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Basis Of Presentation | 6 Months Ended
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Jun. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract] |
Basis Of Presentation | 1. BASIS OF PRESENTATION Anywhere Real Estate Inc. ("Anywhere" or the "Company") is a holding company for its consolidated subsidiaries including Anywhere Intermediate Holdings LLC ("Anywhere Intermediate") and Anywhere Real Estate Group LLC ("Anywhere Group") and its consolidated subsidiaries. Anywhere, through its subsidiaries, is a global provider of residential real estate services. Neither Anywhere, the indirect parent of Anywhere Group, nor Anywhere Intermediate, the direct parent company of Anywhere Group, conducts any operations other than with respect to its respective direct or indirect ownership of Anywhere Group. As a result, the consolidated financial positions, results of operations, comprehensive income (loss) and cash flows of Anywhere, Anywhere Intermediate and Anywhere Group are the same. The accompanying Condensed Consolidated Financial Statements include the financial statements of Anywhere and Anywhere Group. Anywhere's only asset is its investment in the common stock of Anywhere Intermediate, and Anywhere Intermediate's only asset is its investment in Anywhere Group. Anywhere's only obligations are its guarantees of certain borrowings and certain franchise obligations of Anywhere Group. All expenses incurred by Anywhere and Anywhere Intermediate are for the benefit of Anywhere Group and have been reflected in Anywhere Group's Condensed Consolidated Financial Statements. The Condensed Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America and with Article 10 of Regulation S-X. Interim results may not be indicative of full year performance because of seasonal and short-term variations. The Company has eliminated all material intercompany transactions and balances between entities consolidated in these financial statements. In presenting the Condensed Consolidated Financial Statements, management makes estimates and assumptions that affect the amounts reported and the related disclosures. Estimates, by their nature, are based on judgment and available information. Accordingly, actual results could differ materially from those estimates. In management's opinion, the accompanying unaudited Condensed Consolidated Financial Statements reflect all normal and recurring adjustments necessary for a fair statement of Anywhere and Anywhere Group's financial position as of June 30, 2023 and the results of operations and comprehensive income (loss) for the three and six months ended June 30, 2023 and 2022 and cash flows for the six months ended June 30, 2023 and 2022. The Consolidated Balance Sheet at December 31, 2022 was derived from audited annual financial statements but does not contain all of the footnote disclosures from the annual financial statements. The Condensed Consolidated Financial Statements should be read in conjunction with the audited Consolidated Financial Statements and notes thereto included in the Annual Report on Form 10-K for the year ended December 31, 2022. The Company reports its operations in three business segments: •Anywhere Brands ("Franchise Group")—franchises a portfolio of well-known, industry-leading franchise brokerage brands, including Better Homes and Gardens® Real Estate, Century 21®, Coldwell Banker®, Coldwell Banker Commercial®, Corcoran®, ERA® and Sotheby's International Realty®. This segment also includes the Company's lead generation activities through Anywhere Leads Group ("Leads Group") and global relocation services operation through Cartus® Relocation Services ("Cartus"). •Anywhere Advisors ("Owned Brokerage Group")—operates a full-service real estate brokerage business principally under the Coldwell Banker®, Corcoran® and Sotheby’s International Realty® brand names in many of the largest metropolitan areas in the U.S. This segment also includes the Company's share of equity earnings or losses from the Company's minority-owned real estate auction joint venture. •Anywhere Integrated Services ("Title Group")—provides full-service title, escrow and settlement services to consumers, real estate companies, corporations and financial institutions primarily in support of residential real estate transactions. This segment also includes the Company's share of equity earnings or losses from Guaranteed