Press Release: ANYWHERE REAL ESTATE INC. REPORTS FIRST QUARTER 2025 FINANCIAL RESULTS

Dow Jones
Apr 29

ANYWHERE REAL ESTATE INC. REPORTS FIRST QUARTER 2025 FINANCIAL RESULTS

PR Newswire

MADISON, N.J., April 29, 2025

MADISON, N.J., April 29, 2025 /PRNewswire/ -- Anywhere Real Estate Inc. (NYSE: HOUS) ("Anywhere" or the "Company"), a global leader in residential real estate services, today reported financial results for the first quarter ended March 31, 2025.

"Anywhere continues to prove the advantage of our unique assets, including our unmatched scale, high-margin franchise network, luxury leadership, and integrated end-to-end transaction experience. Those assets are driving differentiated success today and help fuel our growth and transformation as we look to the future," said Ryan Schneider, Anywhere president and CEO.

"Anywhere is on offense, seizing opportunities to fortify our market-leading position today while making smart moves to transform our operations, accelerate our strategic momentum, and build on our financial progress," said Charlotte Simonelli, Anywhere executive vice president, chief financial officer, and treasurer.

Schneider added: "Further, as our industry grapples with changing practices, Anywhere is reaffirming our commitment to doing what's best for the consumer, starting with advocating for transparency, consumer choice, and the broad, public distribution of real estate listings to help customers get the best price for their home."

First Quarter 2025 Highlights

   -- Generated Revenue of $1.2 billion, an increase of $78 million 
      year-over-year. 
 
   -- Reported Net Loss of $78 million, an improvement of $23 million 
      year-over-year. Adjusted Net Loss of $64 million improved $21 million 
      versus first quarter of 2024 (See Table 1a). 
 
   -- Operating EBITDA loss of $1 million, a $12 million improvement 
      year-over-year (See Table 5). 
 
   -- Combined closed transaction volume increased 6% year-over-year, with 
      units down about 4% and price up 11%. The Company's closed transaction 
      volume increase outperformed the 3% year-over-year market volume growth 
      reported by the National Association of Realtors $(NAR.UK)$ in the quarter. 
      This market share gain in the quarter was driven by luxury success and 
      differential growth in California and New York City. 
 
   -- Continued strength in luxury with Coldwell Banker Global Luxury, Corcoran, 
      and Sotheby's International Realty brands significantly outperforming the 
      market, with closed transaction volume increasing approximately 16% 
      year-over-year. 
 
   -- Welcomed 11 new US franchisees and added two new international expansions 
      to our high-margin franchise network in the first quarter of 2025. 
 
   -- Agent commission splits of 80.4% in the first quarter increased 39 basis 
      points year-over-year. It is the 12th straight quarter of commission 
      splits at approximately 80%. 
 
   -- Realized cost savings of $14 million in the first quarter of 2025 and on 
      track to deliver $100 million for full year 2025. 
 
   -- Free Cash Flow of negative $130 million, reflecting seasonal use of cash 
      for the business, improved from negative $145 million in 2024 (See Table 
      7). 
 
   -- Anywhere was recognized as one of the World's Most Ethical Companies$(R)$ 
      for the 14th consecutive year. 

First Quarter 2025 Financial Highlights

The following table sets forth the Company's financial highlights for the periods presented (in millions, except per share data) (unaudited):

 
                               Three Months Ended March 31, 
                    2025             2024              Change       % Change 
               ---------------  ---------------  -----------------  -------- 
Revenue         $        1,204   $        1,126  $              78       7 % 
Operating 
 EBITDA (1, 
 2)                        (1)             (13)                 12        92 
Net loss 
 attributable 
 to Anywhere              (78)            (101)                 23        23 
Adjusted net 
 loss (1, 3)              (64)             (85)                 21        25 
Loss per 
 share                  (0.70)           (0.91)               0.21        23 
Free Cash 
 Flow (4)                (130)            (145)                 15        10 
Net cash used 
 in operating 
 activities    $         (105)  $         (122)  $              17      14 % 
 
Select Key 
Drivers 
Anywhere 
Brands - 
Franchise 
Group (5, 6) 
Closed 
 homesale 
 sides                 137,089          144,775                        (5) % 
Average 
 homesale 
 price            $    516,999     $    470,119                         10 % 
Anywhere 
Advisors - 
Owned 
Brokerage 
Group (6) 
Closed 
 homesale 
 sides                  49,461           50,513                        (2) % 
Average 
 homesale 
 price            $    799,750     $    709,506                         13 % 
Anywhere 
Integrated 
Services - 
Title Group 
Purchase 
 title and 
 closing 
 units                  21,349           21,325                         -- % 
Refinance 
 title and 
 closing 
 units                   2,504            2,025                         24 % 
 
 
  _______________ 
  Footnotes: 
  (1) Effective December 31, 2024, the Company updated its definitions of 
  Operating EBITDA and Adjusted net income (loss) to include adjustments for 
  non-cash stock-based compensation and legal contingencies unrelated to 
  normal operations which currently includes industry- wide antitrust lawsuits 
  and class action lawsuits to conform with similar adjustments and measures 
  disclosed by industry competitors. These changes have been applied 
  retrospectively to prior periods to enhance comparability. The inclusion of 
  these adjustments does not materially affect segment-level trends or 
  conclusions previously disclosed. 
  (2) See Table 5 for a reconciliation of Net loss attributable to Anywhere to 
  Operating EBITDA. Operating EBITDA is defined as net income (loss) adjusted 
  for depreciation and amortization, interest expense, net (excluding 
  relocation services interest for securitization assets and securitization 
  obligations), income taxes, and certain non-core items. Non-core items 
  include non-cash stock-based compensation, restructuring charges, 
  impairments, former parent legacy items, legal contingencies unrelated to 
  normal operations which currently includes industry-wide antitrust lawsuits 
  and class action lawsuits, gains or losses on the early extinguishment of 
  debt, and gains or losses on discontinued operations or the sale of 
  businesses, investments or other assets. 
  (3) See Table 1a for a reconciliation of Net loss attributable to Anywhere 
  to Adjusted net loss. Adjusted net income (loss) is defined as net income 
  (loss) before mark-to-market interest rate swap adjustments, non-cash 
  stock-based compensation, restructuring charges, impairments, former parent 
  legacy items, legal contingencies unrelated to normal operations which 
  currently includes industry-wide antitrust lawsuits and class action 
  lawsuits, (gain) loss on the early extinguishment of debt, (gain) loss on 
  the sale of businesses, investments or other assets and the tax effect of 
  the foregoing adjustments. 
  (4) See Table 7 for a reconciliation of Net loss attributable to Anywhere to 
  Free Cash Flow. Free Cash Flow is defined as net income (loss) attributable 
  to Anywhere before income tax expense (benefit), income tax payments, net 
  interest expense, cash interest payments, depreciation and amortization, 
  capital expenditures, restructuring costs and former parent legacy costs 
  (benefits), net of payments, impairments, (gain) loss on the sale of 
  businesses, investments or other assets, (gain) loss on the early 
  extinguishment of debt, working capital adjustments and relocation 
  receivables (assets), net of change in securitization obligations. 
  (5)  Includes all franchisees except for Owned Brokerage Group. 
  (6)  As of March 31, 2025, the Company's combined homesale transaction 
  volume (transaction sides multiplied by average sale price) increased 6% 
  compared with the first quarter of 2024. 
 

