UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2021. OR ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission file number: 001-36101 RE/MAX Holdings, Inc. (Exact name of registrant as specified in its charter) (State or other jurisdiction of incorporation or o ...

Q3 2021 Financial Performance - RE/MAX achieved record revenue of $91.0 million in Q3 2021[4] - The company's Adjusted EBITDA reached a record $35.0 million with a margin of 38.4%[4] - Adjusted Basic and Diluted EPS also hit a record of $0.71[4] - Total revenue increased by $19.9 million, or 28.0%, compared to Q3 2020's $71.1 million[18] - Recurring revenue streams increased by $8.5 million, or 25.6%, compared to Q3 2020, accounting for 61.2% of revenue (excluding Marketing Funds)[18] Agent Network Growth - Total agent count grew by 6,167 agents, or 4.6%, year-over-year, reaching a record 140,936 agents[4, 12] - Agent count in the U.S and Canada combined increased by 2.2%[4] - Agents Outside U.S. & Canada increased 8.5%[10] Expenses - Selling, operating, and administrative expenses, excluding Marketing Funds, represented 75.4% of revenue, compared to 52.5% in the prior-year period[24] Q4 2021 and Full Year Outlook - For Q4 2021, RE/MAX expects agent count to increase 2.5% to 3.5% over Q4 2020[28] - Q4 2021 revenue is projected to be in the range of $86.0 million to $90.0 million (including Marketing Funds revenue of $22.0 million to $24.0 million)[28] - Full-year 2021 agent count is expected to increase 2.5% to 3.5% over 2020, revised down from 5.0% to 6.0%[29]

RE/MAX Holdings, Inc. (RMAX) Q3 2021 Earnings Conference Call November 23, 2021 8:30 AM ET Company Participants Andy Schulz - Vice President of Investor Relations Adam Contos - Chief Executive Officer Karri Callahan - Chief Financial Officer Nick Bailey - President Ward Morrison - President of Motto Franchising Conference Call Participants Richard Hill - Morgan Stanley Ryan McCagney - Zelman & Associates Anthony Paolone - JPMorgan James Hawley - Stephens Operator Good morning, and welcome to the RE/MAX Hold ...

RE/MAX Holdings, Inc. (RMAX) Q2 2021 Earnings Conference Call August 5, 2021 8:30 AM ET Company Participants Andy Schulz - VP, IR Adam Contos - CEO Karri Callahan - CFO Nick Bailey - Chief Customer Officer Ward Morrison - President, Motto Mortgage Conference Call Participants James Hawley - Stephens Vikram Malhotra - Morgan Stanley Ryan McKeveny - Zelman & Associates Tommy McJoynt - KBW Stephen Sheldon - William Blair Matt Gaudioso - Compass Point Operator Good morning, and welcome to the RE/MAX Holdings Se ...

RE/MAX W H O L D I N G S, I N C. RE/MAX Holdings, Inc. Second Quarter 2021 Earnings August 5, 2021 Forward-Looking Statements This presentation includes "forward-looking statements" within the meaning of the "safe harbor" provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements are often identified by the use of words such as "believe;" "intend," "extimate," "plan," "outlook," "project," "anticipate," "may," "will," "would" and other similar words and expr ...

