20.53 Shares vested (including tax withholding) (b) ​ (24,122) ​ $ 17.77 Forfeited ​ (22,778) ​ $ 27.85 Balance, March 31, 2023 ​ 270,717 ​ $ 26.29 ​ (a) Represents the total participant target award. (b) Pursuant to the terms of the Incentive Plan, shares withheld by the Company for the payment of the employee's tax withholding related to shares vesting are added back to the pool of shares available for future awards. As of March 31, 2023, there was $4.4 million of total unrecognized expense. This compensation expense is expected to be recognized over the weighted-average remaining vesting period of 1.7 years. The Incentive Plan expires on October 1, 2023 and during the first quarter, the Company’s Board of Directors approved a new 2023 Omnibus Incentive Plan (“2023 Plan”). The 2023 Plan is subject to approval by the Company’s stockholders in the 2023 annual meeting.

Commitments and Contingencies

Commitments and Contingencies	3 Months Ended
	Mar. 31, 2023
Commitments and Contingencies
Commitments and Contingencies	11. Commitments and Contingencies A number of putative class action complaints are pending against the National Association of Realtors (“NAR”), Anywhere Real Estate, Inc. (formerly Realogy Holdings Corp.), HomeServices of America, Inc., RE/MAX, LLC and Keller Williams Realty, Inc. The first was filed on March 6, 2019, by plaintiff Christopher Moehrl in the United States District Court for the Northern District of Illinois (the “Moehrl Action”). Similar actions have been filed in various federal courts. The complaints make substantially similar allegations and seek substantially similar relief. For convenience, all of these lawsuits are collectively referred to as the “Moehrl-related antitrust litigations.” In the Moehrl Action, the plaintiffs allege that a NAR rule that requires brokers to make a blanket, non-negotiable offer of buyer broker compensation when listing a property, results in increased costs to sellers and is 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 added allegations regarding buyer steering and non-disclosure of buyer-broker compensation to the buyer. While similar to the Moehrl Action, the Moehrl-related antitrust litigations also allege: state antitrust violations; unjust enrichment; state consumer protection statute violations; harm to home buyers rather than sellers; violations of the Missouri Merchandising Practices Act; and claims against a multiple listing service (MLS) defendant rather than NAR. In one of the Moehrl-related antitrust litigations, filed by plaintiffs Scott and Rhonda Burnett and others in the Western District of Missouri, the court on April 22, 2022 granted plaintiffs’ motion for class certification and a trial date is now set for October 2023. Among other relief, plaintiffs seek damages equal to all buyer commissions paid by sellers in four MLSs primarily in Missouri during the class period from April 29, 2015 to present. If any damages are awarded, such damages could be trebled and defendants would be jointly and severally liable. In the Moehrl Action, plaintiffs sought certification of two classes of home sellers: (1) a class seeking an award of alleged damages incurred by home sellers who paid a commission between March 6, 2015 and December 31, 2020, to a brokerage affiliated with a corporate defendant in connection with the sale of residential real estate listed on any of the 20 covered MLSs in various parts of the country; and (2) a class of current or future owners of residential real estate, who are presently listing or will in the future list a home for sale on any of the 20 covered MLSs, seeking to prohibit defendants from maintaining and enforcing the NAR rules at issue in the complaint. On March 29, 2023, the court in the Moehrl Action granted plaintiffs’ motion for class certification as to both classes. On April 12, 2023, RE/MAX, LLC petitioned the United States Court of Appeals for the Seventh Circuit for permission to appeal the Court’s class certification decision. On April 9, 2021, a putative class action claim (the “Sunderland Action”) was filed in the Federal Court of Canada against the Toronto Regional Real Estate Board (“TRREB”), The Canadian Real Estate Association (“CREA”), RE/MAX Ontario-Atlantic Canada Inc. (“RE/MAX OA”), which was acquired by the Company in July 2021, Century 21 Canada Limited Partnership, Royal Lepage Real Estate Services Ltd., and many other real estate companies, collectively the “Defendants”, by the putative representative plaintiff, Mark Sunderland (the “Plaintiff”). The Plaintiff alleges that the Defendants conspired, agreed or arranged with each other and acted in furtherance of their conspiracy to fix, maintain, increase, control, raise, or stabilize the rate of real estate buyers’ brokerages’ and salespersons’ commissions in respect of the purchase and sale of properties listed on TRREB’s multiple listing service system (the “Toronto MLS”) in violation of the Canadian Competition Act. On February 24, 2022, Plaintiff filed a Fresh as Amended Statement of Claim. With respect RE/MAX OA, the amended claim alleges franchisor defendants aided and abetted their respective franchisee brokerages and their salespeople in violation of the section 45(1) of the Competition Act. Among other requested relief, Plaintiff seeks damages against the defendants and injunctive relief. The Company intends to vigorously defend against all claims. The Company may become involved in additional litigation or other legal proceedings concerning the same or similar claims. The Company is unable to predict whether resolution of these matters would have a material effect on its financial position or results of operations. The Moehrl Action, Moehrl-related antitrust litigations (collectively referred to as the “Moehrl-related antitrust litigations”), and Sunderland Action consist of: Christopher Moehrl et al. v. The National Association of Realtors, Realogy Holdings Corp., HomeServices of America, Inc., BHH Affiliates, LLC, HSF Affiliates, LLC, The Long & Foster Companies, Inc. RE/MAX, LLC., and Keller Williams Realty, Inc., Scott and Rhonda Burnett et al. v. The National Association of Realtors, Realogy Holdings Corp., HomeServices of America, Inc., BHH Affiliates, LLC, HSF Affiliates, LLC, RE/MAX, LLC, and Keller Williams Realty, Inc., Jennifer Nosalek et al. v. MLS Property Information Network, Inc., Anywhere Real Estate Inc. (f/k/a Realogy Holdings Corp.), Century 21 Real Estate LLC, Coldwell Banker Real Estate LLC, Sotheby’s International Realty Affiliates LLC, Better Homes and Gardens Real Estate LLC, ERA Franchise System LLC, HomeServices of America, Inc., BHH Affiliates, LLC, HSF Affiliates, LLC, RE/MAX, LLC, Polzler & Schneider Holdings Corp., Integra Enterprises Corp., RE/MAX of New England, Inc., RE/MAX Integrated Regions, LLC, and Keller Williams Realty, Inc., Mya Batton et al. v. The National Association of Realtors, Realogy Holdings Corp., HomeServices of America, Inc., BHH Affiliates, LLC, HSF Affiliates, LLC, The Long & Foster Companies, Inc., RE/MAX, LLC, and Keller Williams Realty, Inc., Mark Sunderland v. Toronto Regional Real Estate Board (TRREB), The Canadian Real Estate Association (CREA), RE/MAX Ontario-Atlantic Canada Inc. o/a RE/MAX INTEGRA, Century 21 Canada Limited Partnership, Residential Income Fund, L.P., Royal Lepage Real Estate Services Ltd., Homelife Realty Services Inc., Right At Home Realty Inc., Forest Hill Real Estate Inc., Harvey Kalles Real Estate Ltd., Max Wright Real Estate Corporation, Chestnut Park Real Estate Limited, Sutton Group Realty Services Ltd. and IPRO Realty Ltd.,