2025 Financial Estimates

The Company expects to realize cost savings of approximately $100 million in 2025, which we expect will be offset in part by inflationary pressures and investments as we look to make significant progress transforming our business.

The Company expects Operating EBITDA for full year 2025 to be about $350 million. The largest variable in this estimate is the performance of the housing market.

The Company expects Operating EBITDA for the second quarter of 2025 to be similar to the Operating EBITDA for the second quarter of 2024.

The Company expects its Free Cash Flow excluding one-time items to be similar to 2024. Free Cash Flow, like Operating EBITDA, is driven by the overall housing market and may be impacted by additional investments we make to drive growth and advance our technology strategy.

The one-time items are estimated to be approximately $115 million and consist of three payments we expect to make in 2025. First, the final $54 million payment towards our antitrust litigation settlement will be due when appeals are resolved, the timing of which is uncertain. Second, approximately $41 million for a 1999 Cendant legacy tax matter. Third, an approximately $20 million payment for the January 2025 settlement of the Company's TCPA litigation, subject to final court approval.

These estimates are subject to, among other things, macroeconomic and housing market uncertainties, including those related to declining affordability, constrained inventory and competitive, litigation and regulatory uncertainties. See "Forward-Looking Statements" below.

Balance Sheet

Total corporate debt, including the short-term portion, net of cash and cash equivalents (net corporate debt), totaled $2.6 billion at March 31, 2025. The Company ended the quarter with cash and cash equivalents of $110 million. The Company's Senior Secured Leverage Ratio was 1.51x at March 31, 2025 (see Table 8a). The Company's Net Debt Leverage Ratio was 7.2x at March 31, 2025 (see Table 8b).

As of April 28, 2025 the Company had $690 million of outstanding borrowings under its Revolving Credit Facility.

A consolidated balance sheet is included as Table 2 of this press release.

Investor Conference Call

Today, April 29, at 8:30 a.m. $(ET)$, Anywhere will hold a conference call via webcast to review its Q1 2025 results and provide a business update. The webcast will be hosted by Ryan Schneider, chief executive officer and president, and Charlotte Simonelli, chief financial officer, and will conclude with an investor Q&A period with management.

To access the live webcast of the conference call or to view a replay, visit the company's investor relations website at https://ir.anywhere.re/.

The conference call can also be accessed by registering online at the Event Registration Page, at which time registrants will receive dial-in information as well as a conference ID. Registration can be completed in advance of the conference call.

About Anywhere Real Estate Inc.

Anywhere Real Estate Inc. (NYSE: HOUS) is moving real estate to what's next. We fulfill our purpose to empower everyone's next move through our leading integrated services, which include franchise, brokerage, relocation, and title and settlement businesses, as well as mortgage and title insurance underwriter minority owned joint ventures. Our brands are some of the most recognized names in real estate: Better Homes and Gardens(R) Real Estate, CENTURY 21(R), Coldwell Banker(R), Coldwell Banker Commercial(R), Corcoran(R), ERA(R), and Sotheby's International Realty(R). Every day, we help fuel the productivity of our vast network of franchise owners and our more than 300,000 affiliated agents globally as they build stronger businesses and best serve today's consumers. Learn more about our award-winning culture of innovation and integrity at www.anywhere.re.

Forward-Looking Statements

This press release contains "forward-looking statements," within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified by words such as: "believes", "expects", "anticipates", "intends", "projects", "estimates", "potential" and "plans" and similar expressions or future or conditional verbs such as "will", "should", "would", "may" and "could", and include statements that refer to expectations or other characterizations of future events, circumstances or results. Examples of forward-looking statements include, but are not limited to, the information appearing under 2025 Financial Estimates.

Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based only on our current beliefs, expectations and assumptions regarding the future of our business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions. Such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Anywhere Real Estate Inc. to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements.

The following include some, but not all, of the factors that could affect our future results and cause actual results to differ materially from those expressed in the forward-looking statements: downturns and disruptions in the residential real estate market, which could include, but are not limited to, factors that impact homesale transaction volume, such as: prolonged periods of a high mortgage rate and/or high inflation rate environment, continued or accelerated reductions in housing affordability, insufficient or excessive inventory and continued or accelerated declines, the absence of significant increases in the number of home sales, stagnant or declining home prices, or changes in consumer preferences in the U.S.; adverse developments or the absence of sustained improvement in macroeconomic conditions (such as business, economic or political conditions) on a global, domestic or local basis, including those arising from actual or potential changes in trade policy; changes to industry rules or practices that prohibit, restrict or adversely alter policies, practices, rules or regulations governing the functioning of the residential real estate market (regardless of whether such changes are driven by regulatory action, litigation outcomes, or otherwise); the impact of evolving competitive and consumer dynamics, including: meaningful decreases in the average broker commission rate, continued erosion of the Company's share of the commission income generated by homesale transactions, our ability (and the ability of affiliated joint ventures and franchisees) to compete against traditional and non-traditional competitors, our ability to adapt our business to changing consumer preferences, or further disruption in the residential real estate brokerage industry related to listing aggregator market power and concentration; our ability to execute our business strategy, including with respect to our efforts to: recruit and retain productive independent sales agents, attract and retain franchisees or renew existing franchise agreements without reducing contractual royalty rates or increasing the amount and prevalence of sales incentives, develop or procure products, services and technology that support our strategic initiatives, successfully adopt and integrate artificial intelligence and similar technology into our products and services, or achieve or maintain cost savings and other benefits from our cost-saving initiatives; adverse developments or outcomes in large scale litigation, involving significant claims, such as antitrust litigation and litigation related to the Telephone Consumer Protection Act (TCPA); risks related to our substantial indebtedness, in general, particularly heightened during industry downturns or broader recessions, which could adversely limit our operations, including our ability to grow our business, whether organically or via acquisitions, adversely impact our liquidity and/or adversely impact our ability, and any actions we may take, to refinance, restructure or repay our indebtedness; risks related to our ability to refinance or restructure our substantial indebtedness that will mature (or may spring forward) in 2026 on terms as favorable as those of currently outstanding debt, or at all, including as a result of global and national macroeconomic factors and their impact on the credit and capital markets; risks related to our business structure, including: the operating results of affiliated franchisees and their ability to pay franchise and related fees, continued consolidation among our top 250 franchisees, the geographic and high-end market concentration of our company owned brokerages, the loss of our largest real estate benefit program client or continued reduction in spending on relocation services, the failure of third-party vendors or partners to perform as expected or our failure to adequately monitor them, our ability to continue to securitize certain of the relocation assets of Cartus; our failure or alleged failure to comply with laws, regulations and regulatory interpretations and any changes or stricter interpretations of any of the foregoing, including but not limited to (1) antitrust laws and regulations, (2) the Real Estate Settlement Procedures Act or other federal or state consumer protection or similar laws, (3) state or federal employment laws or regulations that would require reclassification of independent contractor sales agents to employee status, (4) the TCPA, and (5) privacy or cybersecurity laws and regulations; cybersecurity incidents; impacts from severe weather events, natural disasters and other catastrophic events; impairment of our goodwill and other long-lived assets; the accuracy of market forecasts and estimates; and significant fluctuation in the price of our common stock.