Rate Affinity, the Company's minority-owned mortgage origination joint venture, and from the Company's minority-owned title insurance underwriter joint venture. Sale of the Title Insurance Underwriter On March 29, 2022, the Company sold its title insurance underwriter, Title Resources Guaranty Company (the "Title Underwriter") (previously reported in the Title Group reportable segment), to an affiliate of Centerbridge for $210 million (prior to expenses and tax) and a 30% equity interest in the form of common units in a title insurance underwriter joint venture that owns the Title Underwriter (the "Title Insurance Underwriter Joint Venture"). Upon closing of the transaction, the Company received $208 million of cash and recorded a $90 million investment related to its 30% equity interest in the Title Insurance Underwriter Joint Venture. As a result of the transaction, the Company disposed of $166 million of net assets, including $152 million of cash held as statutory reserves by the Title Underwriter and $32 million of goodwill, and recognized a gain of $131 million, net of fees, recorded in the Other income, net line on the Condensed Consolidated Statements of Operations. During the second quarter of 2022, the Company sold a portion of its interest in the Title Insurance Underwriter Joint Venture to a third party, reducing the Company's equity interest from 30% to 26% and resulting in a gain of $4 million. During the first quarter of 2023, the Company sold an additional portion of its interest in the Title Insurance Underwriter Joint Venture to a third party, reducing the Company's equity interest from 26% to 25% and resulting in a gain of $1 million. See Note 2, "Equity Method Investments", for additional information related to the Title Insurance Underwriter Joint Venture. Fair Value Measurements The following tables present the Company’s assets and liabilities that are measured at fair value on a recurring basis and are categorized using the fair value hierarchy. The fair value hierarchy has three levels based on the reliability of the inputs used to determine fair value.
Level Input: |  | Input Definitions:
Level I |  | Inputs are unadjusted, quoted prices for identical assets or liabilities in active markets at the measurement date.
Level II |  | Inputs other than quoted prices included in Level I that are observable for the asset or liability through corroboration with market data at the measurement date.
Level III |  | Unobservable inputs that reflect management’s best estimate of what market participants would use in pricing the asset or liability at the measurement date.
The availability of observable inputs can vary from asset to asset and is affected by a wide variety of factors, including, for example, the type of asset, whether the asset is new and not yet established in the marketplace, and other characteristics particular to the transaction. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised by the Company in determining fair value is greatest for instruments categorized in Level III. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement in its entirety falls is determined based on the lowest level input that is significant to the fair value measurement in its entirety. The fair value of financial instruments is generally determined by reference to quoted market values. In cases where quoted market prices are not available, fair value is based on estimates using present value or other valuation techniques, as appropriate. The fair value of interest rate swaps is determined based upon a discounted cash flow approach. The Company measures financial instruments at fair value on a recurring basis and recognizes transfers within the fair value hierarchy at the end of the fiscal quarter in which the change in circumstances that caused the transfer occurred. The following table summarizes fair value measurements by level at June 30, 2023 for assets and liabilities measured at fair value on a recurring basis:
| Level I |  | Level II |  | Level III |  | Total
Deferred compensation plan assets (included in other non-current assets) | $ | 1 |  |  | $ | — |  |  | $ | — |  |  | $ | 1 |
Contingent consideration for acquisitions (included in accrued expenses and other current liabilities and other non-current liabilities) | — |  |  | — |  |  | 8 |  |  | 8 |
The following table summarizes fair value measurements by level at December 31, 2022 for assets and liabilities measured at fair value on a recurring basis:
