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Segment Information (Tables)
12 Months Ended
Dec. 31, 2024
Segment Information  
Schedule of Revenue from External Customers By Segment

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

Year Ended

December 31, 

2024

2023

2022

Continuing franchise fees

$

111,260

$

116,472

$

123,272

Annual dues

32,188

33,904

35,676

Broker fees

51,816

51,012

62,939

Franchise sales and other revenue

18,829

25,794

27,385

Total Real Estate revenue

214,093

227,182

249,272

Continuing franchise fees

10,751

10,912

10,117

Franchise sales and other revenue

3,858

3,081

2,271

Total Mortgage revenue

14,609

13,993

12,388

Marketing Funds fees

78,983

83,861

90,319

Total reportable segments revenue

307,685

325,036

351,979

Other (a)

635

1,407

Total revenue

$

307,685

$

325,671

$

353,386

(a)As of December 31, 2024, Other is not considered a reportable segment. See Note 2, Summary of Significant Accounting Policies, for additional information.
Schedule of Selling, Operating and Administrative Expenses Included in Adjusted EBITDA of the Company's Reportable Segments

The following table presents Selling, operating and administrative expenses by segment and includes a reconciliation of reportable segment expenses in Adjusted EBITDA (in thousands):

Year Ended

December 31, 

2024

2023

2022

Personnel

$

79,919

$

81,900

$

88,772

Professional fees

10,850

13,450

16,002

Lease costs

6,317

7,140

7,908

Events, travel and related costs

15,307

19,734

17,200

Other segment items (a)

17,649

25,145

21,920

Total Real Estate selling, operating and administrative expenses

130,042

147,369

151,802

Adjustments to arrive at segment expense in Adjusted EBITDA (b)

(18,853)

(24,492)

(30,831)

Total Real Estate expense in Adjusted EBITDA

$

111,189

$

122,877

$

120,971

Personnel

$

14,240

$

14,134

$

11,865

Professional fees

1,394

1,237

1,179

Lease costs

439

460

408

Events, travel and related costs

2,721

3,118

2,234

Other segment items (a)

3,291

3,495

4,296

Total Mortgage selling, operating and administrative expenses

22,085

22,444

19,982

Adjustments to arrive at segment expense in Adjusted EBITDA (b)

(2,403)

(1,531)

(1,226)

Total Mortgage expense in Adjusted EBITDA

$

19,682

$

20,913

$

18,756

Other (c)

$

131

$

1,735

$

2,196

Marketing Funds fees (d)

$

78,983

$

83,861

$

90,319

(a)Other segment items for each reportable segment include:

Real Estate – other technology expenses, bank fees, corporate administration expenses, commissions, insurance, property and other taxes, bad debt expense, and other miscellaneous expenses.

Mortgage – other technology expenses, commissions, bad debt expense, and other miscellaneous expenses.

(b)This adjustment reconciles segment Selling, operating and administrative expenses to total segment expense included in the measure of segment Adjusted EBITDA. These adjustments contain certain non-cash items and other non-recurring cash charges or other items.
(c)As of December 31, 2024, Other is not considered a reportable segment and is included in total Selling, operating and administrative expenses. See Note 2, Summary of Significant Accounting Policies, for additional information.
(d)Marketing Funds fees comprises the Company’s marketing campaigns designed to build and maintain brand awareness and the development and operation of agent marketing technology. The Marketing Funds segment operates at no profit. See Note 2, Summary of Significant Accounting Policies, for additional information.
Schedule of Revenue and Adjusted EBITDA of the Company's Reportable Segments

The following table presents a reconciliation of Adjusted EBITDA by segment to income (loss) before provision for income taxes (in thousands):

Year Ended

December 31, 

2024

2023

2022

Adjusted EBITDA: Real Estate

$

102,904

$

104,305

$

128,301

Adjusted EBITDA: Mortgage

(5,073)

(6,920)

(6,368)

Adjusted EBITDA: Total reportable segments (a)

97,831

97,385

121,933

Adjusted EBITDA: Other (a)

(131)

(1,097)

(301)

Settlement charge (b)

(5,483)

(55,150)

Impairment charge - leased assets (c)

(6,248)

Impairment charge - goodwill (d)

(18,633)

(7,100)

Loss on lease termination (e)

(2,460)

Equity-based compensation expense

(18,855)

(19,536)

(22,044)

Acquisition-related expense (f)

(263)

(1,859)

Fair value adjustments to contingent consideration (g)

225

533

133

Restructuring charges (h)

(1,227)

(4,210)

(8,690)

Change in estimated tax receivable agreement liability (i)

(1,219)

25,298

702

Other adjustments (j)

(2,860)

(2,131)

(726)

Interest income

3,738

4,420

1,460

Interest expense

(36,258)

(35,741)

(20,903)

Depreciation and amortization

(29,561)

(32,414)

(35,769)

Income (loss) before provision for income taxes

$

6,200

$

(41,539)

$

18,128

(a)The Marketing Funds segment operates at no profit. In addition, as of December 31, 2024, Other is not considered a reportable segment. See Note 2, Summary of Significant Accounting Policies, for additional information.
(b)Represents the settlements of certain industry class-action lawsuits and other legal settlements. See Note 13, Commitments and Contingencies, for additional information.
(c)Represents the impairment recognized on portions of the Company’s corporate headquarters office building. See Note 3, Leases for additional information.
(d)During the fourth quarter of 2023, in connection with our annual goodwill impairment test, we concluded that the carrying value of the Mortgage reporting unit within the Mortgage segment exceeded its fair value, resulting in an impairment charge to the Mortgage reporting unit goodwill. In addition, during the fourth quarter of 2022, in connection with the restructuring of the business and technology offerings, the Company made the decision to wind down the Gadberry Group, resulting in an impairment charge to the Gadberry Group reporting unit goodwill. See Note 7, Intangible Assets and Goodwill, for additional information.
(e)During the second quarter of 2022, a loss was recognized in connection with the termination of an office lease. See Note 3, Leases, for additional information.
(f)Acquisition-related expense includes personnel, legal, accounting, advisory and consulting fees incurred in connection with acquisition activities and integration of acquired companies.
(g)Fair value adjustments to contingent consideration include amounts recognized for changes in the estimated fair value of the contingent consideration liabilities. See Note 10, Fair Value Measurements, for additional information.
(h)During the fourth quarter of 2024, the Company restructured its support services intended to further enhance the overall customer experience. Additionally, during the third quarter of 2023, the Company announced a reduction in force and reorganization intended to streamline the Company’s operations and yield cost savings over the long term and during the third quarter of 2022, the Company incurred expenses related to a restructuring associated with a shift in its technology offerings strategy. See Note 2, Summary of Significant Accounting Policies, for additional information.
(i)Change in estimated tax receivable agreement liability is the result of a valuation allowance on deferred tax assets. See Note 4, Non-controlling Interest and Note 11, Income Taxes, for additional information.
(j)Other adjustments are primarily made up of employee retention related expenses from the Company’s CEO transition.
Summary of Total Assets by Segment

The following table presents total assets of the Company’s segments (in thousands):

As of December 31, 

2024

2023

Real Estate (a)

$

508,081

$

473,659

Marketing Funds (a)

29,069

69,710

Mortgage

44,433

33,722

Other

11

59

Total assets

$

581,594

$

577,150

(a)Change in assets primarily due to settlement of intercompany balances between segments.