Consideration should be given to the areas of risk described above, as well as those risks set forth under the headings "Forward-Looking Statements," "Summary of Risk Factors" and "Risk Factors" in our filings with the Securities and Exchange Commission, including our Annual Report on Form 10-K for the year ended December 31, 2024, and our other filings made from time to time, in connection with considering any forward-looking statements that may be made by us and our businesses generally. We undertake no obligation to release publicly any revisions to any forward-looking statements, to report events or to report the occurrence of unanticipated events except as required by law.

Non-GAAP Financial Measures

This release includes certain non-GAAP financial measures as defined under SEC rules. As required by SEC rules, important information regarding such measures is contained in the Tables attached to this release. See Tables 8a, 8b and 9 for definitions of these non-GAAP financial measures and Tables 1a, 5, 6a, 6b, 7, 8a and 8b for reconciliations of the historical non-GAAP financial measures to their most comparable GAAP terms.

Reconciliations of the Company's estimates of 2025 Operating EBITDA, Operating EBITDA for the second quarter of 2025 and full-year Free Cash Flow excluding one-time items, which are each non-GAAP financial measures, to estimated net income (loss) attributable to Anywhere are not provided because of the difficulty in forecasting and quantifying the items that would be necessary for such reconciliations. The Company also believes that providing estimates of the amounts that would be required to provide such reconciliations would imply a degree of precision that would be confusing or misleading to investors. These items are uncertain, depend on various factors and may have a material impact on GAAP results.

NAR data is subject to periodic review and revision, which has been, and could in the future be, material. Additionally, NAR uses survey data and estimates, which can have sampling errors and will not directly correlate with Anywhere Advisor's results due to its geographic concentration.

 
Investor Contacts:        Media Contacts: 
Alicia Swift              Gabriella Chiera 
(973) 407-4669            (973) 407-5236 
Alicia.Swift@anywhere.re  Gabriella.Chiera@anywhere.re 
 
John Carr                 Kyle Kirkpatrick 
(973) 407-2612            (973) 407-2935 
John.Carr@anywhere.re     Kyle.Kirkpatrick@anywhere.re 
 
 
Table 1 
 
                         ANYWHERE REAL ESTATE INC. 
               CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS 
                    (In millions, except per share data) 
                                 (Unaudited) 
 
                                                  Three Months Ended 
                                                        March 31, 
                                           --------------------------------- 
                                                 2025             2024 
                                           ----------------  --------------- 
Revenues 
   Gross commission income                  $           976  $           907 
   Service revenue                                      125              119 
   Franchise fees                                        73               70 
   Other                                                 30               30 
                                           ----------------  --------------- 
Net revenues                                          1,204            1,126 
                                           ----------------  --------------- 
Expenses 
   Commission and other agent-related 
    costs                                               785              726 
   Operating                                            277              273 
   Marketing                                             44               45 
   General and administrative                           103               99 
   Former parent legacy (benefit) cost, 
    net                                                 (3)                1 
   Restructuring costs, net                              12               11 
   Impairments                                            6                6 
   Depreciation and amortization                         46               55 
   Interest expense, net                                 36               39 
   Other income, net                                    (1)              (1) 
                                           ----------------  --------------- 
Total expenses                                        1,305            1,254 
                                           ----------------  --------------- 
Loss before income taxes, equity in 
 losses and noncontrolling interests                  (101)            (128) 
Income tax benefit                                     (24)             (28) 
Equity in losses of unconsolidated 
 entities                                                 1                1 
                                           ----------------  --------------- 
Net loss                                               (78)            (101) 
                                           ----------------  --------------- 
Less: Net income attributable to 
noncontrolling interests                                 --               -- 
                                           ----------------  --------------- 
Net loss attributable to Anywhere          $           (78)  $         (101) 
                                           ================  =============== 
 
Loss per share attributable to Anywhere shareholders: 
 Basic loss per share                       $        (0.70)  $        (0.91) 
 Diluted loss per share                     $        (0.70)  $        (0.91) 
Weighted average common and common equivalent shares of Anywhere 
outstanding: 
 Basic                                                111.4            110.7 
 Diluted                                              111.4            110.7 
 
 
Table 1a 
 
                         ANYWHERE REAL ESTATE INC. 
                           NON-GAAP RECONCILIATION 
                         ADJUSTED NET INCOME (LOSS) 
                    (In millions, except per share data) 
 
Set forth in the table below is a reconciliation of Net loss attributable to 
Anywhere to Adjusted net loss as defined in Table 9 for the three-month 
periods ended March 31, 2025 and 2024: 
                                          Three Months Ended March 31, 
                                    ---------------------------------------- 
                                           2025               2024 (a) 
                                    -------------------  ------------------- 
Net loss attributable to Anywhere   $              (78)   $            (101) 
 Addback: 
   Stock-based compensation (b)                       5                    4 
   Restructuring costs, net (c)                      12                   11 
   Impairments                                        6                    6 
   Former parent legacy (benefit) 
    cost, net                                       (3)                    1 
   Legal contingencies (d)                           --                   -- 
   Gain on the sale of businesses, 
   investments or other assets, 
   net                                              (1)                   -- 
   Adjustments for tax effect (e)                   (5)                  (6) 
                                    -------------------  ------------------- 
Adjusted net loss attributable to 
 Anywhere                           $              (64)  $              (85) 
                                    ===================  =================== 
 
 
_______________ 
(a)  2024 amounts have been updated to reflect our definition of Adjusted net 
     income (loss) (see Table 9 for definition). 
(b)  Stock-based compensation is a non-cash expense that is based on grant 
     date fair value, which is influenced by the Company's stock price, and 
     recognized over the requisite service period. 
(c)  Restructuring costs include personnel-related, facility-related and other 
     costs related to professional fees and consulting fees. 
(d)  Legal contingencies do not include cases that are part of our normal 
     operating activities or legal expenses incurred in the ordinary course of 
     business. 
(e)  Reflects tax effect of adjustments at the Company's blended state and 
     federal statutory rate. 
 
 
Table 2 
 
                         ANYWHERE REAL ESTATE INC. 
                    CONDENSED CONSOLIDATED BALANCE SHEETS 
                      (In millions, except share data) 
                                 (Unaudited) 
 