Segment Information

Segment Information	3 Months Ended
	Mar. 31, 2023
Segment Information
Segment Information	12. Segment Information The Company operates under the following four operating segments: Real Estate, Mortgage, Marketing Funds and Other. Mortgage 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 2022 Annual Report on Form 10-K. ​ The following table presents revenue from external customers by segment (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ ​ March 31, ​ ​ 2023 ​ 2022 Continuing franchise fees ​ $ 29,547 ​ $ 31,120 Annual dues ​ ​ 8,618 ​ ​ 8,920 Broker fees ​ ​ 10,892 ​ ​ 15,085 Franchise sales and other revenue ​ ​ 11,573 ​ ​ 9,612 Total Real Estate ​ ​ 60,630 ​ ​ 64,737 Continuing franchise fees ​ ​ 2,529 ​ ​ 2,379 Franchise sales and other revenue ​ ​ 659 ​ ​ 649 Total Mortgage ​ ​ 3,188 ​ ​ 3,028 Marketing Funds fees ​ ​ 21,342 ​ ​ 22,851 Other ​ ​ 241 ​ ​ 388 Total revenue ​ $ 85,401 ​ $ 91,004 The following table presents a reconciliation of Adjusted EBITDA by segment to income (loss) before provision for income taxes (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ ​ March 31, ​ ​ 2023 ​ 2022 Adjusted EBITDA: Real Estate ​ $ 22,692 ​ $ 30,116 Adjusted EBITDA: Mortgage ​ ​ (2,597) ​ ​ (2,173) Adjusted EBITDA: Other ​ ​ (175) ​ ​ (26) Adjusted EBITDA: Consolidated ​ ​ 19,920 ​ ​ 27,917 Impairment charge - leased assets (a) ​ ​ — ​ ​ (3,735) Equity-based compensation expense ​ ​ (4,451) ​ ​ (5,637) Acquisition-related expense (b) ​ ​ (37) ​ ​ (1,257) Fair value adjustments to contingent consideration (c) ​ ​ 4 ​ ​ (285) Restructuring charges ​ ​ (39) ​ ​ — Other ​ ​ (410) ​ ​ (236) Interest income ​ ​ 1,004 ​ ​ 19 Interest expense ​ ​ (8,245) ​ ​ (3,651) Depreciation and amortization ​ ​ (8,033) ​ ​ (8,985) Income (loss) before provision for income taxes ​ $ (287) ​ $ 4,150 (a) Represents the impairment recognized on a portion of the Company’s corporate headquarters office building in the prior year. See Note 2, Summary of Significant Accounting Policies for additional information. (b) Acquisition-related expense includes personnel, legal, accounting, advisory and consulting fees incurred in connection with the acquisition activities and integration of acquired companies. (c) Fair value adjustments to contingent consideration include amounts recognized for changes in the estimated fair value of the contingent consideration liabilities. See Note 8, Fair Value Measurements for additional information.

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	3 Months Ended
	Mar. 31, 2023
Summary of Significant Accounting Policies
Basis of Presentation	Basis of Presentation The accompanying Condensed Consolidated Balance Sheet at December 31, 2022, which was derived from the audited consolidated financial statements at that date, and the unaudited interim condensed consolidated financial statements and notes thereto 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, 2023 and the results of its operations and comprehensive income, cash flows and changes in its stockholders’ equity for the three months ended March 31, 2023 and 2022. 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, 2022 (“2022 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.
Segment Reporting	Segment Reporting The Company operates under the following four operating segments: Real Estate, Mortgage, Marketing Funds and Other. Due to quantitative insignificance, the “Other” operating segment is comprised of operations which do not meet the criteria of a reportable segment.
Revenue Recognition	Revenue Recognition The Company generates most 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 RE/MAX or Motto franchisees or Independent Region sub-franchisors based on the number of RE/MAX agents or Motto franchisees based on the number of open offices. ● Annual dues, which are fees charged directly to RE/MAX agents. ● Broker fees, which are fees on real estate commissions when a RE/MAX agent assists a consumer with buying or selling a home. ● Marketing Funds fees, which are fixed contractual fees paid monthly by franchisees based on the number of RE/MAX agents or Motto franchisees based on the number of offices. ● Franchise sales and other revenue, which consists of fees from initial sales of RE/MAX and Motto franchises, renewals of RE/MAX franchises and master franchise fees, as well as data services subscription revenue, preferred marketing arrangements, technology products and subscription revenue, events-related revenue from education and other programs and mortgage loan processing revenue. Deferred Revenue and Commissions Related to Franchise Sales Deferred revenue is primarily driven by Franchise sales and Annual dues, as discussed above, and is included in “Deferred revenue” and “Deferred revenue, net of current portion” on the Condensed Consolidated Balance Sheets. Other deferred revenue is primarily related to events-related revenue. The activity consists of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at ​ ​ ​ Revenue ​ Balance at ​ ​ January 1, 2023 ​ New billings ​ recognized (a) ​ March 31, 2023 Franchise sales ​ $ 25,281 ​ $ 2,252 ​ $ (2,372) ​ $ 25,161 Annual dues ​ ​ 14,164 ​ ​ 9,475 ​ ​ (8,618) ​ ​ 15,021 Other ​ ​ 6,626 ​ ​ 6,366 ​ ​ (10,043) ​ ​ 2,949 ​ ​ $ 46,071 ​ $ 18,093 ​ $ (21,033) ​ $ 43,131 ​ (a) Revenue recognized related to the beginning balance for Franchise sales and Annual dues were $2.3 million and $6.4 million, respectively, for the three months ended March 31, 2023. 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): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Additions to ​ ​ ​ ​ ​ ​ ​ ​ Balance at ​ contract cost ​ Expense ​ Balance at ​ ​ January 1, 2023 ​ for new activity ​ recognized ​ March 31, 2023 Capitalized contract costs for commissions ​ $ 3,974 ​ $ 678 ​ $ (543) ​ $ 4,109 ​ 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): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Remainder of 2023 ​ 2024 ​ 2025 ​ 2026 ​ 2027 ​ 2028 ​ Thereafter ​ Total Annual dues $ 14,294 ​ $ 727 ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ 15,021 Franchise sales ​ 5,351 ​ ​ 6,163 ​ ​ 4,947 ​ ​ 3,573 ​ ​ 2,125 ​ ​ 989 ​ ​ 2,013 ​ ​ 25,161 Total $ 19,645 ​ $ 6,890 ​ $ 4,947 ​ $ 3,573 ​ $ 2,125 ​ $ 989 ​ $ 2,013 ​ $ 40,182 ​ Disaggregated Revenue In the following table, segment revenue is disaggregated by Company-Owned or Independent Regions, where applicable, by segment and by geographical area (in thousands): ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ March 31, ​ 2023 ​ 2022 U.S. Company-Owned Regions $ 33,861 ​ $ 39,154 U.S. Independent Regions ​ 1,476 ​ ​ 1,701 Canada Company-Owned Regions ​ 9,798 ​ ​ 10,475 Canada Independent Regions ​ 724 ​ ​ 703 Global ​ 3,198 ​ ​ 3,092 Fee revenue (a) ​ 49,057 ​ ​ 55,125 Franchise sales and other revenue (b) ​ 11,573 ​ ​ 9,612 Total Real Estate ​ 60,630 ​ ​ 64,737 U.S. ​ 16,305 ​ ​ 17,559 Canada ​ 4,763 ​ ​ 5,013 Global ​ 274 ​ ​ 279 Total Marketing Funds ​ 21,342 ​ ​ 22,851 Mortgage (c) ​ 3,188 ​ ​ 3,028 Other (c) ​ 241 ​ ​ 388 Total $ 85,401 ​ $ 91,004 (a) Fee revenue includes Continuing franchise fees, Annual dues and Broker fees. (b) Franchise sales and other revenue is derived primarily within the U.S. (c) Revenue from Mortgage and Other are derived exclusively within the U.S.
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, 2023 ​ December 31, 2022 Cash and cash equivalents ​ $ 96,754 ​ $ 108,663 Restricted cash ​ ​ 27,329 ​ ​ 29,465 Total cash, cash equivalents and restricted cash ​ $ 124,083 ​ $ 138,128 ​
Services Provided to the Marketing Funds by Real Estate	Services Provided to the Marketing Funds by Real Estate Real Estate charges the Marketing Funds for various services it performs. These services are primarily comprised of (a) building and maintaining the remax.com and remax.ca websites and mobile apps, (b) dedicated employees focused on marketing campaigns, and (c) various administrative services including customer support of technology; accounting and legal. In 2022 and prior, the additional services provided were (a) agent marketing technology; including customer relationship management tools and (b) agent, office and team websites. Because these costs are ultimately paid by the Marketing Funds, they do not impact the net income (loss) of Holdings as the Marketing Funds have no reported net income. The Company’s transition to the kvCORE platform, paid for directly by the Marketing Funds, reduces the charges Real Estate had historically charged the Marketing Funds (See Restructuring Charges Costs charged from Real Estate to the Marketing Funds are as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ ​ March 31, ​ ​ 2023 ​ 2022 Technology − operating ​ $ 1,169 ​ $ 4,224 Technology – capital (a) ​ ​ (203) ​ ​ 631 Marketing staff and administrative services ​ ​ 1,492 ​ ​ 1,541 Total ​ $ 2,458 ​ $ 6,396 ​ (a) During the first quarter of 2023, the Company determined that certain development projects were no longer needed and therefore $0.2 million, reflecting the cost of work in process assets that would no longer be placed in service, was refunded to the Marketing Funds.
Accounts and Notes Receivable	Accounts and Notes Receivable As of March 31, 2023, and December 31, 2022, the Company had allowances against accounts and notes receivable of $10.0 million and $9.1 million, respectively.
Property and Equipment	Property and Equipment As of March 31, 2023, and December 31, 2022, the Company had accumulated depreciation of $11.6 million and $10.9 million, respectively.
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 sublease agreements on its corporate headquarters, consisting solely of operating leases. During the first quarter of 2022, the Company subleased a portion of its corporate headquarters. As a result, the Company performed impairment tests on the portion subleased. Based on a comparison of undiscounted cash flows to the right of use (“ROU”) asset, the Company determined that the asset was impaired, driven largely by the difference between the existing lease rate on the Company’s corporate headquarters and the sublease rates received. This resulted in impairment charges of $3.7 million for the first quarter of 2022, which reflect the excess of the ROU asset carrying value over its fair value.
Restructuring Charges	Restructuring Charges During the third quarter of 2022, the Company began incurring expenses related to a restructuring in its business and technology offerings with the phased rollout of the kvCORE platform, replacing the functionality previously provided by the booj platform. A significant amount of these costs are termination benefits related to workforce reductions including severance and related expenses that were incurred in the second half of 2022. See Note 6, Accrued Liabilities
Foreign Currency Derivatives	Foreign Currency Derivatives The Company is exposed to foreign currency transaction gains and losses related to certain foreign currency denominated asset and liability positions, with the Canadian dollar representing the most significant exposure primarily from an intercompany loan from a U.S. subsidiary to a Canadian subsidiary. The Company uses short duration foreign currency forward contracts, generally with maturities ranging from a few days to a few months, to minimize its exposures related to foreign currency exchange rate fluctuations. None of these contracts are designated as accounting hedges as the underlying currency positions are revalued through “Foreign currency transaction gains (losses)” along with the related derivative contracts. The Company has a short-term $74.0 million Canadian dollar forward contract that matures in the second quarter of 2023 that net settles in U.S. dollars based on the prevailing spot rates at maturity.
Recently Adopted Accounting Pronouncements	Recently Adopted Accounting Pronouncements In October 2021, the FASB issued ASU 2021-08, Business Combinations (Topic 805) - Accounting for Contract Assets and Contract Liabilities from Contracts with Customers, which requires entities to recognize and measure contract assets (commissions related to franchise sales) and contract liabilities (deferred revenue) acquired in a business combination in accordance with ASC 2014-09, Revenue from Contracts with Customers (Topic 606). The update will generally result in an entity recognizing contract assets and contract liabilities at amounts consistent with those recorded by the acquiree immediately before the acquisition date rather than at fair value. The new standard is effective on a prospective basis for fiscal years beginning after December 15, 2022, with early adoption permitted. The impact to future acquisitions could be material depending on the significance of future acquisitions. There would be no impact to cash flows.
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) Debt