| Level I |  | Level II |  | Level III |  | Total
Deferred compensation plan assets (included in other non-current assets) | $ | 1 |  |  | $ | — |  |  | $ | — |  |  | $ | 1 |
Contingent consideration for acquisitions (included in accrued expenses and other current liabilities and other non-current liabilities) | — |  |  | — |  |  | 12 |  |  | 12 |
The fair value of the Company’s contingent consideration for acquisitions is measured using a probability weighted-average discount rate to estimate future cash flows based upon the likelihood of achieving future operating results for individual acquisitions. These assumptions are deemed to be unobservable inputs and as such the Company’s contingent consideration is classified within Level III of the valuation hierarchy. The Company reassesses the fair value of the contingent consideration liabilities on a quarterly basis. 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, 2022 |  | $ | 12 |
Additions: contingent consideration related to acquisitions completed during the period |  | — |
Reductions: payments of contingent consideration |  | (3) |
Changes in fair value (reflected in general and administrative expenses) |  | (1) |
Fair value of contingent consideration at June 30, 2023 |  | $ | 8 |
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:
| June 30, 2023 |  | December 31, 2022
Debt | Principal Amount |  | Estimated Fair Value (a) |  | Principal Amount |  | Estimated Fair Value (a)
Revolving Credit Facility | $ | 350 |  |  | $ | 350 |  |  | $ | 350 |  |  | $ | 350 |
Extended Term Loan A | 215 |  |  | 213 |  |  | 222 |  |  | 216 |
5.75% Senior Notes | 900 |  |  | 675 |  |  | 900 |  |  | 680 |
5.25% Senior Notes | 1,000 |  |  | 710 |  |  | 1,000 |  |  | 729 |
0.25% Exchangeable Senior Notes | 403 |  |  | 297 |  |  | 403 |  |  | 280 |
_______________ (a)The fair value of the Company's indebtedness is categorized as Level II. Income Taxes The Company's provision for income taxes in interim periods is computed by applying its estimated annual effective tax rate against the income before income taxes for the period. In addition, non-recurring or discrete items are recorded in the period in which they occur. The provision for income taxes was an expense of $8 million and $32 million for the three months ended June 30, 2023 and 2022, respectively, and a benefit of $38 million and an expense of $44 million for the six months ended June 30, 2023 and 2022, respectively. Derivative Instruments The Company records derivatives and hedging activities on the balance sheet at their respective fair values. The Company's remaining interest rate swaps expired in November 2022 and, as of June 30, 2023, the Company had no interest rate swaps. The Company had not elected to utilize hedge accounting for these interest rate swaps; therefore, any change in fair value was recorded in the Condensed Consolidated Statements of Operations. The gain recognized for interest rate swap contracts was $9 million and $35 million for the three and six months ended June 30, 2022, respectively, which was recorded in Interest expense in the accompanying Condensed Consolidated Statements of Operations. Revenue Revenue is recognized upon the transfer of control of promised services to customers in an amount that reflects the consideration the Company expects to receive in exchange for those services in accordance with the revenue accounting standard. 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 June 30,
| Franchise Group |  | Owned Brokerage Group |  | Title Group |  | Corporate and Other |  | Total Company
| 2023 |  | 2022 |  | 2023 |  | 2022 |  | 2023 |  | 2022 |  | 2023 |  | 2022 |  | 2023 |  | 2022
Gross commission income (a) | $ | — |  |  | $ | — |  |  | $ | 1,363 |  |  | $ | 1,757 |  |  | $ | — |  |  | $ | — |  |  | $ | — |  |  | $ | — |  |  | $ | 1,363 |  |  | $ | 1,757 |
Service revenue (b) | 62 |  |  | 74 |  |  | 6 |  |  | 6 |  |  | 95 |  |  | 137 |  |  | — |  |  | — |  |  | 163 |  |  | 217 |
Franchise fees (c) | 191 |  |  | 237 |  |  | — |  |  | — |  |  | — |  |  | — |  |  | (89) |  |  | (112) |  |  | 102 |  |  | 125 |
Other (d) | 31 |  |  | 28 |  |  | 11 |  |  | 12 |  |  | 5 |  |  | 7 |  |  | (4) |  |  | (4) |  |  | 43 |  |  | 43 |
Net revenues | $ | 284 |  |  | $ | 339 |  |  | $ | 1,380 |  |  | $ | 1,775 |  |  | $ | 100 |  |  | $ | 144 |  |  | $ | (93) |  |  | $ | (116) |  |  | $ | 1,671 |  |  | $ | 2,142 |