                                              March 31,       December 31, 
                                                 2025              2024 
                                          -----------------  --------------- 
ASSETS 
Current assets: 
 Cash and cash equivalents                  $           110  $           118 
 Restricted cash                                          5                6 
 Trade receivables (net of allowance for 
  doubtful accounts of $17 for both 
  periods presented)                                    109              101 
 Relocation receivables                                 165              150 
 Other current assets                                   200              206 
                                          -----------------  --------------- 
     Total current assets                               589              581 
Property and equipment, net                             237              247 
Operating lease assets, net                             323              331 
Goodwill                                              2,499            2,499 
Trademarks                                              584              584 
Franchise agreements, net                               804              821 
Other intangibles, net                                  101              106 
Other non-current assets                                451              467 
                                          -----------------  --------------- 
Total assets                                 $        5,588    $       5,636 
                                          =================  =============== 
LIABILITIES AND EQUITY 
Current liabilities: 
 Accounts payable                         $              98  $           101 
 Securitization obligations                             135              140 
 Current portion of long-term debt                      610              490 
 Current portion of operating lease 
  liabilities                                           100              105 
 Accrued expenses and other current 
  liabilities                                           506              553 
                                          -----------------  --------------- 
     Total current liabilities                        1,449            1,389 
Long-term debt                                        2,033            2,031 
Long-term operating lease liabilities                   278              284 
Deferred income taxes                                   183              207 
Other non-current liabilities                           149              155 
                                          -----------------  --------------- 
Total liabilities                                     4,092            4,066 
                                          -----------------  --------------- 
Commitments and contingencies 
Equity: 
 Anywhere preferred stock: $0.01 par 
 value; 50,000,000 shares authorized, 
 none issued and    outstanding at 
 March 31, 2025 and December 31, 2024                    --               -- 
 Anywhere common stock: $0.01 par value; 
  400,000,000 shares authorized, 
  111,805,042 shares    issued and 
  outstanding at March 31, 2025 and 
  111,261,825 shares issued and 
  outstanding at    December 31, 2024                     1                1 
 Additional paid-in capital                           4,830            4,827 
 Accumulated deficit                                (3,297)          (3,219) 
 Accumulated other comprehensive loss                  (41)             (42) 
                                          -----------------  --------------- 
     Total stockholders' equity                       1,493            1,567 
                                          -----------------  --------------- 
 Noncontrolling interests                                 3                3 
                                          -----------------  --------------- 
Total equity                                          1,496            1,570 
                                          -----------------  --------------- 
Total liabilities and equity                 $        5,588    $       5,636 
                                          =================  =============== 
 
 
Table 3 
 
                         ANYWHERE REAL ESTATE INC. 
               CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS 
                                (In millions) 
                                 (Unaudited) 
 
                                        Three Months Ended March 31, 
                                -------------------------------------------- 
                                         2025                   2024 
                                ----------------------  -------------------- 
Operating Activities 
Net loss                        $                 (78)    $            (101) 
Adjustments to reconcile net loss to net cash used in 
operating activities: 
 Depreciation and amortization                      46                    55 
 Deferred income taxes                            (24)                  (28) 
 Impairments                                         6                     6 
 Amortization of deferred 
  financing costs and debt 
  premium                                            2                     2 
 Gain on the sale of 
 businesses, investments or 
 other assets, net                                 (1)                    -- 
 Equity in losses of 
  unconsolidated entities                            1                     1 
 Stock-based compensation                            5                     4 
 Other adjustments to net loss                      --                   (1) 
 Net change in assets and liabilities, excluding the impact of acquisitions 
 and dispositions: 
     Trade receivables                             (8)                   (5) 
     Relocation receivables                       (15)                   (9) 
     Other assets                                    1                    18 
     Accounts payable, accrued 
      expenses and other 
      liabilities                                 (44)                  (60) 
Dividends received from 
unconsolidated entities                              8                    -- 
Other, net                                         (4)                   (4) 
                                ----------------------  -------------------- 
Net cash used in operating 
 activities                                      (105)                 (122) 
                                ----------------------  -------------------- 
Investing Activities 
Property and equipment 
 additions                                        (20)                  (18) 
Proceeds from the sale of 
investments in unconsolidated 
entities                                             2                    -- 
Other, net                                           5                     2 
                                ----------------------  -------------------- 
Net cash used in investing 
 activities                                       (13)                  (16) 
                                ----------------------  -------------------- 
Financing Activities 
Net change in Revolving Credit 
 Facility                                          120                   153 
Amortization payments on term 
 loan facilities                                    --                   (5) 
Net change in securitization 
 obligations                                       (5)                   (5) 
Taxes paid related to net 
 share settlement for 
 stock-based compensation                          (2)                   (3) 
Other, net                                         (4)                   (6) 
                                ----------------------  -------------------- 
Net cash provided by financing 
 activities                                        109                   134 
                                ----------------------  -------------------- 
Effect of changes in exchange 
rates on cash, cash 
equivalents and restricted 
cash                                                --                    -- 
                                ----------------------  -------------------- 
Net decrease in cash, cash 
 equivalents and restricted 
 cash                                              (9)                   (4) 
Cash, cash equivalents and 
 restricted cash, beginning of 
 period                                            124                   119 
                                ----------------------  -------------------- 
Cash, cash equivalents and 
 restricted cash, end of 
 period                           $                115    $              115 
                                ======================  ==================== 
 
Supplemental Disclosure of 
Cash Flow Information 
Interest payments (including 
 securitization interest of $2 
 for both periods presented)    $                   29  $                 31 
Income tax refunds, net                           (18)                   (1) 
 
 
Table 4a 
 
                        ANYWHERE REAL ESTATE INC. 
                         2025 vs. 2024 KEY DRIVERS 
 
                                      Three Months Ended March 31, 
                                   2025          2024         % Change 
                               ------------  ------------  --------------- 
Anywhere Brands - Franchise 
Group (a) 
Closed homesale sides               137,089       144,775            (5) % 
Average homesale price            $ 516,999     $ 470,119             10 % 
Average homesale broker 
 commission rate                     2.41 %        2.43 %      (2)     bps 
Net royalty per side           $        453  $        417              9 % 
Anywhere Advisors - Owned 
Brokerage Group 
Closed homesale sides                49,461        50,513            (2) % 
Average homesale price            $ 799,750     $ 709,506             13 % 
Average homesale broker 
 commission rate                     2.35 %        2.41 %      (6)     bps 
Gross commission income per 
 side                             $  19,720     $  17,946             10 % 
Anywhere Integrated Services 
- Title Group 
Purchase title and closing 
 units                               21,349        21,325             -- % 
Refinance title and closing 
 units                                2,504         2,025             24 % 
Average fee per closing unit     $    3,476    $    3,208              8 % 
 
 
 
_______________ 
(a)  Includes all franchisees except for Owned Brokerage Group. 
 
 
Table 4b 
 
                            ANYWHERE REAL ESTATE INC. 
                                 2024 KEY DRIVERS 
 
                                 Quarter Ended                        Year Ended 
                                                                     ------------ 
              March 31,      June 30,     September    December 31,  December 31, 
                 2024          2024        30, 2024        2024          2024 
             ------------  ------------  ------------  ------------  ------------ 
Anywhere 
Brands - 
Franchise 
Group (a) 
Closed 
 homesale 
 sides            144,775       194,372       189,833       171,609       700,589 
Average 
 homesale 
 price          $ 470,119     $ 506,676     $ 502,512     $ 504,637     $ 497,494 
Average 
 homesale 
 broker 
 commission 
 rate              2.43 %        2.42 %        2.41 %        2.39 %        2.41 % 
Net royalty 
 per side    $        417  $        462  $        456  $        446  $        447 
Anywhere 
Advisors - 
Owned 
Brokerage 
Group 
Closed 
 homesale 
 sides             50,513        71,895        67,625        59,388       249,421 
Average 
 homesale 
 price          $ 709,506     $ 775,453     $ 741,623     $ 757,275     $ 748,596 
Average 
 homesale 
 broker 
 commission 
 rate              2.41 %        2.36 %        2.36 %        2.35 %        2.37 % 
Gross 
 commission 
 income per 
 side           $  17,946     $  19,141     $  18,376     $  18,577     $  18,557 
Anywhere 
Integrated 
Services - 
Title 
Group 
Purchase 
 title and 
 closing 
 units             21,325        29,816        27,631        24,840       103,612 
Refinance 
 title and 
 closing 
 units              2,025         2,394         2,661         3,145        10,225 
Average fee 
 per 
 closing 
 unit          $    3,208    $    3,323    $    3,361    $    3,428    $    3,341 
 