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Tables)	3 Months Ended
	Mar. 31, 2023
Summary of Significant Accounting Policies
Schedule of deferred revenue for franchise sales and annual dues	The activity consists of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at ​ ​ ​ Revenue ​ Balance at ​ ​ January 1, 2023 ​ New billings ​ recognized (a) ​ March 31, 2023 Franchise sales ​ $ 25,281 ​ $ 2,252 ​ $ (2,372) ​ $ 25,161 Annual dues ​ ​ 14,164 ​ ​ 9,475 ​ ​ (8,618) ​ ​ 15,021 Other ​ ​ 6,626 ​ ​ 6,366 ​ ​ (10,043) ​ ​ 2,949 ​ ​ $ 46,071 ​ $ 18,093 ​ $ (21,033) ​ $ 43,131 ​ (a) Revenue recognized related to the beginning balance for Franchise sales and Annual dues were $2.3 million and $6.4 million, respectively, for the three months ended March 31, 2023.
Schedule of commissions related to franchise sales	The activity in the Company’s capitalized contract costs for commissions (which are included in “other current assets” and “other assets, net of current portion” on the Condensed Consolidated Balance Sheets) consist of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Additions to ​ ​ ​ ​ ​ ​ ​ ​ Balance at ​ contract cost ​ Expense ​ Balance at ​ ​ January 1, 2023 ​ for new activity ​ recognized ​ March 31, 2023 Capitalized contract costs for commissions ​ $ 3,974 ​ $ 678 ​ $ (543) ​ $ 4,109
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): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Remainder of 2023 ​ 2024 ​ 2025 ​ 2026 ​ 2027 ​ 2028 ​ Thereafter ​ Total Annual dues $ 14,294 ​ $ 727 ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ $ 15,021 Franchise sales ​ 5,351 ​ ​ 6,163 ​ ​ 4,947 ​ ​ 3,573 ​ ​ 2,125 ​ ​ 989 ​ ​ 2,013 ​ ​ 25,161 Total $ 19,645 ​ $ 6,890 ​ $ 4,947 ​ $ 3,573 ​ $ 2,125 ​ $ 989 ​ $ 2,013 ​ $ 40,182
Schedule of disaggregated revenue	In the following table, segment revenue is disaggregated by Company-Owned or Independent Regions, where applicable, by segment and by geographical area (in thousands): ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ March 31, ​ 2023 ​ 2022 U.S. Company-Owned Regions $ 33,861 ​ $ 39,154 U.S. Independent Regions ​ 1,476 ​ ​ 1,701 Canada Company-Owned Regions ​ 9,798 ​ ​ 10,475 Canada Independent Regions ​ 724 ​ ​ 703 Global ​ 3,198 ​ ​ 3,092 Fee revenue (a) ​ 49,057 ​ ​ 55,125 Franchise sales and other revenue (b) ​ 11,573 ​ ​ 9,612 Total Real Estate ​ 60,630 ​ ​ 64,737 U.S. ​ 16,305 ​ ​ 17,559 Canada ​ 4,763 ​ ​ 5,013 Global ​ 274 ​ ​ 279 Total Marketing Funds ​ 21,342 ​ ​ 22,851 Mortgage (c) ​ 3,188 ​ ​ 3,028 Other (c) ​ 241 ​ ​ 388 Total $ 85,401 ​ $ 91,004 (a) Fee revenue includes Continuing franchise fees, Annual dues and Broker fees. (b) Franchise sales and other revenue is derived primarily within the U.S. (c) Revenue from Mortgage and Other are derived exclusively within the U.S.
Schedule of reconciliation of cash, both unrestricted and restricted	The following table reconciles the amounts presented for cash, both unrestricted and restricted, in the Condensed Consolidated Balance Sheets to the amounts presented in the Condensed Consolidated Statements of Cash Flows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, 2023 ​ December 31, 2022 Cash and cash equivalents ​ $ 96,754 ​ $ 108,663 Restricted cash ​ ​ 27,329 ​ ​ 29,465 Total cash, cash equivalents and restricted cash ​ $ 124,083 ​ $ 138,128 ​
Schedule of cost charges to intersegment	Costs charged from Real Estate to the Marketing Funds are as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ ​ March 31, ​ ​ 2023 ​ 2022 Technology − operating ​ $ 1,169 ​ $ 4,224 Technology – capital (a) ​ ​ (203) ​ ​ 631 Marketing staff and administrative services ​ ​ 1,492 ​ ​ 1,541 Total ​ $ 2,458 ​ $ 6,396