| Six Months Ended June 30,
| Franchise Group |  | Owned Brokerage Group |  | Title Group |  | Corporate and Other |  | Total Company
| 2023 |  | 2022 |  | 2023 |  | 2022 |  | 2023 |  | 2022 |  | 2023 |  | 2022 |  | 2023 |  | 2022
Gross commission income (a) | $ | — |  |  | $ | — |  |  | $ | 2,266 |  |  | $ | 3,004 |  |  | $ | — |  |  | $ | — |  |  | $ | — |  |  | $ | — |  |  | $ | 2,266 |  |  | $ | 3,004 |
Service revenue (b) | 117 |  |  | 129 |  |  | 10 |  |  | 12 |  |  | 163 |  |  | 322 |  |  | — |  |  | — |  |  | 290 |  |  | 463 |
Franchise fees (c) | 320 |  |  | 417 |  |  | — |  |  | — |  |  | — |  |  | — |  |  | (149) |  |  | (193) |  |  | 171 |  |  | 224 |
Other (d) | 54 |  |  | 60 |  |  | 19 |  |  | 23 |  |  | 9 |  |  | 12 |  |  | (7) |  |  | (9) |  |  | 75 |  |  | 86 |
Net revenues | $ | 491 |  |  | $ | 606 |  |  | $ | 2,295 |  |  | $ | 3,039 |  |  | $ | 172 |  |  | $ | 334 |  |  | $ | (156) |  |  | $ | (202) |  |  | $ | 2,802 |  |  | $ | 3,777 |
______________ (a)Gross commission income at Owned 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 Title Group and are recognized at a point in time at the closing of a homesale transaction. Service revenue at 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 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 Franchise Group and other miscellaneous revenues across all of the business segments. 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, 2023 |  | Additions during the period |  | Recognized as Revenue during the period |  | Ending Balance at June 30, 2023
Franchise Group: |  |  |  |  |  |  |
Deferred area development fees (a) | $ | 40 |  |  | $ | 1 |  |  | $ | (2) |  |  | $ | 39 |
Deferred brand marketing fund fees (b) | 26 |  |  | 36 |  |  | (37) |  |  | 25 |
Deferred outsourcing management fees (c) | 4 |  |  | 25 |  |  | (24) |  |  | 5 |
Other deferred income related to revenue contracts | 10 |  |  | 21 |  |  | (20) |  |  | 11 |
Total Franchise Group | 80 |  |  | 83 |  |  | (83) |  |  | 80 |
Owned Brokerage Group: |  |  |  |  |  |  |
Advanced commissions related to development business (d) | 11 |  |  | 2 |  |  | (2) |  |  | 11 |
Other deferred income related to revenue contracts | 3 |  |  | 3 |  |  | (2) |  |  | 4 |
Total Owned Brokerage Group | 14 |  |  | 5 |  |  | (4) |  |  | 15 |
Total | $ | 94 |  |  | $ | 88 |  |  | $ | (87) |  |  | $ | 95 |
_______________ (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 Anywhere’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 Owned Brokerage Group. (c)The Company earns revenues from outsourcing management fees charged to clients that may cover several of the various relocation services 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. Allowance for Doubtful Accounts The Company estimates the allowance necessary to provide for uncollectible accounts receivable. The estimate is based on historical experience, combined with a review of current conditions and forecasts of future losses, and includes specific accounts for which payment has become unlikely. The process by which the Company calculates the allowance is performed in the individual business units where specific problem accounts are identified and reserved primarily based upon the age profile of the receivables and specific payment issues, combined with reasonable and supportable forecasts of future losses. Supplemental Cash Flow Information Significant non-cash transactions included finance lease additions of $4 million and $7 million during the six months ended June 30, 2023 and 2022, respectively, which resulted in non-cash additions to property and equipment, net and other non-current liabilities. Additionally, significant non-cash transactions during the six months ended June 30, 2022 included the establishment of a $90 million investment related to the Company's initial equity interest in the Title Insurance Underwriter Joint Venture in the first quarter of 2022. Leases The Company's lease obligations as of June 30, 2023 have not changed materially from the amounts reported in the 2022 Form 10-K. Recently Issued Accounting Pronouncements The Company considers the applicability and impact of all Accounting Standards Updates ("ASUs"). Recently issued standards were assessed and determined to be either not applicable or are expected to have minimal impact on our consolidated financial position or results of operations.

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