 
 
_______________ 
(a)  Includes all franchisees except for Owned Brokerage Group. 
 
 
Table 5 
 
                         ANYWHERE REAL ESTATE INC. 
                 NON-GAAP RECONCILIATION - OPERATING EBITDA 
                 THREE MONTHS ENDED MARCH 31, 2025 AND 2024 
                                (In millions) 
 
Set forth in the table below is a reconciliation of Net loss attributable to 
Anywhere to Operating EBITDA as defined in Table 9 for the three-month 
periods ended March 31, 2025 and 2024: 
 
                                   Three Months Ended March 31, 
                                 2025                        2024 
                      ---------------------------  ------------------------- 
Net loss 
 attributable to 
 Anywhere               $                    (78)   $                  (101) 
Income tax benefit                           (24)                       (28) 
                      ---------------------------  ------------------------- 
Loss before income 
 taxes                                      (102)                      (129) 
Add: Depreciation 
 and amortization                              46                         55 
     Interest 
      expense, net                             36                         39 
     Stock-based 
      compensation 
      (a)                                       5                          4 
     Restructuring 
      costs, net 
      (b)                                      12                         11 
     Impairments (c)                            6                          6 
     Former parent 
      legacy 
      (benefit) 
      cost, net (d)                           (3)                          1 
     Legal 
     contingencies 
     (e)                                       --                         -- 
     Gain on the 
     sale of 
     businesses, 
     investments or 
     other assets, 
     net                                      (1)                         -- 
                      ---------------------------  ------------------------- 
Operating EBITDA      $                       (1)  $                    (13) 
                      ===========================  ========================= 
 
 
_______________ 
(a)  Stock-based compensation is a non-cash expense that is based on grant 
     date fair value, which is influenced by the Company's stock price, and 
     recognized over the requisite service period. This expense is primarily 
     related to Corporate and Other. 
(b)  Restructuring costs include personnel-related, facility-related and other 
     costs related to professional fees and consulting fees. 
     Restructuring charges incurred for the three months ended March 31, 2025 
     include $7 million at Owned Brokerage Group and $5 million in Corporate 
     and Other. Restructuring charges incurred for the three months ended 
     March 31, 2024 include $1 million at Franchise Group, $6 million at Owned 
     Brokerage Group and $4 million in Corporate and Other. 
(c)  Non-cash impairments primarily related to leases and other assets. 
(d)  Former parent legacy items are recorded in Corporate and Other and relate 
     to legacy tax matters. 
(e)  Legal contingencies do not include cases that are part of our normal 
     operating activities or legal expenses incurred in the ordinary course of 
     business. 
 
 
The following table reflects Revenue, Operating EBITDA and Operating EBITDA margin, both as defined in Table 
9, for each of the Company's reportable segments and Corporate and Other: 
 
                                                    Operating                            Operating 
              Revenues (b)                            EBITDA                           EBITDA Margin 
            ----------------  --------  ------                      --------  ------                   ------ 
                                 $        %                            $        % 
             2025     2024     Change   Change    2025    2024 (c)   Change   Change  2025  2024 (c)   Change 
            -------  -------  --------  ------  --------  --------  --------  ------  ----  ---------  ------ 
Franchise 
 Group        $ 204    $ 200  $      4   2 %     $    97   $    90  $      7   8 %    48 %       45 %       3 
Owned 
 Brokerage 
 Group          990      919        71    8         (47)      (59)        12    20     (5)        (6)       1 
Title 
 Group           78       71         7    10        (18)      (15)       (3)   (20)   (23)       (21)     (2) 
Corporate 
 and Other 
 (a)           (68)     (64)       (4)   (b)        (33)      (29)       (4)   (14) 
            -------  -------  --------          --------  --------  -------- 
Total 
 Company    $ 1,204  $ 1,126   $    78   7 %    $    (1)   $  (13)   $    12   92 %   -- %      (1) %       1 
            =======  =======  ========          ========  ========  ======== 
 
 
_______________ 
(a)  Corporate and Other includes the Company's intersegment revenues which 
     are eliminated and various unallocated corporate expenses. 
(b)  Revenues include the elimination of transactions between segments, which 
     consists of intercompany royalties and marketing fees paid by Owned 
     Brokerage Group of $68 million and $64 million during the three months 
     ended March 31, 2025 and 2024, respectively, and are eliminated in the 
     Corporate and Other line. 
(c)  2024 amounts have been updated to reflect our definition of Operating 
     EBITDA (see Table 9 for definition). 
 
 
Table 6a 
 
                          ANYWHERE REAL ESTATE INC. 
                         SELECTED 2025 FINANCIAL DATA 
                                 (In millions) 
 
                                                    Three Months Ended 
                                                      March 31, 2025 
                                            ---------------------------------- 
Net revenues (a) 
Franchise Group                               $                            204 
Owned Brokerage Group                                                      990 
Title Group                                                                 78 
Corporate and Other (b)                                                   (68) 
                                            ---------------------------------- 
   Total Company                               $                         1,204 
                                            ================================== 
 
Operating EBITDA 
Franchise Group                              $                              97 
Owned Brokerage Group                                                     (47) 
Title Group                                                               (18) 
Corporate and Other (b)                                                   (33) 
                                            ---------------------------------- 
   Total Company                            $                              (1) 
                                            ---------------------------------- 
 
Non-GAAP Reconciliation - Operating EBITDA 
Total Company Operating EBITDA              $                              (1) 
 
Less:  Depreciation and amortization                                        46 
     Interest expense, net                                                  36 
     Income tax benefit                                                   (24) 
     Stock-based compensation (c)                                            5 
     Restructuring costs, net (d)                                           12 
     Impairments (e)                                                         6 
     Former parent legacy benefit, net (f)                                 (3) 
     Gain on the sale of businesses, 
      investments or other assets, net                                     (1) 
                                            ---------------------------------- 
Net loss attributable to Anywhere            $                            (78) 
                                            ================================== 
 
 
_______________ 
(a)  Transactions between segments are eliminated in consolidation. Revenues 
     for Franchise Group include intercompany royalties and marketing fees 
     paid by Owned Brokerage Group of $68 million for the three months ended 
     March 31, 2025. Such amounts are eliminated in the Corporate and Other 
     line. 
(b)  Corporate and Other includes the Company's intersegment revenues which 
     are eliminated and various unallocated corporate expenses. 
(c)  Stock-based compensation is a non-cash expense that is based on grant 
     date fair value, which is influenced by the Company's stock price, and 
     recognized over the requisite service period. 
(d)  Includes restructuring charges broken down by business unit as follows: 
 
 
                                Three Months Ended 
                                  March 31, 2025 
Owned Brokerage Group   $                                7 
Corporate and Other                                      5 
                        ---------------------------------- 
   Total Company         $                              12 
                        ================================== 
 
 
 
(e)  Non-cash impairments primarily related to leases and other assets. 
(f)  Former parent legacy items are recorded in Corporate and Other and relate 
     to legacy tax matters. 
 