Non-controlling Interest (Table

Non-controlling Interest (Tables)	3 Months Ended
	Mar. 31, 2023
Non-controlling Interest.
Summary of Ownership of the Common Units	The ownership of the common units in RMCO is summarized as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, 2023 ​ December 31, 2022 ​ ​ ​ 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) ​ 18,121,947 ​ 59.1 % 17,874,238 ​ 58.7 % Total common units in RMCO ​ 30,681,547 ​ 100.0 % 30,433,838 ​ 100.0 %
Reconciliation from Income Before Provision for Income Taxes to Net Income	A reconciliation of “Income (loss) before provision for income taxes” to “Net income (loss) attributable to RE/MAX Holdings, Inc.” and “Net Income (loss) attributable to non-controlling interest” in the accompanying Condensed Consolidated Statements of Income (Loss) for the periods indicated is detailed as follows (in thousands, except percentages): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended March 31, ​ ​ 2023 ​ 2022 ​ ​ ​ RE/MAX Holdings, Inc. Non-controlling interest Total RE/MAX Holdings, Inc. Non-controlling interest Total ​ WAO percentage of RMCO (a) ​ ​ 58.8 % ​ 41.2 % ​ 100.0 % ​ 60.1 % ​ 39.9 % ​ 100.0 % Income (loss) before provision for income taxes (a) ​ $ (168) ​ $ (119) ​ $ (287) ​ $ 2,485 ​ $ 1,665 ​ $ 4,150 ​ (Provision) / benefit for income taxes (b) ​ ​ (503) ​ ​ 111 ​ ​ (392) ​ ​ (1,034) ​ ​ (171) ​ ​ (1,205) ​ Net income (loss) ​ $ (671) ​ $ (8) ​ $ (679) ​ $ 1,451 ​ $ 1,494 ​ $ 2,945 ​ (a) The WAO percentage of RMCO differs from the allocation of income (loss) before provision for income taxes between Holdings and the non-controlling interest due to certain relatively insignificant items recorded at 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 flow-through income from RMCO. It also includes Holdings’ share of taxes directly incurred by RMCO and its subsidiaries, including taxes in certain foreign jurisdictions. See Note 9, Income Taxes for additional information.
Distributions Paid or Payable	The distributions paid or payable to non-controlling unitholders are summarized as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ March 31, ​ 2023 ​ 2022 Tax distributions $ — ​ $ 5 Dividend distributions ​ 2,889 ​ ​ 2,889 Total distributions to non-controlling unitholders $ 2,889 ​ $ 2,894

Earnings (loss) Per Share, Di_2

Earnings (loss) Per Share, Dividends and Repurchases (Tables)	3 Months Ended
	Mar. 31, 2023
Earnings (loss) Per Share, Dividends and Repurchases
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 earnings (loss) per share (“EPS”) calculations (in thousands, except shares and per share information): ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ ​ March 31, ​ ​ 2023 ​ 2022 Numerator ​ ​ ​ ​ ​ ​ Net income (loss) attributable to RE/MAX Holdings, Inc. ​ $ (671) ​ $ 1,451 Denominator for basic net income (loss) per share of Class A common stock ​ ​ ​ ​ ​ ​ Weighted average shares of Class A common stock outstanding ​ ​ 17,916,841 ​ ​ 18,934,424 Denominator for diluted net income (loss) per share of Class A common stock ​ ​ ​ ​ ​ ​ Weighted average shares of Class A common stock outstanding ​ ​ 17,916,841 ​ ​ 18,934,424 Add dilutive effect of the following: ​ ​ ​ ​ ​ ​ Restricted stock and restricted stock units (a) ​ ​ — ​ ​ 277,179 Weighted average shares of Class A common stock outstanding, diluted ​ ​ 17,916,841 ​ ​ 19,211,603 Net income (loss) attributable to RE/MAX Holdings, Inc. per share of Class A common stock ​ ​ ​ ​ ​ ​ Basic ​ $ (0.04) ​ $ 0.08 Diluted ​ $ (0.04) ​ $ 0.08 (a) As the Company had a net loss for the three months ended March 31, 2023, the dilutive effect of restricted stock and restricted stock units would have been considered anti-dilutive and therefore there is no effect on the weighted average shares of Class A common stock outstanding EPS calculation.
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, ​ ​ 2023 ​ 2022 ​ Quarter end declared Date paid Per share Class A stockholders ($) Non-controlling unitholders ($) Date paid Per share Class A stockholders ($) Non-controlling unitholders ($) ​ March 31 ​ March 22, 2023 ​ $ 0.23 ​ $ 4,164 ​ $ 2,889 ​ March 16, 2022 ​ $ 0.23 ​ $ 4,439 ​ $ 2,889 ​ ​ ​ ​ ​ $ 0.23 ​ $ 4,164 ​ $ 2,889 ​ ​ ​ $ 0.23 ​ $ 4,439 ​ $ 2,889 ​

Intangible Assets and Goodwill

Intangible Assets and Goodwill (Tables)	3 Months Ended
	Mar. 31, 2023
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, 2023 ​ As of December 31, 2022 ​ ​ ​ Amortization ​ Initial ​ Accumulated ​ Net ​ Initial ​ Accumulated ​ Net ​ ​ ​ Period ​ Cost ​ Amortization ​ Balance ​ Cost ​ Amortization ​ Balance Franchise agreements ​ ​ 12.3 ​ $ 224,454 ​ $ (109,120) ​ $ 115,334 ​ $ 224,397 ​ $ (104,223) ​ $ 120,174 Other intangible assets: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Software (a) ​ ​ 4.1 ​ $ 49,475 ​ $ (34,009) ​ $ 15,466 ​ $ 48,658 ​ $ (32,198) ​ $ 16,460 Trademarks ​ ​ 9.2 ​ ​ 1,713 ​ ​ (1,307) ​ ​ 406 ​ ​ 1,713 ​ ​ (1,272) ​ ​ 441 Non-compete agreements ​ ​ 4.3 ​ ​ 12,958 ​ ​ (5,687) ​ ​ 7,271 ​ ​ 12,953 ​ ​ (4,878) ​ ​ 8,075 Training materials ​ ​ 5.0 ​ ​ 2,400 ​ ​ (2,200) ​ ​ 200 ​ ​ 2,400 ​ ​ (2,080) ​ ​ 320 Other ​ ​ 7.0 ​ ​ 870 ​ ​ (463) ​ ​ 407 ​ ​ 870 ​ ​ (403) ​ ​ 467 Total other intangible assets ​ ​ 4.4 ​ $ 67,416 ​ $ (43,666) ​ $ 23,750 ​ $ 66,594 ​ $ (40,831) ​ $ 25,763 ​ (a) As of March 31, 2023 and December 31, 2022, capitalized software development costs of $ 5.2 million and $ 4.6 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	As of March 31, 2023, the estimated future amortization expense related to intangible assets includes the estimated amortization expense associated with the Company’s intangible assets assumed with the Company’s acquisitions (in thousands): ​ ​ ​ ​ Remainder of 2023 ​ $ 22,235 2024 ​ ​ 25,336 2025 ​ ​ 21,512 2026 ​ ​ 14,902 2027 ​ ​ 8,979 Thereafter ​ ​ 46,120 ​ ​ $ 139,084
Schedule of changes to goodwill	The following table presents changes to goodwill by reportable segment (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Real Estate ​ Mortgage ​ Total Balance, January 1, 2023 ​ $ 239,993 ​ $ 18,633 ​ $ 258,626 Effect of changes in foreign currency exchange rates ​ ​ 60 ​ ​ — ​ ​ 60 Balance, March 31, 2023 ​ $ 240,053 ​ $ 18,633 ​ $ 258,686

Accrued Liabilities (Tables)

Accrued Liabilities (Tables)	3 Months Ended
	Mar. 31, 2023
Accrued Liabilities.
Schedule of Accrued Liabilities	Accrued liabilities consist of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, 2023 ​ December 31, 2022 Marketing Funds (a) ​ $ 46,381 ​ $ 47,670 Accrued payroll and related employee costs ​ ​ 8,130 ​ ​ 14,419 Accrued taxes ​ ​ 1,637 ​ ​ 2,025 Accrued professional fees ​ ​ 1,314 ​ ​ 1,331 Other ​ ​ 8,002 ​ ​ 5,306 ​ ​ $ 65,464 ​ $ 70,751 ​ (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.
Schedule of restructure by type of cost	The following table presents a rollforward of the liability as related to the strategic shift and restructure of its business, which is in “Accrued payroll and related employee costs” in the table above (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ Balance, January 1, 2023 ​ $ 3,631 Severance and other related expenses ​ ​ 39 Cash payments ​ ​ (1,919) Balance, March 31, 2023 ​ $ 1,750 ​

Debt (Tables)

Debt (Tables)	3 Months Ended
	Mar. 31, 2023
Debt
Schedule of debt	Debt, net of current portion, consists of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, 2023 ​ December 31, 2022 Senior Secured Credit Facility ​ $ 451,950 ​ $ 453,101 Less unamortized debt issuance costs ​ ​ (3,375) ​ ​ (3,532) Less unamortized debt discount costs ​ ​ (1,193) ​ ​ (1,249) Less current portion ​ ​ (4,600) ​ ​ (4,600) ​ ​ $ 442,782 ​ $ 443,720
Schedule of Maturities of Debt	As of March 31, 2023, maturities of debt are as follows (in thousands): ​ ​ ​ ​ Remainder of 2023 ​ $ 3,450 2024 ​ ​ 4,600 2025 ​ ​ 4,600 2026 ​ ​ 4,600 2027 ​ ​ 4,600 Thereafter ​ ​ 430,100 ​ ​ $ 451,950

