Item 1. Financial Statements
ITEM 1. FINANCIAL STATEMENTS
Frontdoor, Inc.
Condensed Consolidated Statements of Operations and Comprehensive Income (Unaudited)
(In millions, except per share data)
Three Months Ended
March 31,
2025
2024
Revenue
$
426
$
378
Cost of services rendered
191
184
Gross Profit
235
195
Selling and administrative expenses
151
135
Depreciation and amortization expense
23
9
Restructuring charges
1
—
Interest expense
19
10
Interest and net investment income
( 6
)
( 5
)
Income before Income Taxes
48
45
Provision for income taxes
11
11
Net Income
$
37
$
34
Other Comprehensive (Loss) Income, Net of Income Taxes:
Unrealized (loss) gain on derivative instruments, net of income taxes
( 7
)
2
Total Other Comprehensive (Loss) Income, Net of Income Taxes
( 7
)
2
Comprehensive Income
$
30
$
35
Earnings per Share:
Basic
$
0.50
$
0.43
Diluted
$
0.49
$
0.43
Weighted-average Common Shares Outstanding:
Basic
74.7
78.3
Diluted
76.3
79.0
See the accompanying Notes to the Condensed Consolidated Financial Statements (Unaudited).
3
Frontdoor, Inc.
Condensed Consolidated Statements of Financial Position (Unaudited)
(In millions, except share data)
As of
March 31,
December 31,
2025
2024
Assets:
Current Assets:
Cash and cash equivalents
$
506
$
421
Marketable securities
—
15
Receivables, less allowance of $ 4 and $ 4 , respectively
11
10
Prepaid expenses and other current assets
36
42
Total Current Assets
554
488
Other Assets:
Property and equipment, net
70
73
Goodwill
964
967
Intangible assets, net
435
448
Operating lease right-of-use assets
7
8
Long-term marketable securities
—
38
Deferred reinsurance
67
65
Reinsurance recoverables
9
9
Deferred customer acquisition costs
11
11
Other assets
4
2
Total Assets
$
2,121
$
2,107
Liabilities and Shareholders' Equity:
Current Liabilities:
Accounts payable
$
76
$
71
Accrued liabilities:
Payroll and related expenses
29
44
Home warranty claims
63
74
Other
40
28
Deferred revenue
177
123
Current portion of long-term debt
29
29
Total Current Liabilities
414
369
Long-Term Debt
1,164
1,170
Other Long-Term Liabilities:
Deferred tax liabilities, net
45
49
Operating lease liabilities
20
20
Unearned insurance premium
234
233
Unpaid losses and loss adjustment reserves
12
12
Long-term deferred revenue
19
12
Other long-term liabilities
15
4
Total Other Long-Term Liabilities
345
329
Commitments and Contingencies (Note 8)
Shareholders' Equity:
Common stock, $ 0.01 par value; 2,000,000,000 shares authorized; 87,838,356 shares issued and 74,278,048 shares outstanding as of March 31, 2025 and 87,434,468 shares issued and 75,314,243 shares outstanding as of December 31, 2024
1
1
Additional paid-in capital
153
152
Retained earnings
567
530
Accumulated other comprehensive (loss) income
( 8
)
—
Less treasury stock, at cost; 13,560,308 shares as of March 31, 2025 and 12,120,225 shares as of December 31, 2024
( 515
)
( 444
)
Total Shareholders' Equity
198
239
Total Liabilities and Shareholders' Equity
$
2,121
$
2,107
See the accompanying Notes to the Condensed Consolidated Financial Statements (Unaudited).
4
Frontdoor, Inc.
Condensed Consolidated Statement of Changes in Equity (Unaudited)
(In millions)
Three Months Ended
March 31,
2025
2024
Common Stock:
Balance at beginning of period
$
1
$
1
Balance at end of period
1
1
Additional Paid-in Capital:
Balance at beginning of period
152
117
Stock-based compensation expense
8
7
Taxes paid related to net share settlement of equity awards
( 8
)
( 4
)
Balance at end of period
153
120
Retained Earnings:
Balance at beginning of period
530
296
Net income
37
34
Balance at end of period
567
330
Accumulated Other Comprehensive (Loss) Income:
Balance at beginning of period
—
6
Other comprehensive (loss) income, net of tax
( 7
)
2
Balance at end of period
( 8
)
7
Treasury Stock:
Balance at beginning of period
( 444
)
( 283
)
Repurchase of common stock
( 71
)
( 13
)
Balance at end of period
( 515
)
( 296
)
Total Shareholders' Equity
$
198
$
162
See the accompanying Notes to the Condensed Consolidated Financial Statements (Unaudited).