Financial Performance - Revenue for the second quarter reached $77.2 million, an increase of 48.0% from the prior year[109] - Net income attributable to RE/MAX Holdings, Inc. increased 49.1% to $5.2 million[109] - Adjusted EBITDA grew 61.3% to $30.5 million, with an adjusted EBITDA margin of 39.5%[109] - Total revenue for the six months ended June 30, 2021, was $149.5 million, an increase of $27.1 million or 22.1% compared to the prior year[128] - Adjusted EBITDA for the three months ended June 30, 2021, was $30.5 million, an increase of $11.6 million or 61.6% from the comparable prior year period[126] - Net income for the six months ended June 30, 2021, was $11.9 million, compared to $11.2 million for the same period in 2020, showing a slight increase of 6.2%[147] - Cash provided by operating activities increased to $30.3 million for the six months ended June 30, 2021, up from $16.3 million in 2020, reflecting a growth of 85.5%[157] Expenses and Costs - Total operating expenses decreased by 46.7% to $63.836 million, representing 82.6% of revenue[118] - Personnel costs for the six months ended June 30, 2021, increased to $51.0 million, a rise of $20.2 million or 65.6% compared to the prior year[135] - Total selling, operating, and administrative expenses for the six months ended June 30, 2021, were $82.5 million, a decrease of $22.5 million or 37.4% from the prior year[134] - Total operating expenses for the six months ended June 30, 2021, were $132.6 million, a decrease of $30.6 million or 30.0% from the prior year[134] - Other expenses, net for the six months ended June 30, 2021, totaled $(4.4) million, a decrease of $0.3 million or 6.6% from the prior year[139] - Professional fees increased by $5.0 million or 86.1% for the six months ended June 30, 2021, primarily due to acquisition-related expenses[135] Franchise and Agent Metrics - Total agent count grew by 6.3% to 140,201 agents, with U.S. and Canada combined agent count increasing 3.0% to 85,494 agents[108] - Motto open offices increased by 29.1% year-over-year, totaling 164 offices[109] - RE/MAX franchise sales increased by 10.0% to 395, while Motto franchise sales decreased by 7.7% to 24[110] - Continuing franchise fees rose by 61.0% to $26.955 million, driven by fee increases and fewer recruiting initiatives[112] - Continuing franchise fees revenue increased by $11.4 million or 28.0% for the six months ended June 30, 2021, compared to the prior year[128] - Broker fees increased by 67.4% to $17.453 million, attributed to higher transactions per agent and rising home prices[112] - Broker fees revenue increased by $9.5 million or 48.0% for the six months ended June 30, 2021, compared to the prior year[128] Capital and Investments - The company acquired the operating companies of RE/MAX INTEGRA North America for approximately $235 million to enhance scalability and value delivery[101] - Total capital expenditures for the six months ended June 30, 2021, were $7.6 million, compared to $3.1 million in 2020, indicating a significant increase of 145.2%[162] - The company plans to continue investing in technology and operational efficiencies, with total capital expenditures for 2021 expected to be between $13 million and $16 million[165] Debt and Financing - As of June 30, 2021, the company had $222.6 million in term loans outstanding under its Senior Secured Credit Facility, with an interest rate of 3.5%[153] - The company amended its Senior Secured Credit Facility on July 21, 2021, to include a $460 million term loan facility and a $50 million revolving loan facility[154] - As of June 30, 2021, $223.8 million in term loans were outstanding under the Senior Secured Credit Facility[174] - The interest rate on the Senior Secured Credit Facility was 3.5% as of June 30, 2021[174] - A hypothetical 0.25% increase in LIBOR would result in additional annual interest expense of $0.6 million[174] Currency and Risk Management - The company has exposure to currency risk with significant fluctuations in revenue and operating income due to foreign currency exchange rates[175] - A hypothetical 5% strengthening/weakening of the U.S. dollar against the Canadian dollar would impact operating income by approximately $0.3 million and $0.6 million for the three and six months ended June 30, 2021, respectively[175] - The company does not currently engage in foreign exchange hedging but may consider it in the future[175] - The Canadian dollar represents the most significant currency exposure for the company[175] - The company actively converts cash balances into U.S. dollars to mitigate currency risk on cash positions[175] - The company performs quarterly reviews of credit exposure for franchisees above an established threshold[174] Taxation - The effective income tax rate decreased to 5.1% for the six months ended June 30, 2021, down from 28.6% in the prior year[140] Dividends - The company declared a quarterly cash dividend of $0.23 per share for the first two quarters of 2021, up from $0.22 per share in the same period of 2020, marking a 4.5% increase[166]

