RE/MAX Q1 Revenue Falls 5.7% to $70.2M; Real Brokerage Merger at $13.80
RE/MAX Holdings reported first quarter revenue of $70.2 million, down 5.7% year-over-year, with adjusted EBITDA down 19.3% to $15.6 million and a net loss of $9.7 million (-$0.48 EPS). It agreed to merge with The Real Brokerage at $13.80 cash or 5.154 shares per share and faces a fiduciary probe.
1. First Quarter Financial Performance
RE/MAX Holdings generated first quarter revenue of $70.2 million, a 5.7% decline year-over-year, and adjusted EBITDA of $15.6 million, down 19.3%. Net loss was $9.7 million (-$0.48 EPS), while total agent count rose 2.1% to 149,192, led by a 6.7% increase outside North America and a 2.3% decline in the U.S. and Canada.
2. Merger Transaction with The Real Brokerage
On April 26, RE/MAX entered a definitive merger agreement with The Real Brokerage to form Real REMAX Group. RE/MAX shareholders may elect 5.154 Real REMAX shares or $13.80 cash per share, with aggregate cash proceeds capped between $60 million and $80 million; Real shareholders receive one share per share. The transaction, subject to stockholder and regulatory approvals, is expected to close in the second half of 2026, and the company has ceased quarterly earnings calls and guidance while the deal is pending.
3. Investor Law Firm Investigation
A securities law firm has launched an investigation into potential breaches of fiduciary duties by RE/MAX’s board and co-founder David Liniger related to the proposed merger. The probe will examine whether the board acted in shareholders’ best interests and if merger terms were negotiated fairly.