 
Table 6b 
 
                                               ANYWHERE REAL ESTATE INC. 
                                              SELECTED 2024 FINANCIAL DATA 
                                                      (In millions) 
 
                                                    Three Months Ended                                    Year Ended 
                      -------------------------------------------------------------------------------  ----------------- 
                          March 31,            June 30,          September 30,        December 31,       December 31, 
                             2024                2024                2024                 2024               2024 
                      ------------------  ------------------  -------------------  ------------------  ----------------- 
Net revenues (a) 
Franchise Group        $             200   $             265    $             267   $             229  $             961 
Owned Brokerage 
 Group                               919               1,393                1,258               1,118              4,688 
Title Group                           71                 103                   96                  92                362 
Corporate and Other 
 (b)                                (64)                (92)                 (86)                (77)              (319) 
                      ------------------  ------------------  -------------------  ------------------  ----------------- 
   Total Company        $          1,126    $          1,669     $          1,535    $          1,362   $          5,692 
                      ==================  ==================  ===================  ==================  ================= 
 
Operating EBITDA 
Franchise Group       $               90   $             159    $             151   $             121  $             521 
Owned Brokerage 
 Group                              (59)                   4                 (11)                (27)               (93) 
Title Group                         (15)                   9                    2                 (9)               (13) 
Corporate and Other 
 (b)                                (29)                (29)                 (34)                (33)              (125) 
                      ------------------  ------------------  -------------------  ------------------  ----------------- 
   Total Company      $             (13)   $             143    $             108  $               52  $             290 
                      ------------------  ------------------  -------------------  ------------------  ----------------- 
 
Non-GAAP 
Reconciliation - 
Operating EBITDA 
Total Company 
 Operating EBITDA     $             (13)   $             143    $             108  $               52  $             290 
 
Less:  Depreciation 
 and amortization                     55                  48                   48                  47                198 
     Interest 
      expense, net                    39                  40                   38                  36                153 
     Income tax 
      (benefit) 
      expense                       (28)                  11                    2                  13                (2) 
     Stock-based 
      compensation 
      (c)                              4                   4                    4                   5                 17 
     Restructuring 
      costs, net 
      (d)                             11                   7                    6                   8                 32 
     Impairments (e)                   6                   2                    1                  11                 20 
     Former parent 
      legacy cost 
      (benefit), net 
      (f)                              1                   1                  (1)                   1                  2 
     Legal 
      contingencies 
      (g)                             --                  --                   10                 (8)                  2 
     Gain on the 
      early 
      extinguishment 
      of debt (h)                     --                  --                  (7)                  --                (7) 
     Loss on the 
      sale of 
      businesses, 
      investments or 
      other 
        assets, net                   --                  --                   --                   3                  3 
                      ------------------  ------------------  -------------------  ------------------  ----------------- 
Net (loss) income 
 attributable to 
 Anywhere              $           (101)  $               30  $                 7  $             (64)  $           (128) 
                      ==================  ==================  ===================  ==================  ================= 
 
 
_______________ 
(a)  Transactions between segments are eliminated in consolidation. Revenues 
     for Franchise Group include intercompany royalties and marketing fees 
     paid by Owned Brokerage Group of $64 million, $92 million, $86 million 
     and $77 million for the three months ended March 31, 2024, June 30, 2024, 
     September 30, 2024 and December 31, 2024, respectively. Such amounts are 
     eliminated in the Corporate and Other line. 
(b)  Corporate and Other includes the Company's intersegment revenues which 
     are eliminated and various unallocated corporate expenses. 
(c)  Stock-based compensation is a non-cash expense that is based on grant 
     date fair value, which is influenced by the Company's stock price, and 
     recognized over the requisite service period. 
(d)  Includes restructuring charges broken down by business unit as follows: 
 
 
                                             Three Months Ended                                      Year Ended 
             ----------------------------------------------------------------------------------  ------------------- 
                  March 31,            June 30,           September 30,        December 31,         December 31, 
                    2024                 2024                 2024                 2024                 2024 
             -------------------  -------------------  -------------------  -------------------  ------------------- 
Franchise 
 Group       $                 1  $                 2  $                 1   $               --  $                 4 
Owned 
 Brokerage 
 Group                         6                    1                    3                    5                   15 
Title Group                   --                    1                   --                   --                    1 
Corporate 
 and Other                     4                    3                    2                    3                   12 
             -------------------  -------------------  -------------------  -------------------  ------------------- 
   Total 
    Company   $               11  $                 7  $                 6  $                 8   $               32 
             ===================  ===================  ===================  ===================  =================== 
 
 
(e)  Non-cash impairments primarily related to leases and other assets. 
(f)  Former parent legacy items are recorded in Corporate and Other and relate 
     to a legacy tax matter. 
(g)  Legal contingencies do not include cases that are part of our normal 
     operating activities or legal expenses incurred in the ordinary course of 
     business. 
(h)  Gain on the early extinguishment of debt is recorded in Corporate and 
     Other and relates to the repurchases of Unsecured Notes. 
 
 
Table 6c 
 
                                  ANYWHERE REAL ESTATE INC. 
                          2024 CONSOLIDATED STATEMENTS OF OPERATIONS 
                             (In millions, except per share data) 
 
                                       Three Months Ended                        Year Ended 
                    ---------------------------------------------------------  --------------- 
                    March 31,  June 30,    September 30,       December 31,     December 31, 
                      2024       2024           2024               2024             2024 
                    ---------  --------  ------------------  ----------------  --------------- 
Revenues 
   Gross 
    commission 
    income          $     907   $ 1,376      $        1,242     $       1,104    $       4,629 
   Service revenue        119       159                 156               140              574 
   Franchise fees          70       101                  98                87              356 
   Other                   30        33                  39                31              133 
                    ---------  --------  ------------------  ----------------  --------------- 
Net revenues            1,126     1,669               1,535             1,362            5,692 
                    ---------  --------  ------------------  ----------------  --------------- 
Expenses 
   Commission and 
    other 
    agent-related 
    costs                 726     1,108                 998               886            3,718 
   Operating              273       285                 287               280            1,125 
   Marketing               45        47                  51                52              195 
   General and 
    administrative         99        93                 111                89              392 
   Former parent 
    legacy cost 
    (benefit), 
    net                     1         1                 (1)                 1                2 
   Restructuring 
    costs, net             11         7                   6                 8               32 
   Impairments              6         2                   1                11               20 
   Depreciation 
    and 
    amortization           55        48                  48                47              198 
   Interest 
    expense, net           39        40                  38                36              153 
   Gain on the 
    early 
    extinguishment 
    of debt                --        --                 (7)                --              (7) 
   Other (income) 
    expense, net          (1)        --                  --                 1               -- 
                    ---------  --------  ------------------  ----------------  --------------- 
Total expenses          1,254     1,631               1,532             1,411            5,828 
                    ---------  --------  ------------------  ----------------  --------------- 
(Loss) income 
 before income 
 taxes, equity in 
 losses 
   (earnings) and 
 noncontrolling 
 interests              (128)        38                   3              (49)            (136) 
Income tax 
 (benefit) 
 expense                 (28)        11                   2                13              (2) 
Equity in losses 
 (earnings) of 
 unconsolidated 
 entities                   1       (3)                 (6)                 1              (7) 
                    ---------  --------  ------------------  ----------------  --------------- 
Net (loss) income       (101)        30                   7              (63)            (127) 
                    ---------  --------  ------------------  ----------------  --------------- 
Less: Net income 
 attributable to 
 noncontrolling 
 interests                 --        --                  --               (1)              (1) 
                    ---------  --------  ------------------  ----------------  --------------- 
Net (loss) income 
 attributable to 
 Anywhere           $   (101)  $     30  $                7  $           (64)  $         (128) 
                    =========  ========  ==================  ================  =============== 
 