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	3 Months Ended
	Mar. 31, 2023
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, 2023 ​ As of December 31, 2022 ​ ​ Fair Value Level 1 Level 2 Level 3 Fair Value Level 1 Level 2 Level 3 Liabilities ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Motto contingent consideration ​ $ 3,700 ​ $ — ​ $ — ​ $ 3,700 ​ $ 3,710 ​ $ — ​ $ — ​ $ 3,710 Gadberry Group contingent consideration ​ ​ 703 ​ ​ — ​ ​ — ​ ​ 703 ​ ​ 817 ​ ​ — ​ ​ — ​ ​ 817 Contingent consideration (a) ​ $ 4,403 ​ $ — ​ $ — ​ $ 4,403 ​ $ 4,527 ​ $ — ​ $ — ​ $ 4,527 (a) Recorded as a component of “Accrued liabilities” and “Other liabilities, net of current portion” in the accompanying Condensed Consolidated Balance Sheets.
Reconciliation of the contingent consideration	The table below presents a reconciliation of the contingent consideration (in thousands): ​ ​ ​ ​ ​ ​ Total Balance at January 1, 2023 ​ $ 4,527 Fair value adjustments ​ ​ (4) Cash payments ​ ​ (120) Balance at March 31, 2023 ​ $ 4,403 ​
Summary of carrying value and fair value of senior secured credit facility	The following table summarizes the carrying value and estimated fair value of the Senior Secured Credit Facility (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, 2023 ​ December 31, 2022 ​ ​ Carrying Amount Fair Value Level 2 Carrying Amount Fair Value Level 2 Senior Secured Credit Facility ​ $ 447,382 ​ $ 411,275 ​ $ 448,320 ​ $ 414,587

Equity-Based Compensation (Tabl

Equity-Based Compensation (Tables)	3 Months Ended
	Mar. 31, 2023
Schedule of Employee Stock-Based Compensation Expense	Equity-based compensation expense under the RE/MAX Holdings, Inc. 2013 Omnibus Incentive Plan (the “Incentive Plan”), net of the amount capitalized in internally developed software, is as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ ​ March 31, ​ ​ 2023 ​ 2022 Expense from time-based awards ​ $ 2,504 ​ $ 3,848 Expense from performance-based awards (a) ​ ​ 717 ​ ​ 90 Expense from bonus to be settled in shares (b) ​ ​ 1,230 ​ ​ 1,699 Equity-based compensation expense ​ $ 4,451 ​ $ 5,637 (a) Expense recognized for performance-based awards is re-assessed each quarter based on expectations of achievement against the performance conditions. During the first quarter of 2022, the Company had a significant amount of forfeitures related to performance-based awards issued to the Company’s former CEO which, subsequent to his departure, will no longer vest. (b) A portion of the annual corporate bonus earned is to be settled in shares. These amounts are recognized as “Accrued liabilities” in the accompanying Condensed Consolidated Balance Sheets and are not included in “Additional paid-in capital” until the shares are issued.
Time-based awards
Schedule of Restricted Stock Units	The following table summarizes equity-based compensation activity related to time-based restricted stock units and restricted stock awards: ​ ​ ​ ​ ​ ​ ​ ​ Shares ​ Weighted average grant date fair value per share Balance, January 1, 2023 ​ 611,102 ​ $ 32.23 Granted (a) ​ 474,511 ​ $ 18.46 Shares vested (including tax withholding) (b) ​ (255,621) ​ $ 30.62 Forfeited ​ (19,111) ​ $ 26.65 Balance, March 31, 2023 ​ 810,881 ​ $ 24.81 ​ (a) Pursuant to the terms of the Incentive Plan, shares withheld by the Company for the payment of the employee's tax withholding related to shares vesting are added back to the pool of shares available for future awards.
Performance-based awards
Schedule of Restricted Stock Units	The following table summarizes equity-based compensation activity related to performance-based restricted stock units: ​ ​ ​ ​ ​ ​ ​ ​ Shares ​ Weighted average grant date fair value per share Balance, January 1, 2023 ​ 143,199 ​ $ 32.11 Granted (a) ​ 174,418 ​ $ 20.53 Shares vested (including tax withholding) (b) ​ (24,122) ​ $ 17.77 Forfeited ​ (22,778) ​ $ 27.85 Balance, March 31, 2023 ​ 270,717 ​ $ 26.29 ​ (a) Represents the total participant target award. (b) Pursuant to the terms of the Incentive Plan, shares withheld by the Company for the payment of the employee's tax withholding related to shares vesting are added back to the pool of shares available for future awards.

Segment Information (Tables)

Segment Information (Tables)	3 Months Ended
	Mar. 31, 2023
Segment Information
Schedule of Revenue from External Customers By Segment	The following table presents revenue from external customers by segment (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ ​ March 31, ​ ​ 2023 ​ 2022 Continuing franchise fees ​ $ 29,547 ​ $ 31,120 Annual dues ​ ​ 8,618 ​ ​ 8,920 Broker fees ​ ​ 10,892 ​ ​ 15,085 Franchise sales and other revenue ​ ​ 11,573 ​ ​ 9,612 Total Real Estate ​ ​ 60,630 ​ ​ 64,737 Continuing franchise fees ​ ​ 2,529 ​ ​ 2,379 Franchise sales and other revenue ​ ​ 659 ​ ​ 649 Total Mortgage ​ ​ 3,188 ​ ​ 3,028 Marketing Funds fees ​ ​ 21,342 ​ ​ 22,851 Other ​ ​ 241 ​ ​ 388 Total revenue ​ $ 85,401 ​ $ 91,004
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 (loss) before provision for income taxes (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ ​ March 31, ​ ​ 2023 ​ 2022 Adjusted EBITDA: Real Estate ​ $ 22,692 ​ $ 30,116 Adjusted EBITDA: Mortgage ​ ​ (2,597) ​ ​ (2,173) Adjusted EBITDA: Other ​ ​ (175) ​ ​ (26) Adjusted EBITDA: Consolidated ​ ​ 19,920 ​ ​ 27,917 Impairment charge - leased assets (a) ​ ​ — ​ ​ (3,735) Equity-based compensation expense ​ ​ (4,451) ​ ​ (5,637) Acquisition-related expense (b) ​ ​ (37) ​ ​ (1,257) Fair value adjustments to contingent consideration (c) ​ ​ 4 ​ ​ (285) Restructuring charges ​ ​ (39) ​ ​ — Other ​ ​ (410) ​ ​ (236) Interest income ​ ​ 1,004 ​ ​ 19 Interest expense ​ ​ (8,245) ​ ​ (3,651) Depreciation and amortization ​ ​ (8,033) ​ ​ (8,985) Income (loss) before provision for income taxes ​ $ (287) ​ $ 4,150 (a) Represents the impairment recognized on a portion of the Company’s corporate headquarters office building in the prior year. See Note 2, Summary of Significant Accounting Policies for additional information. (b) Acquisition-related expense includes personnel, legal, accounting, advisory and consulting fees incurred in connection with the acquisition activities and integration of acquired companies. (c) Fair value adjustments to contingent consideration include amounts recognized for changes in the estimated fair value of the contingent consideration liabilities. See Note 8, Fair Value Measurements for additional information.

