v3.26.1
Acquisitions (Tables)
 6 Months Ended
Jun. 30, 2026
Business Combination, Asset Acquisition, Transaction between Entities under Common Control, and Joint Venture Formation [Abstract]  
Schedule of Preliminary Allocation of Purchase Price to the Estimated Fair Values of Net Assets Acquired and Total Costs Incurred In Connection With The Merger
The following table summarizes the individual elements within the calculation of total consideration transferred (in millions):

Amount
Cash consideration$502 
Share consideration1,987 
Replacement of equity awards80 
Total consideration transferred$2,569 
The following table summarizes the total costs incurred in connection with the Anywhere Merger during the three and six months ended June 30, 2026 (in millions):

Three Months Ended June 30, 2026Six Months Ended June 30, 2026
Legal, investment banking and other transaction-related expenses$3 $43 
Severance-related personnel costs (1)
13 75 
Stock-based compensation expense3 64 
Integration-related costs15 35 
Total Anywhere merger transaction and integration expenses$34 $217 
(1)As of June 30, 2026, the Company had $33 million of unpaid severance costs related to the Anywhere Merger recorded within Accrued and other current liabilities on its condensed consolidated balance sheet. The Company expects to recognize an additional $7 million of severance and retention charges related to previously actioned role eliminations over the remainder of the year ending December 31, 2026, reflecting certain employees' remaining required service periods.
Schedule of Fair Value of Identified Intangible Assets And Useful Lives at the Time of Acquisition
The following table summarizes the preliminary allocation of consideration transferred to the estimated fair values of the net assets acquired by the Company as of the acquisition date (in millions):

Amount
Cash and cash equivalents$157 
Accounts receivable121 
Relocation receivables
157 
Other current assets163 
Property and equipment142 
Operating lease right-of-use assets314 
Intangible assets3,035 
Goodwill2,079 
Other non-current assets
431 
Total assets6,599 
Accounts payable(89)
Accrued expenses and other current liabilities (1)
(594)
Commissions payable(36)
Current lease liabilities(79)
Securitization obligations - current(143)
Non-current lease liabilities(256)
Other non-current liabilities (1)
(103)
Long-term debt (2)
(2,166)
Deferred income taxes
(561)
Total liabilities(4,027)
Non-controlling interest(3)
Net assets$2,569 
(1)In connection with the Anywhere Merger, the Company assumed Anywhere's defined benefit pension plan, including an accumulated benefit obligation of $89 million and plan assets with a fair value of $80 million, resulting in an unfunded accumulated benefit obligation of $9 million, which was recorded in Accrued expenses and other current liabilities and Non-current liabilities in the condensed consolidated balance sheet. The defined benefit pension plan was closed to new entrants as of July 1, 1997 and existing participants do not accrue any additional benefits. Expense related to this plan for the year ending December 31, 2026 is expected to be immaterial.
(2)Refer to Note 10 — “Debt” for details of the long-term debt acquired as part of the transaction.
Schedule of Fair Value of Identified Intangible Assets
The fair value of identified intangible assets and their respective useful lives as at the time of acquisition were as follows (in millions):

Amount
Useful Life
Trademarks$649 
Indefinite
Developed technology
195 
2-5 years
Franchise agreements
1,110 7 years
Customer relationships - Relocation30 
5-7 years
Agent network960 5 years
Pending transactions and listings
32 
4-5 months
Title plants59 Indefinite
Total intangible assets$3,035 
Schedule of Pro Forma Information The first column in the table below reflects the acquired entity's actual results post-acquisition, while the second, third, and fourth columns present the Company’s pro forma results as if the acquisition had occurred on January 1, 2025 (in millions):
ActualsPro Forma
January 9, 2026 through
June 30, 2026		Three Months Ended June 30, 2025Six Months Ended June 30, 2026Six Months Ended June 30, 2025
Revenue$3,058 $3,767 $7,063 $6,344 
Net (loss) income(296)(150)69 (230)