(Loss) earnings per share attributable to Anywhere shareholders: 
   Basic (loss) 
    earnings per 
    share           $  (0.91)   $  0.27     $          0.06   $        (0.58)  $        (1.15) 
   Diluted (loss) 
    earnings per 
    share           $  (0.91)   $  0.27     $          0.06   $        (0.58)  $        (1.15) 
Weighted average common and common equivalent shares of Anywhere outstanding: 
   Basic                110.7     111.2               111.3             111.3            111.1 
   Diluted              110.7     111.9               112.2             111.3            111.1 
 
 
Table 7 
 
                         ANYWHERE REAL ESTATE INC. 
                  NON-GAAP RECONCILIATION - FREE CASH FLOW 
                 THREE MONTHS ENDED MARCH 31, 2025 AND 2024 
                                (In millions) 
 
  A reconciliation of Net loss attributable to Anywhere to Free Cash Flow as 
                     defined in Table 9 is set forth in the following table: 
 
                                          Three Months Ended March 31, 
                                     --------------------------------------- 
                                            2025                 2024 
                                     -------------------  ------------------ 
Net loss attributable to Anywhere    $              (78)  $            (101) 
Income tax benefit                                  (24)                (28) 
Income tax refunds                                    18                   1 
Interest expense, net                                 36                  39 
Cash interest payments                              (29)                (31) 
Depreciation and amortization                         46                  55 
Capital expenditures                                (20)                (18) 
Restructuring costs and former 
 parent legacy items, net of 
 payments                                              1                   4 
Impairments                                            6                   6 
Gain on the sale of businesses, 
investments or other assets, net                     (1)                  -- 
Working capital adjustments                         (65)                (58) 
Relocation receivables (assets), 
 net of securitization obligations                  (20)                (14) 
                                     -------------------  ------------------ 
Free Cash Flow                        $            (130)  $            (145) 
                                     ===================  ================== 
 
 
A reconciliation of Net cash used in operating activities to Free Cash Flow 
is set forth in the following table: 
 
                                          Three Months Ended March 31, 
                                    ---------------------------------------- 
                                           2025                 2024 
                                    -------------------  ------------------- 
Net cash used in operating 
 activities                          $            (105)   $            (122) 
Property and equipment additions                   (20)                 (18) 
Net change in securitization 
 obligations                                        (5)                  (5) 
Effect of exchange rates on cash, 
cash equivalents and restricted 
cash                                                 --                   -- 
                                    -------------------  ------------------- 
Free Cash Flow                       $            (130)   $            (145) 
                                    ===================  =================== 
 
Net cash used in investing 
 activities                         $              (13)  $              (16) 
Net cash provided by financing 
 activities                          $              109   $              134 
 
 
Table 8a 
 
           NON-GAAP RECONCILIATION - SENIOR SECURED LEVERAGE RATIO 
               FOR THE FOUR-QUARTER PERIOD ENDED MARCH 31, 2025 
                                 (In millions) 
 
The senior secured leverage ratio is tested quarterly pursuant to the terms of 
the senior secured credit facilities*. For the trailing four-quarter period 
ended March 31, 2025, Anywhere Real Estate Group LLC ("Anywhere Group") was 
required to maintain a senior secured leverage ratio not to exceed 4.75 to 
1.00. The senior secured leverage ratio is measured by dividing Anywhere 
Group's total senior secured net debt by the trailing four-quarter EBITDA 
calculated on a Pro Forma Basis, as those terms are defined in the Senior 
Secured Credit Agreement. Total senior secured net debt does not include the 
7.00% Senior Secured Second Lien Notes*, our unsecured indebtedness, including 
the Unsecured Notes* and Exchangeable Senior Notes*, or the securitization 
obligations. EBITDA calculated on a Pro Forma Basis, as defined in the Senior 
Secured Credit Agreement, includes the bank adjustments set forth below. The 
Company was in compliance with the senior secured leverage ratio covenant at 
March 31, 2025 with a ratio of 1.51x to 1.00. 
 
A reconciliation of Net loss attributable to Anywhere Group to EBITDA 
calculated on a Pro Forma Basis, as those terms are defined in the Senior 
Secured Credit Agreement, for the four-quarter period ended March 31, 2025 is 
set forth in the following table: 
 
                                              Four-Quarter Period Ended 
                                                    March 31, 2025 
                                        -------------------------------------- 
Net loss attributable to Anywhere 
 Group (a)                               $                               (105) 
Bank covenant adjustments: 
 Income tax expense                                                          2 
 Depreciation and amortization                                             189 
 Interest expense, net                                                     150 
 Restructuring costs, net                                                   33 
 Impairments                                                                20 
 Former parent legacy benefit, net                                         (2) 
 Gain on the early extinguishment of 
  debt                                                                     (7) 
 Loss on asset dispositions, net                                             1 
 Pro forma effect of business 
  optimization initiatives (b)                                              19 
 Non-cash stock compensation expense, 
  other non-cash charges and 
  extraordinary, nonrecurring   or 
  unusual charges (c)                                                       41 
 Pro forma effect of acquisitions and 
  new franchisees (d)                                                        6 
 Incremental securitization interest 
  costs (e)                                                                  9 
                                        -------------------------------------- 
EBITDA as defined by the Senior 
 Secured Credit Agreement*               $                                 356 
                                        -------------------------------------- 
Total senior secured net debt (f)        $                                 537 
Senior secured leverage ratio*                                            1.51 
                                                                          x 
 
 
_______________ 
(a)  Net loss attributable to Anywhere Group consists of: (i) income of $30 
     million for the second quarter of 2024, (ii) income of $7 million for the 
     third quarter of 2024, (iii) loss of $64 million for the fourth quarter 
     of 2024 and (iv) loss of $78 million for the first quarter of 2025. 
(b)  Represents the four-quarter pro forma effect of business optimization 
     initiatives. 
(c)  Represents non-cash long term incentive compensation charges, other 
     non-cash charges and extraordinary, nonrecurring or unusual litigation 
     charges. 
(d)  Represents the estimated impact of acquisitions and franchise sales 
     activity, net of brokerages that exited our franchise system, as if these 
     changes had occurred at the beginning of the trailing twelve-month 
     period. Franchisee sales activity is comprised of new franchise 
     agreements as well as growth through acquisitions and independent sales 
     agent recruitment by existing franchisees with our assistance. We have 
     made a number of assumptions in calculating such estimates and there can 
     be no assurance that we would have generated the projected levels of 
     Operating EBITDA had we owned the acquired entities or entered into the 
     franchise contracts as of the beginning of the trailing twelve-month 
     period. 
(e)  Incremental borrowing costs incurred as a result of the securitization 
     facilities refinancing for the four-quarter period ended March 31, 2025. 
(f)  Represents total borrowings secured by a first priority lien on our 
     assets of $610 million under the Revolving Credit Facility plus $12 
     million of finance lease obligations less $85 million of readily 
     available cash as of March 31, 2025. Pursuant to the terms of our senior 
     secured credit facilities, total senior secured net debt does not include 
     our securitization obligations, 7.00% Senior Secured Second Lien Notes or 
     unsecured indebtedness, including the Unsecured Notes and Exchangeable 
     Senior Notes. 
 