RE/MAX and Motto Mortgage Brand Strength - RE/MAX agents outsell other agents 2 to 1 at large brokerages[5] - RE/MAX agents average double the sales of other agents in the REAL Trends 500 survey of large brokerages[6] - RE/MAX has a presence in more than 110 countries and territories[5, 23] - Motto Mortgage experienced year-over-year revenue growth of approximately 46%[63] Agent Network and Productivity - RE/MAX U S agents average 15.7 transaction sides per agent[16] - The RE/MAX network added 48,784 agents from 2012 to 2020[20] - RE/MAX total agent count grew 6.4% year-over-year[24] Financial Performance - In 2020, approximately 62% of RE/MAX revenue was from recurring fees and dues[90] - In 2020, approximately 94% of RE/MAX revenue was generated in the U S and Canada[90] - RE/MAX's Total Debt / Adjusted EBITDA was 2.3x as of March 31, 2021[91] - RE/MAX's Net Debt / Adjusted EBITDA was 1.3x as of March 31, 2021[91]

Financial Data and Key Metrics Changes - Total revenue for Q1 2021 was $72.3 million, an increase of approximately 3% compared to Q1 2020 [6][28] - Adjusted EBITDA was $23.2 million, up 19% year-over-year [6] - Adjusted diluted earnings per share increased to $0.46, up 18% [6] - Recurring revenue streams grew by 3% compared to Q1 2020 [28] Business Line Data and Key Metrics Changes - RE/MAX agent count increased significantly, growing more than 6% year-over-year, with over 8,000 agents added worldwide since March 2020 [12] - Motto Mortgage network closed nearly $2.5 billion in loan volume in 2020, more than doubling the 2019 total [22] - Motto franchise sales continued at a record pace, with over 70 franchises sold in the past year [21] Market Data and Key Metrics Changes - The US housing market remained active, with closings growing more than 14% year-over-year in March [9] - Homes sold in March had an average market time of just 38 days, significantly lower than the previous four-year average of 59 days [9][10] Company Strategy and Development Direction - The company is focused on expanding its value proposition for networks and helping affiliates succeed in the marketplace [33] - RE/MAX is enhancing its technology offerings, including the introduction of G73 for data analytics and the rollout of the booj platform to Canada [17][18] - The company aims to double Motto's loan volume in 2021, leveraging its unique position in the purchase market [22][23] Management's Comments on Operating Environment and Future Outlook - Management expressed optimism about the housing market and its impact on agent recruitment and productivity [45] - The company anticipates organic growth to benefit from multiple drivers, including increased agent count and broker fees due to a healthy housing market [29] - Management noted that the integration of recent acquisitions is progressing well and is expected to contribute positively to future results [75] Other Important Information - RE/MAX introduced a healthcare offering for affiliates, which is expected to enhance recruitment and retention [15][56] - The company hosted its Annual Convention in a hybrid format, attracting over 6,000 attendees [15] Q&A Session Summary Question: Thoughts on tech product adoption and lead monetization - Management reported strong adoption of tech products like booj and First, with a significant increase in leads generated [36][38] - Currently, leads are referral fee-free, but there is potential for future monetization opportunities [40] Question: Update on agent count expectations in a strong housing market - Management noted that while the market is competitive, RE/MAX focuses on recruiting experienced agents who can leverage the company's tools and technology [43][45] Question: Update on margins and expectations for the balance of the year - Management expects margin improvement in the second half of the year, driven by strong top-line growth and franchise characteristics [49][50] Question: Specific markets seeing increased demand due to work-from-anywhere trends - Management indicated that there are no specific standout markets, but noted general trends of migration from high-density areas to suburbs [51][52] Question: Details on the new healthcare offering - The healthcare offering allows individual agents to opt-in for coverage, providing competitive rates and options similar to corporate healthcare plans [56] Question: Divergent agent trends between owned and independent operations - Management highlighted strong recruiting efforts and market confidence in Canada, contributing to agent growth [58][60] Question: Update on recent acquisitions and integrations - Management confirmed successful integration of Gadberry and Wemlo, enhancing technology and customer service capabilities [74][75]