5
Frontdoor, Inc.
Condensed Consolidated Statements of Cash Flows (Unaudited)
(In millions)
Three Months Ended
March 31,
2025
2024
Cash and Cash Equivalents at Beginning of Period
$
421
$
325
Cash Flows from Operating Activities:
Net Income
37
34
Adjustments to reconcile net income to net cash provided from operating activities:
Depreciation and amortization expense
23
9
Deferred income tax benefit
( 1
)
—
Stock-based compensation expense
8
7
Restructuring charges
1
—
Payments for restructuring charges
( 4
)
( 1
)
Other
1
1
Changes in:
Receivables
1
1
Prepaid expenses and other current assets
3
2
Deferred reinsurance
( 1
)
—
Deferred customer acquisition costs
( 1
)
—
Accounts payable
5
( 7
)
Deferred revenue
61
57
Accrued liabilities
( 21
)
( 31
)
Deferred insurance premiums
2
—
Current income taxes
11
11
Net Cash Provided from Operating Activities
124
84
Cash Flows from Investing Activities:
Purchases of property and equipment
( 7
)
( 10
)
Purchases of available-for-sale securities
( 6
)
—
Sales and maturities of available-for-sale securities
60
—
Net Cash Provided from (Used for) Investing Activities
47
( 10
)
Cash Flows from Financing Activities:
Repayments of debt
( 7
)
( 4
)
Repurchases of common stock
( 71
)
( 13
)
Other financing activities
( 7
)
( 4
)
Net Cash Used for Financing Activities
( 85
)
( 21
)
Cash Increase During the Period
85
53
Cash and Cash Equivalents at End of Period
$
506
$
378
See the accompanying Notes to the Condensed Consolidated Financial Statements (Unaudited).
6
Frontdoor, Inc.
Notes to the Condensed Consolidated Financial Statements
(Unaudited)
Note 1. Description of Business
Frontdoor is the leading provider of home warranties and new home structural warranties in the United States, as measured by revenue, and operates primarily under the American Home Shield and 2-10 HBW brands. Our customizable home warranties help customers protect and maintain their homes, typically their most valuable asset, from costly and unplanned breakdowns of essential home systems and appliances. Our home warranty customers usually subscribe to an annual service plan agreement that covers the repair or replacement of major components of up to 29 home systems and appliances, including electrical, plumbing, HVAC systems, water heaters, refrigerators, dishwashers and ranges/ovens/cooktops, as well as optional coverages for electronics, pools, spas and pumps. Our new home structural warranty business provides value to home builders and owners of new homes by providing coverage, including insurance-backed coverage for workmanship, systems and/or structural failures, as well as other post-construction services. We also offer non-warranty home services via our website and app to our home warranty customers directly and others through partnerships and our subscription-based Frontdoor app. As of March 31, 2025 , we had approximately 2.1 million active home warranties across all brands in the United States.
Note 2. Significant Accounting Policies
Our significant accounting policies are described in Note 2 to the audited consolidated financial statements included in our 2024 Form 10-K. There have been no material changes to our significant accounting policies during the three months ended March 31, 2025.
Basis of Presentation
We recommend that the accompanying condensed consolidated financial statements be read in conjunction with the audited consolidated financial statements and the notes thereto included in our 2024 Form 10-K. The accompanying condensed consolidated financial statements reflect all normal and recurring adjustments that are, in the opinion of management, necessary for the fair presentation of our financial position, results of operations and cash flows for the interim periods presented. The results of operations for any interim period are not necessarily indicative of the results that might be achieved for the respective full year.
Newly Issued Accounting Standards
In 2023, the FASB issued ASU 2023-09 , Income Taxes (Topic 740), which improves income tax disclosure requirements, primarily through enhanced disclosures related to the rate reconciliation and income taxes paid information. This guidance is effective for annual periods beginning after December 15, 2024. Early adoption is permitted, and the guidance should be applied on a prospective basis. Retrospective application is permitted. We are currently evaluating the impact of this ASU on our enhanced disclosures.
In 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40), which requires disclosure, in the notes to the financial statements, of specified information about certain costs and expenses on an annual and interim basis. This guidance is effective for annual periods beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027. Early adoption is permitted, and the guidance can be applied either prospectively or retrospectively. We are currently evaluating the impact of this ASU on our enhanced disclosures.
7
Note 3. Revenue
The majority of our revenue is generated from home warranty contracts entered into with our customers. Home warranty contracts are typically one year in duration. We derive substantially all of our revenue from customers in the United States.
