XML 70 R31.htm IDEA: XBRL DOCUMENT v3.8.0.1
Acquisitions and Dispositions (Tables)
 12 Months Ended
Dec. 31, 2017
Acquisitions and Dispositions  
Schedule of details of acquisition

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

RE/MAX of Northern Illinois, Inc.

 

RE/MAX Regional Services

 

RE/MAX of New Jersey, Inc.

 

RE/MAX of Alaska, Inc.

 

RE/MAX of New York, Inc.

 

Acquisition date

 

November 15, 2017

 

December 15, 2016

 

December 1, 2016

 

April 1, 2016

 

February 22, 2016

 

Cash consideration (in thousands)

 

35,720

 

50,400

 

45,000

 

1,500

 

8,500

 

Status of accounting for the business combination

 

Preliminary(a)

 

Final as of December 31, 2017(b)

 

Final as of December 31, 2017(b)

 

Final as of December 31, 2016

 

Final as of December 31, 2016

 

 

 

 

 

 

 

 

 

 

 

 

Acquisitions occurring during the current reporting period:

 

 

 

 

 

 

 

 

 

 

 

Acquisition-related costs (in thousands)(c)

 

333

 

 

 

 

 

 

 

 

 

Revenue since acquisition date (in thousands)(d)

 

595

 

 

 

 

 

 

 

 

 

Weighted-average useful life of franchise agreements acquired

 

12.4

 

 

 

 

 

 

 

 

(a)

The preliminary estimated fair value of the assets acquired is subject to adjustments based on the Company’s final assessment of the fair values of the franchise agreements, which is the acquired asset with the highest likelihood of changing upon finalization of the valuation process.

(b)

As of December 31, 2017, the Company finalized its purchase allocations related to the acquisitions of RE/MAX Regional Services and RE/MAX of New Jersey.  Adjustments recorded during the measurement-period are calculated as if they were known at the acquisition date, but are recognized in the reporting period in which they are determined. The Company does not revise or adjust any prior period information. In finalizing the accounting for these acquisitions, adjustments were made during the year ended December 31, 2017 to the consolidated balance sheet to decrease “Goodwill” by $4.2 million with a corresponding increase to “Franchise agreements, net” of $4.2 million. The Company recognized a reduction in depreciation and amortization expense of $0.8 million during the year ended December 31, 2017 in connection with these measurement adjustments.

(c)

Includes transaction and integration costs such as legal, accounting, advisory and consulting fees for the year ended December 31, 2017 that are included in “Selling, operating and administrative expenses” in the accompanying Consolidated Statements of Income.

Includes the amount of revenue of the acquiree since the acquisition date through the year ended December 31, 2017 that is included in the accompanying Consolidated Statements of Income.

Summary of Estimated Fair Value of Assets at Acquisition Date

The following table summarizes the allocation of the purchase price to the fair value of assets acquired for the aforementioned acquisitions (in thousands):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

RE/MAX of Northern Illinois

 

RE/MAX Regional Services

 

RE/MAX of New Jersey

 

Full House

 

RE/MAX of Alaska

 

RE/MAX of New York

 

Total

Cash and cash equivalents

 

$

 -

 

$

 -

 

$

335

 

$

 -

 

$

 -

 

$

131

 

$

466

Franchise agreements

 

 

23,500

 

 

30,700

 

 

29,700

 

 

 -

 

 

529

 

 

5,000

 

 

89,429

Non-compete agreement

 

 

 -

 

 

 -

 

 

 -

 

 

2,500

 

 

 -

 

 

 -

 

 

2,500

Other assets

 

 

 -

 

 

 -

 

 

 -

 

 

 -

 

 

 -

 

 

340

 

 

340

Goodwill

 

 

12,220

 

 

19,700

 

 

15,300

 

 

11,800

 

 

971

 

 

3,029

 

 

63,020

Other liabilities

 

 

 -

 

 

 -

 

 

(335)

 

 

 -

 

 

 -

 

 

 -

 

 

(335)

Total purchase price

 

$

35,720

 

$

50,400

 

$

45,000

 

$

14,300

 

$

1,500

 

$

8,500

 

$

155,420

 

Summary of Unaudited Pro Forma Information

 

 

 

 

 

 

 

 

 

 

Year Ended December 31, 

 

2017

 

2016

 

2015

 

(in thousands, except per share amounts)

Total revenue

$

199,769

 

$

192,594

 

$

189,397

Net income attributable to RE/MAX Holdings, Inc. (a)

$

13,035

 

$

23,533

 

$

16,746

Basic earnings per common share

$

0.74

 

$

1.33

 

$

1.32

Diluted earnings per common share

$

0.74

 

$

1.33

 

$

1.31

(a)

Year ended December 31, 2016 includes the net impact of $1.0 million in professional fees and debt extinguishment costs incurred related to the amendment of the Company’s credit facility. See Note 9, Debt for a discussion of the credit facility.
Full House Mortgage Connection, Inc.  
Acquisitions and Dispositions  
Consideration Transferred

The following table summarizes the estimated consideration transferred at the acquisition (in thousands):

 

 

 

Cash consideration

$

8,000

Contingent purchase consideration (See note 10)

 

6,300

Total purchase price

$

14,300