XML 39 R16.htm IDEA: XBRL DOCUMENT v3.21.2
Basis Of Presentation (Tables)
 9 Months Ended
Sep. 30, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Fair Value Hierarchy
The following table summarizes fair value measurements by level at September 30, 2021 for assets and liabilities measured at fair value on a recurring basis:
Level ILevel IILevel IIITotal
Deferred compensation plan assets (included in other non-current assets)$1 $— $— $1 
Interest rate swaps (included in other non-current liabilities)— 57 — 57 
Contingent consideration for acquisitions (included in accrued expenses and other current liabilities and other non-current liabilities)
— — 3 3 
The following table summarizes fair value measurements by level at December 31, 2020 for assets and liabilities measured at fair value on a recurring basis:
Level ILevel IILevel IIITotal
Deferred compensation plan assets (included in other non-current assets)$1 $— $— $1 
Interest rate swaps (included in other non-current liabilities)— 81 — 81 
Contingent consideration for acquisitions (included in accrued expenses and other current liabilities and other non-current liabilities)
— — 3 3 
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation
The following table presents changes in Level III financial liabilities measured at fair value on a recurring basis:
Level III
Fair value of contingent consideration at December 31, 2020$3 
Additions: contingent consideration related to acquisitions completed during the period1 
Reductions: payments of contingent consideration
(1)
Changes in fair value (reflected in general and administrative expenses)— 
Fair value of contingent consideration at September 30, 2021$3 
Fair Value, by Balance Sheet Grouping
The following table summarizes the principal amount of the Company’s indebtedness compared to the estimated fair value, primarily determined by quoted market values, at:
 September 30, 2021December 31, 2020
DebtPrincipal AmountEstimated
Fair Value (a)		Principal AmountEstimated
Fair Value (a)
Senior Secured Credit Facility:
Non-extended Revolving Credit Commitment$— $— $— $— 
Extended Revolving Credit Commitment— — — — 
Term Loan B— — 1,048 1,032 
Term Loan A Facility:
Non-extended Term Loan A— — 684 671 
Extended Term Loan A234 230 — — 
7.625% Senior Secured Second Lien Notes550 586 550 595 
4.875% Senior Notes407 422 407 415 
9.375% Senior Notes550 604 550 609 
5.75% Senior Notes900 932 — — 
0.25% Exchangeable Senior Notes403 406 — — 
_______________
(a)The fair value of the Company's indebtedness is categorized as Level II.
Schedule of Derivative Instruments As of September 30, 2021, the Company had interest rate swaps with an aggregate notional value of $1,000 million to offset the variability in cash flows resulting from the term loan facilities as follows:
Notional Value (in millions)Commencement DateExpiration Date
$450November 2017November 2022
$400August 2020August 2025
$150November 2022November 2027
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value
The fair value of derivative instruments was as follows:
Not Designated as Hedging InstrumentsBalance Sheet LocationSeptember 30, 2021December 31, 2020
Interest rate swap contractsOther non-current liabilities57 81 
Schedule of Other Derivatives Not Designated as Hedging Instruments, Statements of Financial Performance and Financial Position, Location
The effect of derivative instruments on earnings was as follows:
Derivative Instruments Not Designated as Hedging InstrumentsLocation of Loss or (Gain) Recognized for Derivative InstrumentsLoss or (Gain) Recognized on Derivatives
Three Months Ended September 30, Nine Months Ended September 30,
2021202020212020
Interest rate swap contractsInterest expense$(1)$— $(8)$59 
Disaggregation of Revenue The Company's revenue is disaggregated by major revenue categories on our Condensed Consolidated Statements of Operations and further disaggregated by business segment as follows:
Three Months Ended September 30,
Realogy Franchise GroupRealogy Brokerage GroupRealogy Title
Group		Corporate and OtherTotal
Company
2021202020212020202120202021202020212020
Gross commission income (a)$— $— $1,689 $1,458 $— $— $— $— $1,689 $1,458 
Service revenue (b)66 65 7 9 242 207 — — 315 281 
Franchise fees (c)247 227 — — — — (108)(94)139 133 
Other (d)29 22 9 12 8 6 (3)(3)43 37 
Net revenues$342 $314 $1,705 $1,479 $250 $213 $(111)$(97)$2,186 $1,909 
Nine Months Ended September 30,
Realogy Franchise GroupRealogy Brokerage GroupRealogy Title
Group		Corporate and OtherTotal
Company
2021202020212020202120202021202020212020
Gross commission income (a)$— $— $4,616 $3,227 $— $— $— $— $4,616 $3,227 
Service revenue (b)173 190 22 18 683 494 — — 878 702 
Franchise fees (c)687 502 — — — — (296)(213)391 289 
Other (d)83 69 29 36 23 16 (11)(7)124 114 
Net revenues$943 $761 $4,667 $3,281 $706 $510 $(307)$(220)$6,009 $4,332 
______________
(a)Gross commission income at Realogy Brokerage Group is recognized at a point in time at the closing of a homesale transaction.
(b)Service revenue primarily consists of title and escrow fees at Realogy Title Group and are recognized at a point in time at the closing of a homesale transaction. Service revenue at Realogy Franchise Group includes relocation fees, which are recognized as revenue when or as the related performance obligation is satisfied dependent on the type of service performed, and fees related to leads and related services, which are recognized at a point in time at the closing of a homesale transaction or at the completion of the related service.
(c)Franchise fees at Realogy Franchise Group primarily include domestic royalties which are recognized at a point in time when the underlying franchisee revenue is earned (upon close of the homesale transaction).
(d)Other revenue is comprised of brand marketing funds received from franchisees at Realogy Franchise Group and other miscellaneous revenues across all of the business segments.
Deferred Revenue by Arrangement
The following table shows the change in the Company's contract liabilities (deferred revenue) related to revenue contracts by reportable segment for the period:
 Beginning Balance at January 1, 2021Additions during the periodRecognized as Revenue during the periodEnding Balance at September 30, 2021
Realogy Franchise Group:
Deferred area development fees (a)$43 $1 $(4)$40 
Deferred brand marketing fund fees (b)14 78 (71)21 
Deferred outsourcing management fees (c)3 31 (30)4 
Other deferred income related to revenue contracts10 24 (23)11 
Total Realogy Franchise Group 70 134 (128)76 
Realogy Brokerage Group:
Advanced commissions related to development business (d)9 2 — 11 
Other deferred income related to revenue contracts3 2 (2)3 
Total Realogy Brokerage Group12 4 (2)14 
Total$82 $138 $(130)$90 
_______________
(a)The Company collects initial area development fees ("ADF") for international territory transactions, which are recorded as deferred revenue when received and recognized into franchise revenue over the average 25 year life of the related franchise agreement as consideration for the right to access and benefit from Realogy’s brands. In the event an ADF agreement is terminated prior to the end of its term, the unamortized deferred revenue balance will be recognized into revenue immediately upon termination.
(b)Revenues recognized include intercompany marketing fees paid by Realogy Brokerage Group.
(c)The Company earns revenues from outsourcing management fees charged to clients that may cover several of the relocation services listed above, according to the clients' specific needs. Outsourcing management fees are recorded as deferred revenue when billed (usually at the start of the relocation) and are recognized as revenue over the average time period required to complete the transferee's move, or a phase of the move that the fee covers, which is typically 3 to 6 months depending on the move type.
(d)New development closings generally have a development period of between 18 and 24 months from contracted date to closing.