[PART I. – FINANCIAL INFORMATION](index=3&type=section&id=PART%20I.%20%E2%80%93%20FINANCIAL%20INFORMATION) [Financial Statements](index=3&type=section&id=Item%201.%20Financial%20Statements) This section presents the unaudited condensed consolidated financial statements for RE/MAX Holdings, Inc. as of March 31, 2021, and for the three months ended March 31, 2021 and 2020, including Balance Sheets, Statements of Income, Comprehensive Income, Stockholders' Equity, and Cash Flows, along with detailed notes [Condensed Consolidated Balance Sheets](index=3&type=page&id=Condensed%20Consolidated%20Balance%20Sheets) As of March 31, 2021, total assets were $558.4 million, a slight increase from $557.4 million at year-end 2020, with total liabilities stable at $444.3 million and total stockholders' equity increasing to $114.1 million Condensed Consolidated Balance Sheet Highlights (in thousands) | Account | March 31, 2021 | December 31, 2020 | | :--- | :--- | :--- | | **Assets** | | | | Cash and cash equivalents | $102,632 | $101,355 | | Total current assets | $170,549 | $166,372 | | Goodwill | $176,008 | $175,835 | | **Total assets** | **$558,388** | **$557,392** | | **Liabilities & Equity** | | | | Total current liabilities | $119,335 | $117,245 | | Debt, net of current portion | $220,676 | $221,137 | | **Total liabilities** | **$444,287** | **$444,711** | | **Total stockholders' equity** | **$114,101** | **$112,681** | [Condensed Consolidated Statements of Income](index=4&type=page&id=Condensed%20Consolidated%20Statements%20of%20Income) For the three months ended March 31, 2021, total revenue increased to $72.3 million from $70.3 million year-over-year, but operating income significantly decreased to $3.5 million from $11.8 million due to increased selling, operating, and administrative expenses, resulting in net income attributable to RE/MAX Holdings, Inc. of $1.1 million and diluted EPS of $0.06 Condensed Consolidated Statements of Income (in thousands, except per share data) | Metric | Three Months Ended March 31, 2021 | Three Months Ended March 31, 2020 | | :--- | :--- | :--- | | Total revenue | $72,295 | $70,272 | | Total operating expenses | $68,758 | $58,509 | | Operating income | $3,537 | $11,763 | | Net income | $1,640 | $5,290 | | Net income attributable to RE/MAX Holdings, Inc. | $1,092 | $2,631 | | Diluted EPS | $0.06 | $0.15 | [Condensed Consolidated Statements of Cash Flows](index=7&type=page&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) For the first quarter of 2021, net cash provided by operating activities increased to $20.8 million from $13.6 million in the prior year, with net cash used in investing activities at $4.4 million and financing activities at $13.6 million, ending the period with $124.1 million in cash, cash equivalents, and restricted cash Cash Flow Summary (in thousands) | Activity | Three Months Ended March 31, 2021 | Three Months Ended March 31, 2020 | | :--- | :--- | :--- | | Net cash provided by operating activities | $20,832 | $13,649 | | Net cash used in investing activities | ($4,381) | ($1,965) | | Net cash used in financing activities | ($13,638) | ($9,980) | | Net increase in cash, cash equivalents and restricted cash | $2,905 | $1,499 | [Notes to Unaudited Condensed Consolidated Financial Statements](index=8&type=page&id=Notes%20to%20Unaudited%20Condensed%20Consolidated%20Financial%20Statements) This section provides detailed explanations of the company's financial statements, covering its business organization, significant accounting policies, revenue recognition, acquisitions, segment information, and legal contingencies - The company operates a **100% franchised model** for its RE/MAX real estate and Motto Mortgage brokerage brands, with nearly **140,000 agents** in over 110 countries and territories[24](index=24&type=chunk) - Major revenue streams include continuing franchise fees, annual dues, broker fees, marketing funds fees, and franchise sales[29](index=29&type=chunk)[35](index=35&type=chunk) - The company is a defendant in several putative class action complaints (the "Moehrl-related suits") alleging that a