Segment Information (Tables)

9 Months Ended

Sep. 30, 2022

Segment Information

Schedule of Revenue from External Customers By Segment

The following table presents revenue from external customers by segment (in thousands):

	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2022		2021		2022		2021
Continuing franchise fees	$	30,682	$	30,416	$	93,421	$	79,064
Annual dues		8,911		8,967		26,847		26,508
Broker fees		16,596		19,245		50,998		48,651
Franchise sales and other revenue		6,466		5,995		21,902		17,845
Total Real Estate		62,655		64,623		193,168		172,068
Continuing franchise fees		2,628		2,048		7,516		5,729
Franchise sales and other revenue		566		572		1,821		1,624
Total Mortgage		3,194		2,620		9,337		7,353
Marketing Funds fees		22,736		23,269		68,496		59,456
Other		358		485		1,118		1,661
Total revenue	$	88,943	$	90,997	$	272,119	$	240,538

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				Nine Months Ended
	September 30,				September 30,
	2022		2021		2022		2021
Adjusted EBITDA: Real Estate	$	32,894	$	36,138	$	99,904	$	91,920
Adjusted EBITDA: Mortgage		(1,270)		(1,282)		(4,607)		(3,165)
Adjusted EBITDA: Other		(141)		(56)		(203)		(238)
Adjusted EBITDA: Consolidated		31,483		34,800		95,094		88,517
Loss on contract settlement (a)		—		(40,500)		—		(40,500)
Loss on extinguishment of debt (b)		—		(264)		—		(264)
Impairment charge - leased assets (c)		(2,513)		—		(6,248)		—
Impairment charge - goodwill (d)		—		(5,123)		—		(5,123)
Loss on lease termination (e)		—		—		(2,460)		—
Equity-based compensation expense		(7,834)		(9,008)		(18,006)		(27,315)
Acquisition-related expense (f)		(412)		(9,432)		(1,997)		(14,303)
Fair value adjustments to contingent consideration (g)		692		(320)		(1,303)		(330)
Restructuring charges (h)		(8,092)		—		(8,092)		—
Other (i)		308		154		(727)		104
Interest income		497		19		675		201
Interest expense		(5,729)		(3,315)		(13,412)		(7,537)
Depreciation and amortization		(8,757)		(8,582)		(26,855)		(22,236)
Income (loss) before provision for income taxes	$	(357)	$	(41,571)	$	16,669	$	(28,786)

(a) Represents the effective settlement of the pre-existing master franchise agreement with INTEGRA that was recognized with the acquisition. See Note 5, Acquisitions and Dispositions for additional information.

(b) The loss was recognized in connection with the amended and restated Senior Secured Credit Facility. See Note 8, Debt for additional information.

(c) Represents the impairment recognized on a portion of the Company’s corporate headquarters office building. See Note 2, Summary of Significant Accounting Policies for additional information.

(d) Lower than expected adoption rates of the First technology resulted in downward revisions to long-term forecasts, resulting in an impairment charge to the First reporting unit goodwill. See Note 6, Intangible Assets and Goodwill for additional information.

(e) During the second quarter of 2022, the loss was recognized in connection with the termination of the booj office lease. See Note 2, Summary of Significant Accounting Policies for additional information.

(f) Acquisition-related expense includes personnel, legal, accounting, advisory and consulting fees incurred in connection with the evaluation, due diligence, execution and integration of acquisitions.

(g) Fair value adjustments to contingent consideration include amounts recognized for changes in the estimated fair value of the contingent consideration liabilities. See Note 9, Fair Value Measurements for additional information.

(h) During the third quarter of 2022, the Company incurred expenses related to a restructuring of the business and technology offerings, including $6.9 million of severance and related expenses and $1.2 million write off of capitalized software development costs. See Note 2, Summary of Significant Accounting Policies for additional information.

(i) Includes the results of Gadberry Group, the net assts of which are held for sale.