Business and Organization (Deta

Business and Organization (Details)	3 Months Ended
	Mar. 31, 2023
REMAX | Motto
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Percentage of Company consisting of franchises	100%

Summary of Significant Accoun_4

Summary of Significant Accounting Policies - Segment Reporting (Details)	3 Months Ended
	Mar. 31, 2023 segment
Summary of Significant Accounting Policies
Number of Operating Segments	4

Summary of Significant Accoun_5

Summary of Significant Accounting Policies - Schedule of Deferred Revenue (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2023 USD ($)
Disaggregation of Revenue [Line Items]
Balance at beginning of period	$ 46,071
New billings	18,093
Revenue recognized	(21,033)
Balance at the end of period	43,131
Franchise sales
Disaggregation of Revenue [Line Items]
Balance at beginning of period	25,281
New billings	2,252
Revenue recognized	(2,372)
Balance at the end of period	25,161
Revenue recognized related to the beginning balance	2,300
Annual dues
Disaggregation of Revenue [Line Items]
Balance at beginning of period	14,164
New billings	9,475
Revenue recognized	(8,618)
Balance at the end of period	15,021
Revenue recognized related to the beginning balance	6,400
Other
Disaggregation of Revenue [Line Items]
Balance at beginning of period	6,626
New billings	6,366
Revenue recognized	(10,043)
Balance at the end of period	$ 2,949

Summary of Significant Accoun_6

Summary of Significant Accounting Policies - Commissions Related to Franchise Sales (Details) - Commissions Related to Franchise Sales $ in Thousands	3 Months Ended
	Mar. 31, 2023 USD ($)
Capitalized Contract Cost [Line Items]
Balance at beginning of period	$ 3,974
Additions to contract cost for new activity	678
Expense recognized	(543)
Balance at end of period	$ 4,109

Summary of Significant Accoun_7

Summary of Significant Accounting Policies - Transaction Price (Details) $ in Thousands	Mar. 31, 2023 USD ($)
Annual Dues And Franchise Sales
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	$ 40,182
Annual dues
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	15,021
Franchise sales
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	25,161
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-04-01 | Annual Dues And Franchise Sales
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	$ 19,645
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 1	9 months
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-04-01 | Annual dues
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	$ 14,294
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 1	9 months
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-04-01 | Franchise sales
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	$ 5,351
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 1	9 months
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	$ 6,890
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	$ 727
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	$ 6,163
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	$ 4,947
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]
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	$ 4,947
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	$ 3,573
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
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
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 | Franchise sales
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	$ 3,573
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 1	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2027-01-01 | Annual Dues And Franchise Sales
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	$ 2,125
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 1	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2027-01-01 | Annual dues
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 1	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2027-01-01 | Franchise sales
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	$ 2,125
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 1	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2028-01-01 | Annual Dues And Franchise Sales
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	$ 989
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 1	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2028-01-01 | Annual dues
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 1	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2028-01-01 | Franchise sales
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	$ 989
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 1	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2029-01-01 | Annual Dues And Franchise Sales
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	$ 2,013
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 1
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2029-01-01 | Annual dues
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 1
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2029-01-01 | Franchise sales
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation revenue	$ 2,013
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 1

Summary of Significant Accoun_8

Summary of Significant Accounting Policies - Disaggregated revenue (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Disaggregation of Revenue [Line Items]
Total revenue	$ 85,401	$ 91,004
Franchise sales and other revenue
Disaggregation of Revenue [Line Items]
Total revenue	12,473	10,649
Real Estate
Disaggregation of Revenue [Line Items]
Total revenue	60,630	64,737
Real Estate | Fee revenue
Disaggregation of Revenue [Line Items]
Total revenue	49,057	55,125
Real Estate | Franchise sales and other revenue
Disaggregation of Revenue [Line Items]
Total revenue	11,573	9,612
Marketing Funds
Disaggregation of Revenue [Line Items]
Total revenue	21,342	22,851
Mortgage
Disaggregation of Revenue [Line Items]
Total revenue	3,188	3,028
Mortgage | Franchise sales and other revenue
Disaggregation of Revenue [Line Items]
Total revenue	659	649
Other.
Disaggregation of Revenue [Line Items]
Total revenue	241	388
U.S. | Company -Owned Regions | Fee revenue
Disaggregation of Revenue [Line Items]
Total revenue	33,861	39,154
U.S. | Independent Regions | Fee revenue
Disaggregation of Revenue [Line Items]
Total revenue	1,476	1,701
U.S. | Marketing Funds
Disaggregation of Revenue [Line Items]
Total revenue	16,305	17,559
Canada | Company -Owned Regions | Fee revenue
Disaggregation of Revenue [Line Items]
Total revenue	9,798	10,475
Canada | Independent Regions | Fee revenue
Disaggregation of Revenue [Line Items]
Total revenue	724	703
Canada | Marketing Funds
Disaggregation of Revenue [Line Items]
Total revenue	4,763	5,013
Global | Global. | Fee revenue
Disaggregation of Revenue [Line Items]
Total revenue	3,198	3,092
Global | Marketing Funds
Disaggregation of Revenue [Line Items]
Total revenue	$ 274	$ 279

Summary of Significant Accoun_9

Summary of Significant Accounting Policies - Cash, Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022	Mar. 31, 2022	Dec. 31, 2021
Cash, Cash Equivalents and Restricted Cash
Cash and cash equivalents	$ 96,754	$ 108,663
Restricted cash	27,329	29,465
Total cash, cash equivalents and restricted cash	124,083	138,128	$ 155,384	$ 158,399
Marketing funds
Cash, Cash Equivalents and Restricted Cash
Cash and cash equivalents	96,754	108,663
Restricted cash	27,329	29,465
Total cash, cash equivalents and restricted cash	$ 124,083	$ 138,128

Summary of Significant Accou_10

Summary of Significant Accounting Policies - Services Provided to Marketing Funds by REMAX Franchising (Details) - Marketing funds - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Costs charged	$ 2,458	$ 6,396
Work in progress assets
Costs charged	200
Technology - operating
Costs charged	1,169	4,224
Technology - capital
Costs charged	(203)	631
Marketing staff and administrative services
Costs charged	$ 1,492	$ 1,541

Summary of Significant Accou_11

Summary of Significant Accounting Policies - Accounts and Notes Receivable (Details) - USD ($) $ in Millions	Mar. 31, 2023	Dec. 31, 2022
Summary of Significant Accounting Policies
Accounts and notes receivable, allowance	$ 10	$ 9.1

Summary of Significant Accou_12

Summary of Significant Accounting Policies - Property and Equipment (Details) - USD ($) $ in Millions	Mar. 31, 2023	Dec. 31, 2022
Summary of Significant Accounting Policies
Property and equipment, accumulated depreciation	$ 11.6	$ 10.9

Summary of Significant Accou_13

Summary of Significant Accounting Policies - Foreign Currency Derivatives (Details) $ in Millions	Jun. 30, 2023 USD ($)
Foreign Currency Exchange
Derivative [Line Items]
Notional amount	$ 74

Summary of Significant Accou_14

Summary of Significant Accounting Policies - Leases (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2022 USD ($)	Mar. 31, 2023 lease
Leases
Number of franchisees' leases recognized by the Company | lease		0
Impairment charge - leased assets | $	$ 3,735

Non-controlling Interest - Owne

Non-controlling Interest - Ownership of common units in RMCO (Details) - RMCO, LLC - shares	Mar. 31, 2023	Dec. 31, 2022
Shares
Holdings outstanding Class A common stock (equal to Holdings common units in RMCO)	18,121,947	17,874,238
Total number of common stock units in RMCO	30,681,547	30,433,838
Ownership Percentage
Holdings outstanding Class A common stock (equal to Holdings common units in RMCO)	59.10%	58.70%
Total percentage of common stock units	100%	100%
RIHI
Shares
Non-controlling interest ownership of common units in RMCO	12,559,600	12,559,600
Ownership Percentage
Non-controlling interest ownership of common units in RMCO	40.90%	41.30%

Non-controlling Interest - Net

Non-controlling Interest - Net income reconciliation (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Dec. 31, 2022
Minority Interest [Line Items]
Income (loss) before provision for income taxes attributable to RE/MAX Holdings, Inc.	$ (168)	$ 2,485
Income (loss) before provision for income taxes: Non-controlling interest	(119)	1,665
Income (loss) before provision for income taxes	(287)	4,150
(Provision)/benefit for income taxes attributable to RE/MAX Holdings, Inc.	(503)	(1,034)
(Provision)/benefit for income taxes: Non-controlling interest	111	(171)
(Provision)/benefit for income taxes	(392)	(1,205)
Net income (loss) attributable to RE/MAX Holdings, Inc.	(671)	1,451
Net income (loss): Non-controlling interest	(8)	1,494
Net income (loss)	$ (679)	$ 2,945
RMCO, LLC
Minority Interest [Line Items]
Weighted average ownership percentage	100%		100%
RMCO, LLC | Weighted Average
Minority Interest [Line Items]
Weighted average ownership percentage attributable to RE/MAX Holdings, Inc.	58.80%	60.10%
Weighted average ownership percentage	100%	100%
RIHI | RMCO, LLC | Weighted Average
Minority Interest [Line Items]
Weighted average ownership percentage: Non-controlling interest	41.20%	39.90%

Non-controlling Interest - Dist

Non-controlling Interest - Distributions Paid or Payable (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Dividends Payable [Line Items]
Distributions paid or payable to or on behalf of non-controlling unitholders	$ 2,889	$ 2,894
Tax distributions
Dividends Payable [Line Items]
Distributions paid or payable to or on behalf of non-controlling unitholders		5
Dividend distributions
Dividends Payable [Line Items]
Distributions paid or payable to or on behalf of non-controlling unitholders	$ 2,889	$ 2,889