*     Our senior secured credit facilities include the facilities under our 
      Amended and Restated Credit Agreement dated as of March 5, 2013, as 
      amended from time to time (the "Senior Secured Credit Agreement"). Our 
      Senior Secured Second Lien Notes include our 7.00% Senior Secured Second 
      Lien Notes due in 2030. Our Unsecured Notes include our 5.75% Senior 
      Notes due 2029 and 5.25% Senior Notes due 2030. Exchangeable Senior 
      Notes refers to our 0.25% Exchangeable Senior Notes due 2026. 
 
 
Table 8b 
 
                          NET DEBT LEVERAGE RATIO 
              FOR THE FOUR-QUARTER PERIOD ENDED MARCH 31, 2025 
                                (In millions) 
 
Net corporate debt (excluding securitizations) divided by EBITDA calculated 
on a Pro Forma Basis, as those terms are defined in the Senior Secured 
Credit Agreement, for the four-quarter period ended March 31, 2025 (referred 
to as net debt leverage ratio) is set forth in the following table: 
 
                                                As of March 31, 2025 
                                        ------------------------------------ 
Revolving Credit Facility                    $                           610 
7.00% Senior Secured Second Lien Notes                                   640 
5.75% Senior Notes                                                       558 
5.25% Senior Notes                                                       449 
0.25% Exchangeable Senior Notes                                          403 
Finance lease obligations                                                 12 
                                        ------------------------------------ 
 Corporate Debt (excluding 
  securitizations)                                                     2,672 
 Less: Cash and cash equivalents                                         110 
                                        ------------------------------------ 
Net Corporate Debt (excluding 
 securitizations)                             $                        2,562 
 
EBITDA as defined by the Senior 
 Secured Credit Agreement (a)                $                           356 
                                        ------------------------------------ 
 
Net Debt Leverage Ratio (b)                                            7.2 x 
 
 
_______________ 
(a)  See Table 8a for a reconciliation of Net loss attributable to Anywhere 
     Group to EBITDA as defined by the Senior Secured Credit Agreement. 
(b)  Net Debt Leverage Ratio is substantially similar to Consolidated Leverage 
     Ratio (as defined under the indentures governing the Unsecured Notes and 
     the 7.00% Senior Secured Second Lien Notes), except that under the 
     indentures when the Consolidated Leverage Ratio is measured at March 31 
     of any given year, the calculation includes a positive $200 million 
     seasonality adjustment to cash and cash equivalents. 
 

Table 9

Non-GAAP Definitions

Operating EBITDA is our primary non-GAAP measure. Operating EBITDA is defined as net income (loss) adjusted for depreciation and amortization, interest expense, net (excluding relocation services interest for securitization assets and securitization obligations), income taxes, and certain non-core items. Non-core items include non-cash stock-based compensation, restructuring charges, impairments, former parent legacy items, legal contingencies unrelated to normal operations which currently includes industry-wide antitrust lawsuits and class action lawsuits, gains or losses on the early extinguishment of debt, and gains or losses on discontinued operations or the sale of businesses, investments or other assets. The adjustment for stock-based compensation reflect non-cash expenses that are based on grant date fair value, which is influenced by the Company's stock price, and recognized over the requisite service period. The adjustment for legal contingencies excludes cases that are part of our normal operating activities and legal expenses incurred in the ordinary course of business. Operating EBITDA Margin is defined as Operating EBITDA as a percentage of revenues.

We present Operating EBITDA because we believe it is useful as a supplemental measure in evaluating the performance of our operating businesses and provides greater transparency into our results of operations. Our management, including our chief operating decision maker, uses Operating EBITDA as a factor in evaluating the performance of our business. Operating EBITDA should not be considered in isolation or as a substitute for net income or other statement of operations data prepared in accordance with GAAP.

We believe Operating EBITDA facilitates company-to-company operating performance comparisons by backing out potential differences caused by variations in capital structures (affecting net interest expense), taxation, the age and book depreciation of facilities (affecting relative depreciation expense) and the amortization of intangibles, as well as other items that are not core to the operating activities of the Company, which may vary for different companies for reasons unrelated to operating performance. We further believe that Operating EBITDA is frequently used by securities analysts, investors and other interested parties in their evaluation of companies, many of which present an Operating EBITDA measure when reporting their results.

Operating EBITDA has limitations as an analytical tool, and you should not consider Operating EBITDA either in isolation or as a substitute for analyzing our results as reported under GAAP. Some of these limitations are:

   -- this measure does not reflect changes in, or cash required for, our 
      working capital needs; 
 
   -- this measure does not reflect our interest expense (except for interest 
      related to our securitization obligations), or the cash requirements 
      necessary to service interest or principal payments on our debt; 
 
   -- this measure does not reflect our income tax expense or the cash 
      requirements to pay our taxes; 
 
   -- this measure does not reflect historical cash expenditures or future 
      requirements for capital expenditures or contractual commitments; 
 
   -- although depreciation and amortization are non-cash charges, the assets 
      being depreciated and amortized will often require replacement in the 
      future, and this measure does not reflect any cash requirements for such 
      replacements; and 
 
   -- other companies may calculate this measure differently so they may not be 
      comparable. 

In addition to Operating EBITDA, we present Adjusted net income (loss) because we believe this measure is useful as a supplemental measure in evaluating the performance of our operating businesses and provides greater transparency into our operating results. Adjusted net income (loss) is defined by us as net income (loss) before: (a) mark-to-market interest rate swap adjustments; (b) non-cash stock-based compensation; (c) restructuring charges as a result of initiatives currently in progress; (d) impairments; (e) former parent legacy items, which pertain to liabilities of the former parent for matters prior to mid-2006 and are non-operational in nature; (f) legal contingencies unrelated to normal operations which currently includes industry-wide antitrust lawsuits and class action lawsuits; (g) (gain) loss on the early extinguishment of debt that results from refinancing and deleveraging debt initiatives; (h) the (gain) loss on the sale of businesses, investments or other assets and (i) the tax effect of the foregoing adjustments.

Free Cash Flow is defined as net income (loss) attributable to Anywhere before income tax expense (benefit), income tax payments, interest expense, net, cash interest payments, depreciation and amortization, capital expenditures, restructuring costs and former parent legacy costs (benefits), net of payments, impairments, (gain) loss on the sale of businesses, investments or other assets, (gain) loss on the early extinguishment of debt, working capital adjustments and relocation receivables (assets), net of change in securitization obligations. We use Free Cash Flow in our internal evaluation of operating effectiveness and decisions regarding the allocation of resources, as well as measuring the Company's ability to generate cash. Since Free Cash Flow can be viewed as both a performance measure and a cash flow measure, the Company has provided a reconciliation to both net income (loss) attributable to Anywhere and net cash provided by (used in) operating activities. Free Cash Flow is not defined by GAAP and should not be considered in isolation or as an alternative to net income (loss), net cash provided by (used in) operating, investing and financing activities or other financial data prepared in accordance with GAAP or as an indicator of the Company's operating performance or liquidity. Free Cash Flow may differ from similarly titled measures presented by other companies.

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April 29, 2025 07:30 ET (11:30 GMT)

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