NAR rule on buyer broker compensation violates federal antitrust law, and the company intends to vigorously defend against all claims[77](index=77&type=chunk) Segment Revenue (in thousands) | Segment | Three Months Ended March 31, 2021 | Three Months Ended March 31, 2020 | | :--- | :--- | :--- | | Total Real Estate | $51,154 | $49,905 | | Total Mortgage | $2,323 | $1,458 | | Marketing Funds fees | $18,145 | $17,522 | | Other | $673 | $1,387 | | **Total revenue** | **$72,295** | **$70,272** | [Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A)](index=20&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the financial results for the first quarter of 2021, highlighting a robust housing market and record growth in Motto Mortgage, with total agent count growing 6.4% year-over-year, revenue increasing 2.9% to $72.3 million, and Adjusted EBITDA growing 18.5% to $23.2 million [Financial and Operational Highlights](index=21&type=page&id=Financial%20and%20Operational%20Highlights) The first quarter of 2021 saw strong operational performance, with total agent count increasing by **6.4% to 140,214**, driven by **16.4% growth** outside the U.S. and Canada, total open Motto Mortgage offices growing **27.1% to 150**, revenue rising **2.9% to $72.3 million**, and Adjusted EBITDA increasing **18.5% to $23.2 million** with the margin expanding to **32.0%** - Total agent count grew **6.4% to 140,214 agents**, the largest year-over-year increase in over a decade[88](index=88&type=chunk)[92](index=92&type=chunk)[95](index=95&type=chunk) - Total open Motto Mortgage offices increased **27.1% to 150**[95](index=95&type=chunk) Q1 2021 Financial Highlights (in thousands) | Metric | Q1 2021 | Q1 2020 | Change (%) | | :--- | :--- | :--- | :--- | | Total revenue | $72,295 | $70,272 | 2.9% | | Net income attributable to RE/MAX Holdings, Inc. | $1,092 | $2,631 | (58.5)% | | Adjusted EBITDA | $23,160 | $19,539 | 18.5% | [Results of Operations](index=22&type=page&id=Results%20of%20Operations) Consolidated revenue for Q1 2021 increased by **2.9% to $72.3 million**, driven by a **26.6% rise** in Broker fees due to higher transaction volumes and home prices, partially offset by a **20.4% decrease** in Franchise sales and other revenue, while total operating expenses increased by **17.5% to $68.8 million**, largely due to a **74.2% increase** in personnel costs Revenue by Component (in thousands) | Revenue Component | Q1 2021 | Q1 2020 | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Continuing franchise fees | $25,374 | $24,143 | $1,231 | 5.1% | | Broker fees | $11,953 | $9,444 | $2,509 | 26.6% | | Franchise sales and other revenue | $8,151 | $10,242 | ($2,091) | (20.4)% | | **Total revenue** | **$72,295** | **$70,272** | **$2,023** | **2.9%** | - Selling, operating and administrative expenses increased by **26.0% ($9.0 million)**, primarily due to a **$12.1 million (74.2%) increase** in personnel costs, driven by higher equity-based compensation (including a **$5.5 million acceleration** for departed employees), higher bonus expense, and increased headcount from acquisitions[102](index=102&type=chunk)[103](index=103&type=chunk)[107](index=107&type=chunk) - Adjusted EBITDA increased by **$3.6 million to $23.2 million**, mainly due to higher Broker fees revenue and lower bad debt expense, partially offset by higher bonus and legal fees[111](index=111&type=chunk) [Liquidity and Capital Resources](index=25&type=page&id=Liquidity%20and%20Capital%20Resources) The company maintains a strong liquidity position with **$102.6 million** in cash and cash equivalents as of March 31, 2021, with cash from operations increasing to **$20.8 million** in Q1 2021, and capital allocation priorities including reinvesting in the business, pursuing acquisitions, and returning capital to shareholders, with a quarterly dividend of **$0.23 per share** paid and expected total 2021 capital expenditures between **$12 million and $15 million** - As of March 31, 2021, the company had **$102.6 million** in cash and cash equivalents and **$223.0 million** of term loans outstanding under its Senior Secured Credit Facility[122](index=122&type=chunk)[123](index=123&type=chunk) - Capital allocation priorities include maintaining liquidity, pursuing acquisitions of Independent Regions and complementary businesses, and investing in technology[128](index=128&type=chunk)[129](index=129&type=chunk) - A quarterly cash dividend of **$0.23 per share** was declared and paid in Q1 2021, and another was declared for Q2 2021[131](index=131&type=chunk) - Total capital expenditures for 2021 are expected to be between **$12 million and $15 