Earnings (loss) Per Share, Di_3

Earnings (loss) Per Share, Dividends and Repurchases - 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, 2023	Mar. 31, 2022
Numerator
Net income (loss) attributable to RE/MAX Holdings, Inc.	$ (671)	$ 1,451
Common Class A
Denominator for basic net income (loss) per share of Class A common stock
Weighted average shares of Class A common stock outstanding	17,916,841	18,934,424
Denominator for diluted net income (loss) per share of Class A common stock
Weighted average shares of Class A common stock outstanding	17,916,841	18,934,424
Add dilutive effect of the following:
Weighted average shares of Class A common stock outstanding, diluted	17,916,841	19,211,603
Net income (loss) attributable to RE/MAX Holdings, Inc. per share of Class A common stock
Net income (loss) attributable to RE/MAX Holdings, Inc. per share of Class A common stock, basic	$ (0.04)	$ 0.08
Net income (loss) attributable to RE/MAX Holdings, Inc. per share of Class A common stock, diluted	$ (0.04)	$ 0.08
Restricted stock and restricted stock units
Add dilutive effect of the following:
Restricted stock and restricted stock units		277,179

Earnings (loss) Per Share, Di_4

Earnings (loss) Per Share, Dividends and Repurchases - Dividends (Details) - USD ($) $ / shares in Units, $ in Thousands		3 Months Ended
	May 03, 2023	Mar. 31, 2023	Mar. 31, 2022
Dividends Payable [Line Items]
Dividends to Class A common stockholders		$ 4,164	$ 4,439
Common Class A
Dividends Payable [Line Items]
Cash dividends declared per share of Class A common stock		$ 0.23	$ 0.23
Quarterly dividend | Common Class A
Dividends Payable [Line Items]
Cash dividends declared per share of Class A common stock		$ 0.23	$ 0.23
Dividends to Class A common stockholders		$ 4,164	$ 4,439
Dividend to Non-controlling unitholders		$ 2,889	$ 2,889
Quarterly dividend | Common Class A | Subsequent Event
Dividends Payable [Line Items]
Cash dividends declared per share of Class A common stock	$ 0.23

Earnings (loss) Per Share, Di_5

Earnings (loss) Per Share, Dividends and Repurchases - Share Repurchases and Retirement (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Jan. 31, 2022
Share Repurchases And Retirement [Line Items]
Shares repurchased and retired, Value	$ 3,408	$ 1,314
Common Class A
Share Repurchases And Retirement [Line Items]
Authorized amount			$ 100,000
Shares repurchased and retired, Shares	160,405
Shares repurchased and retired, Value	$ 3,400
Shares repurchased, average cost	$ 21.24
Share repurchase authorization, Value	$ 62,500

Intangible Assets and Goodwil_2

Intangible Assets and Goodwill - Components of Company's Intangible Assets (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Dec. 31, 2022
Finite Lived Intangible Assets [Line Items]
Net Balance	$ 115,334		$ 120,174
Amortization expense	7,400	$ 8,400
Franchise agreements
Finite Lived Intangible Assets [Line Items]
Initial Cost	224,454		224,397
Accumulated Amortization	(109,120)		(104,223)
Net Balance	$ 115,334		120,174
Franchise agreements | Weighted Average
Finite Lived Intangible Assets [Line Items]
Useful life of intangible assets	12 years 3 months 18 days
Other Intangible Assets
Finite Lived Intangible Assets [Line Items]
Initial Cost	$ 67,416		66,594
Accumulated Amortization	(43,666)		(40,831)
Net Balance	$ 23,750		25,763
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	$ 49,475		48,658
Accumulated Amortization	(34,009)		(32,198)
Net Balance	$ 15,466		16,460
Software | Weighted Average
Finite Lived Intangible Assets [Line Items]
Useful life of intangible assets	4 years 1 month 6 days
Software Development
Finite Lived Intangible Assets [Line Items]
Capitalized software development costs	$ 5,200		4,600
Trademarks
Finite Lived Intangible Assets [Line Items]
Initial Cost	1,713		1,713
Accumulated Amortization	(1,307)		(1,272)
Net Balance	$ 406		441
Trademarks | Weighted Average
Finite Lived Intangible Assets [Line Items]
Useful life of intangible assets	9 years 2 months 12 days
Non-compete agreements
Finite Lived Intangible Assets [Line Items]
Initial Cost	$ 12,958		12,953
Accumulated Amortization	(5,687)		(4,878)
Net Balance	$ 7,271		8,075
Non-compete agreements | Weighted Average
Finite Lived Intangible Assets [Line Items]
Useful life of intangible assets	4 years 3 months 18 days
Training materials
Finite Lived Intangible Assets [Line Items]
Initial Cost	$ 2,400		2,400
Accumulated Amortization	(2,200)		(2,080)
Net Balance	$ 200		320
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	$ 870		870
Accumulated Amortization	(463)		(403)
Net Balance	$ 407		$ 467
Other.. | Weighted Average
Finite Lived Intangible Assets [Line Items]
Useful life of intangible assets	7 years

Intangible Assets and Goodwil_3

Intangible Assets and Goodwill - Estimated Future Amortization of Intangible Assets, Other Than Goodwill (Details) $ in Thousands	Mar. 31, 2023 USD ($)
Finite-Lived Intangible Assets, Amortization Expense, Maturity Schedule [Abstract]
Remainder of 2023	$ 22,235
2024	25,336
2025	21,512
2026	14,902
2027	8,979
Thereafter	46,120
Estimated future amortization expense	$ 139,084

Intangible Assets and Goodwil_4

Intangible Assets and Goodwill - Schedule of Changes in Goodwill (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2023 USD ($)
Changes to goodwill
Beginning Balance	$ 258,626
Effect of changes in foreign currency exchange rates	60
Ending Balance	258,686
Real Estate
Changes to goodwill
Beginning Balance	239,993
Effect of changes in foreign currency exchange rates	60
Ending Balance	240,053
Mortgage
Changes to goodwill
Beginning Balance	18,633
Ending Balance	$ 18,633

Accrued Liabilities - Schedule

Accrued Liabilities - Schedule of Accrued Liabilities (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Accrued Liabilities.
Marketing Funds	$ 46,381	$ 47,670
Accrued payroll and related employee costs	8,130	14,419
Accrued taxes	1,637	2,025
Accrued professional fees	1,314	1,331
Other	8,002	5,306
Accrued liabilities	$ 65,464	$ 70,751

Accrued Liabilities - Rollforwa

Accrued Liabilities - Rollforward related to restructure (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2023 USD ($)
Accrued Liabilities.
Beginning balance	$ 3,631
Severance and other related expenses	39
Cash payments	(1,919)
Ending balance	$ 1,750

Debt - Schedule of Debt (Detail

Debt - Schedule of Debt (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Debt
Debt instrument carrying value	$ 451,950	$ 453,101
Less unamortized debt issuance costs	(3,375)	(3,532)
Less unamortized debt discount costs	(1,193)	(1,249)
Less current portion	(4,600)	(4,600)
Debt, net of current portion	$ 442,782	$ 443,720

Debt - Schedule of Maturities o

Debt - Schedule of Maturities of Debt (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Debt
Remainder of 2023	$ 3,450
2024	4,600
2025	4,600
2026	4,600
2027	4,600
Thereafter	430,100
Long term debt	$ 451,950	$ 453,101

