Re/Max files preliminary papers for IPO

Real estate franchisor has yet to release timing, price or number of shares to be offered

Global real estate franchisor Re/Max LLC, which has more than 90,000 agents in 6,300 offices and 90 countries, is prepping for an initial public offering.

The Denver-based firm filed an S-1 registration statement with the U.S. Securities and Exchange Commission on Friday after previously submitting one confidentially under the Jumpstart Our Business Startups (JOBS) Act, which has reduced reporting requirements for emerging companies with less than $1 billion in revenue.

For 2012, the 40-year-old firm reported $143.7 million in revenue, with 91 percent coming from its operations in the U.S. (74 percent) and Canada (17 percent), and a net income of $33.3 million.

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Re/Max, which currently owns the right to sell brokerage franchises in 10 of its 32 franchise regions in the U.S. and Canada, says it plans to use $27.3 million of the proceeds from the IPO to reacquire franchise rights in the Central Atlantic and Southwest regions to boost its percentage of U.S. and Canadian agents to 54 percent from the current 46 percent.

In 2012, 59 percent of the company's revenue was fixed: 39 percent from a per-agent fee paid by its 32 franchise regions in the U.S. and Canada and 20 percent from fixed annual fees ($390 per agent) from Re/Max-affiliated agents in those two countries, according to the registration statement.

The rest of 2012's revenue was made up of transaction-related fees that affiliated brokerages paid the franchisor (14 percent), franchise fees associated with a sale or franchise renewal agreement (16 percent), and management fees related to services provided to affiliated agents (11 percent).

Re/Max's proposed IPO comes nearly a year after real estate giant Realogy, which owns and operates a number of the largest real estate franchise brands in the U.S., including Coldwell Banker Real Estate, Century 21 Real Estate and Better Homes and Gardens Real Estate, launched a successful public offering last October.

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Re/Max husband-and-wife co-founders Dave and Gail Liniger (chairman and vice chair of the company, respectively) and CEO Margaret Kelly will retain control of the firm, which will be considered a "controlled company," by the New York Stock Exchange, where the company's shares will be traded.

As the real estate market continues to rebound from its dismal run in the late aughts, real estate companies are cashing in on the growing positive perception, and cash flow, the industry is garnering. Zillow and Trulia, which organized successful IPOs in 2011 and 2012, respectively, have seen their shares flirt with all-time highs in the last month, and Realogy's IPO bet is paying off, allowing it to pay down its massive debt.

Some are seeing Re/Max's IPO as a move by the older company to raise some cash to compete, both in technology and in public mindshare, with the fast-rising startups Zillow and Trulia and their older sibling realtor.com operator Move Inc.

"The highly visible success of Zillow, Trulia and Move Inc. over the past few years may have overshadowed 'traditional' real estate companies, and Re/Max is making a bold move, reposturing itself and its 90,000-plus agents," said Jude Galligan, an agent in Austin, Texas, and co-founder of photo-based referral network Homespin. "I think this is just the beginning."


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