million**, primarily for a corporate headquarters refresh and technology investments[130](index=130&type=chunk) [Quantitative and Qualitative Disclosures About Market Risks](index=28&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risks) The company is exposed to market risks, primarily interest rate, foreign exchange, and credit risks, with interest rate risk stemming from its variable-rate Senior Secured Credit Facility, currency risk from global operations (Canadian dollar being most significant), and credit risk related to franchisee receivables managed through regular reviews - A hypothetical **0.25% increase** in LIBOR above the **0.75% floor** would result in an additional annual interest expense of **$0.6 million** on the company's **$224.4 million** in outstanding term loans[141](index=141&type=chunk) - A hypothetical **5% change** in the U.S. dollar versus the Canadian dollar would have impacted operating income by approximately **$0.3 million** for the quarter[142](index=142&type=chunk) - Credit risk from franchisee receivables is considered low, with bad debt expense being less than **1% of revenue** for the quarter[140](index=140&type=chunk) [Controls and Procedures](index=29&type=section&id=Item%204.%20Controls%20and%20Procedures) Management, including the CEO and CFO, evaluated the company's disclosure controls and procedures and concluded they were effective as of March 31, 2021, with no material changes in internal control over financial reporting during the quarter - The Principal Executive Officer and Principal Financial Officer concluded that as of March 31, 2021, the company's disclosure controls and procedures were effective[144](index=144&type=chunk) - No changes occurred during the quarter that have materially affected, or are reasonably likely to materially affect, the company's internal control over financial reporting[145](index=145&type=chunk) [PART II. – OTHER INFORMATION](index=29&type=section&id=PART%20II.%20%E2%80%93%20OTHER%20INFORMATION) [Legal Proceedings](index=29&type=section&id=Item%201.%20Legal%20Proceedings) The company is involved in various litigation, including the "Moehrl-related suits," a series of class action complaints related to antitrust allegations concerning broker compensation rules, and states its intention to defend itself vigorously - The company is involved in ongoing litigation, including the Moehrl-related suits, which are class action complaints alleging antitrust violations, and the company intends to defend itself vigorously[77](index=77&type=chunk)[147](index=147&type=chunk) [Risk Factors](index=30&type=page&id=Item%201A.%20Risk%20Factors) There have been no material changes to the risk factors as disclosed in the company's Annual Report on Form 10-K for the year ended December 31, 2020 - No material changes to the risk factors previously disclosed in the 2020 Annual Report on Form 10-K have been reported[149](index=149&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=30&type=page&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company reported no unregistered sales of equity securities during the period - None[150](index=150&type=chunk) [Defaults Upon Senior Securities](index=30&type=page&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) The company reported no defaults upon senior securities - None[150](index=150&type=chunk) [Mine Safety Disclosures](index=30&type=page&id=Item%204.%20Mine%20Safety%20Disclosures) Not applicable. The company reported no mine safety disclosures - None[151](index=151&type=chunk) [Other Information](index=30&type=page&id=Item%205.%20Other%20Information) The company reported no other information required to be disclosed under this item - None[152](index=152&type=chunk) [Exhibits](index=31&type=page&id=Item%206.%20Exhibits) This section lists the exhibits filed with the Form 10-Q, including CEO and CFO certifications pursuant to the Securities Exchange Act of 1934 and the Sarbanes-Oxley Act of 2002, as well as Inline XBRL documents - Exhibits filed include certifications from the CEO and CFO (31.1, 31.2, 32.1) and various XBRL data files[154](index=154&type=chunk)

RE/MAX Holdings, Inc. (RMAX) Q4 2020 Earnings Conference Call February 26, 2021 8:30 AM ET Company Participants Andy Schulz - Vice President of Investor Relations Adam Contos - Chief Executive Officer Nick Bailey - Chief Customer Officer Ward Morrison - President, Motto Mortgage Karri Callahan - Chief Financial Officer Conference Call Participants Anthony Paolone - JPMorgan Ryan McKeveny - Zelman & Associates Vikram Malhotra - Morgan Stanley Stephen Sheldon - William Blair. Mathew Gaudioso - Compass Point R ...