Debt - Additional Information (

Debt - Additional Information (Details) - USD ($) $ in Millions		3 Months Ended
	Jul. 21, 2021	Mar. 31, 2023
London Interbank Offered Rate (LIBOR) | Minimum
Debt Instrument [Line Items]
Basis spread on variable rate		0.50%
Senior Secured Credit Facility Refinancing
Debt Instrument [Line Items]
Excess cash flow payment		$ 0
Excess cash flow repayment (as a percent)		50%
Leverage ratio under debt covenant		3.10
Percentage of proceeds of additional debt incurred not permitted by credit facility required to repay term loans		100%
Percentage of proceeds of assets sales required to repay term loans and reduce revolving commitments		100%
Percentage of amounts recovered under insurance policies required to repay term loans and reduce revolving commitments		100%
Percentage of excess cash flow repayments		25%
Senior Secured Credit Facility Refinancing | Equal To or Less Than 4.25
Debt Instrument [Line Items]
Leverage ratio under debt covenant		4.25
Senior Secured Credit Facility Refinancing | Less Than 3.75 Percent
Debt Instrument [Line Items]
Leverage ratio under debt covenant		3.75
Senior Secured Credit Facility Refinancing | Below 3.50 Percent
Debt Instrument [Line Items]
Leverage ratio under debt covenant		3.50
Senior Secured Credit Facility Refinancing | Excess of 4.25 Percent
Debt Instrument [Line Items]
Leverage ratio under debt covenant		4.25
Senior Secured Credit Facility Refinancing | Federal Reserve Bank of New York
Debt Instrument [Line Items]
Basis spread on variable rate		0.50%
Senior Secured Credit Facility Refinancing | London Interbank Offered Rate (LIBOR)
Debt Instrument [Line Items]
Basis spread on variable rate		2.50%
Term loan | Senior Secured Credit Facility Refinancing
Debt Instrument [Line Items]
Credit facility, borrowing capacity	$ 460
Mandatory principal payments		$ 1.2
Loan term	7 years
Debt instrument, interest rate		7.40%
Frequency of payments		quarter
Revolving loan facility
Debt Instrument [Line Items]
Amounts drawn on line of credit		$ 0
Revolving loan facility | Senior Secured Credit Facility Refinancing
Debt Instrument [Line Items]
Credit facility, borrowing capacity	$ 50
Revolving loan facility commitment fee on average daily amount of unused portion		0.50%
ABR loans | Senior Secured Credit Facility Refinancing
Debt Instrument [Line Items]
Basis spread on variable rate		1.50%
ABR loans | Senior Secured Credit Facility Refinancing | Eurodollar
Debt Instrument [Line Items]
Basis spread on variable rate		1%

Fair Value Measurements - Compa

Fair Value Measurements - Company's liabilities measured at fair value on a recurring basis (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2023 USD ($) item	Dec. 31, 2022 USD ($)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Percentage of gross revenues to be paid yearly	8%
Change in franchise sales - percentage	10%
Annual payment period	120 days
Change in discount rate	1%
Measured on a recurring basis
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration liability	$ 4,403	$ 4,527
Level 3 | Measured on a recurring basis
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration liability	4,403	4,527
Motto | Measured on a recurring basis
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration liability	3,700	3,710
Motto | Level 3 | Measured on a recurring basis
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration liability	3,700	3,710
Gadberry | Measured on a recurring basis
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration liability	703	817
Gadberry | Level 3 | Measured on a recurring basis
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration liability	703	$ 817
10% change in franchise sales
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
New billings	100
One Percent Change To Discount Rate [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
New billings	$ 100
Minimum
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assumed number of franchises sold annually | item	60
Maximum
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assumed number of franchises sold annually | item	140

Fair Value Measurements - Recon

Fair Value Measurements - Reconciliation of the contingent consideration (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value adjustments	$ (4)	$ 285
Cash payments	(120)
Measured on a recurring basis
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Balance at Beginning	4,527
Balance at Ending	4,403
Level 3 | Measured on a recurring basis
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Balance at Beginning	4,527
Fair value adjustments	(4)
Cash payments	(120)
Balance at Ending	$ 4,403

Fair Value Measurements - Sched

Fair Value Measurements - Schedule of Senior Secured Credit Facility (Details) - Senior Secured Credit Facility Refinancing - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Carrying amounts
Debt Instrument [Line Items]
Long term debt, carrying amount	$ 447,382	$ 448,320
Level 2 | Estimated fair value
Debt Instrument [Line Items]
Long term debt, fair value	$ 411,275	$ 414,587

Equity-Based Compensation - 201

Equity-Based Compensation - 2013 Omnibus Incentive Plan (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Employee stock-based compensation expense
Equity-based compensation expense	$ 4,451	$ 5,637
Time-based awards
Employee stock-based compensation expense
Equity-based compensation expense	2,504	3,848
Performance-based awards
Employee stock-based compensation expense
Equity-based compensation expense	717	90
Bonus settled in shares
Employee stock-based compensation expense
Equity-based compensation expense	$ 1,230	$ 1,699

Equity-Based Compensation - Tim

Equity-Based Compensation - Time-Based Restricted Stock (Details) - Time-based awards $ / shares in Units, $ in Millions	3 Months Ended
	Mar. 31, 2023 USD ($) $ / shares shares
Restricted Stock Units
Nonvested at beginning of period | shares	611,102
Granted | shares	474,511
Shares vested (including tax withholding) | shares	(255,621)
Forfeited | shares	(19,111)
Nonvested at end of period | shares	810,881
Nonvested at beginning of period, Weighted average grant date fair value per share | $ / shares	$ 32.23
Granted, Weighted average grant date fair value per share | $ / shares	18.46
Shares vested (including tax withholding) , Weighted average grant date fair value per share | $ / shares	30.62
Forfeited, Weighted average grant date fair value per share | $ / shares	26.65
Nonvested at end of period, Weighted average grant date fair value per share | $ / shares	$ 24.81
Unrecognized compensation cost | $	$ 13.3
Period for recognition of RSU compensation expense	2 years

Equity-Based Compensation - Per

Equity-Based Compensation - Performance-based Restricted Stock (Details) - Performance-based awards $ / shares in Units, $ in Millions	3 Months Ended
	Mar. 31, 2023 USD ($) $ / shares shares
Restricted Stock Units
Nonvested at beginning of period | shares	143,199
Granted | shares	174,418
Shares vested (including tax withholding) | shares	(24,122)
Forfeited | shares	(22,778)
Nonvested at end of period | shares	270,717
Nonvested at beginning of period, Weighted average grant date fair value per share | $ / shares	$ 32.11
Granted, Weighted average grant date fair value per share | $ / shares	20.53
Shares vested (including tax withholding) , Weighted average grant date fair value per share | $ / shares	17.77
Forfeited, Weighted average grant date fair value per share | $ / shares	27.85
Nonvested at end of period, Weighted average grant date fair value per share | $ / shares	$ 26.29
Unrecognized compensation cost | $	$ 4.4
Period for recognition of RSU compensation expense	1 year 8 months 12 days

Segment Information (Details)

Segment Information (Details)	3 Months Ended
	Mar. 31, 2023 segment
Segment Information
Number of operating segments	4

Segment Information - Revenue (

Segment Information - Revenue (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Segment Reporting Information
Total revenue	$ 85,401	$ 91,004
Real Estate
Segment Reporting Information
Total revenue	60,630	64,737
Mortgage
Segment Reporting Information
Total revenue	3,188	3,028
Marketing Funds fees
Segment Reporting Information
Total revenue	21,342	22,851
Other.
Segment Reporting Information
Total revenue	241	388
Continuing franchise fees
Segment Reporting Information
Total revenue	32,076	33,499
Continuing franchise fees | Real Estate
Segment Reporting Information
Total revenue	29,547	31,120
Continuing franchise fees | Mortgage
Segment Reporting Information
Total revenue	2,529	2,379
Annual dues
Segment Reporting Information
Total revenue	8,618	8,920
Annual dues | Real Estate
Segment Reporting Information
Total revenue	8,618	8,920
Broker fees
Segment Reporting Information
Total revenue	10,892	15,085
Broker fees | Real Estate
Segment Reporting Information
Total revenue	10,892	15,085
Franchise sales and other revenue
Segment Reporting Information
Total revenue	12,473	10,649
Franchise sales and other revenue | Real Estate
Segment Reporting Information
Total revenue	11,573	9,612
Franchise sales and other revenue | Mortgage
Segment Reporting Information
Total revenue	$ 659	$ 649

Segment Information - Reconcili

Segment Information - Reconciliation (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated
Adjusted EBITDA	$ 19,920	$ 27,917
Impairment charge - leased assets		(3,735)
Equity-based compensation expense	(4,451)	(5,637)
Acquisition-related expense	(37)	(1,257)
Fair value adjustments to contingent consideration	4	(285)
Restructuring charges	(39)
Other	(410)	(236)
Interest income	1,004	19
Interest expense	(8,245)	(3,651)
Depreciation and amortization	(8,033)	(8,985)
Income (loss) before provision for income taxes	(287)	4,150
Real Estate
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated
Adjusted EBITDA	22,692	30,116
Mortgage
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated
Adjusted EBITDA	(2,597)	(2,173)
Other.
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated
Adjusted EBITDA	$ (175)	$ (26)