We disaggregate revenue from contracts with customers into major customer acquisition channels. We determined that disaggregating revenue into these categories depicts how the nature, amount, timing and uncertainty of revenue and cash flows are affected by economic factors. Revenue by major customer acquisition channel for our home warranties and other revenue is as follows:
Three Months Ended
March 31,
(In millions)
2025
2024
Renewals
$
333
$
298
Real estate (1)
27
27
Direct-to-consumer (1)
32
36
Other
33
17
Total
$
426
$
378
(1) First-year revenue only.
Our home warranty contracts have one primary performance obligation, which is to provide for the repair or replacement of essential home systems and appliances, as applicable per the contract. We recognize revenue at the agreed upon contractual amount over time using the input method in proportion to the costs expected to be incurred in performing services under the contracts. Those costs bear a direct relationship to the fulfillment of our obligations under the contracts and are representative of the relative fair value of the services provided to the customer. As the costs to fulfill the obligations of the home warranties are incurred on an other-than-straight-line basis, we utilize historical evidence to estimate the expected claims expense and related timing of such costs and make a corresponding adjustment each period to the timing of our related revenue recognition. This adjustment to the straight-line revenue creates a contract asset or contract liability, as described under the heading “Contract Assets and Liabilities” below. We regularly review our estimates of claims costs and adjust these estimates when appropriate.
Renewals
Revenue from customer renewals of home warranty contracts, which were previously initiated in the real estate or direct-to-consumer channel are classified as renewal revenue above. Renewals relate to consecutive contract periods and take place at the end of the first year of a real estate or direct-to-consumer home warranty contract and continue to be categorized in our renewal channel thereafter. Customer payments for renewals are primarily received in installments over the new contract period.
Real estate
Real estate home warranties are sold through annual contracts that occur in connection with a real estate sale. These plans are typically paid in full at closing on the real estate transaction. First-year revenue from the real estate channel is classified as real estate above. Upon renewal of the contract, which is often exercised by the customer, the future revenue derived from home warranties sold in this channel is classified as renewal revenue as described above.
Direct-to-consumer
Direct-to-consumer home warranties are sold through annual contracts that occur in response to our marketing efforts. Customer payments for direct-to-consumer sales are primarily received in installments over the contract period. First-year revenue from the direct-to-consumer channel is classified as direct-to-consumer above. Upon renewal of the contract, which is often exercised by the customer, the future revenue derived from home warranties sold in this channel is classified as renewal revenue as described above.
Other
Other revenue primarily includes revenue generated by non-warranty home services and new home structural warranties.
8
Deferred Customer Acquisition Costs
We capitalize the incremental costs of obtaining a contract with a customer and recognize the related expense using the input method in proportion to the costs expected to be incurred in performing services under the contract, over the expected customer relationship period. Deferred customer acquisition costs were $ 11 million as of March 31, 2025 and December 31, 2024. Amortization of deferred customer acquisition costs was $ 2 million and $ 3 million for the three months ended March 31, 2025 and 2024, respectively. There were no impairment losses related to these capitalized costs during the three months ended March 31, 2025 and 2024.
Deferred Policy Acquisition Costs
We capitalize certain costs related to the issuance of insurance policies under the new home warranty program as deferred policy acquisition costs and amortize these costs over the contract period. We anticipate that all deferred policy acquisition costs will be recoverable. Deferred policy acquisition costs were less than $ 1 million as of March 31, 2025 and December 31, 2024. Amortization of deferred policy acquisition costs was less than $ 1 million for the three months ended March 31, 2025. There was no amortization of deferred policy acquisition costs for the three months ended March 31, 2024.
Receivables, Less Allowance
We record a receivable due from customers once we have an unconditional right to invoice and receive payment in the future related to the services provided. An allowance is recorded based on amounts anticipated to be collected. Contracts for home warranties may be invoiced upfront or monthly in straight-line installment payments over the contract period. The payment terms are determined prior to the execution of the contract.
Contract Assets and Liabilities
Contract assets arise when we recognize revenue for our home warranty contracts prior to a customer being invoiced. These timing differences are created when the recognition of revenue in proportion to the costs expected to be incurred in performing the services under the contract are accelerated as compared to the recognition of revenue on a straight-line basis over the contract period. There were no contract assets as of March 31, 2025.
Our contract liabilities consist of deferred revenue which is recognized when cash payments are received in advance of the performance of services, including when the amounts are refundable. Amounts are recognized as revenue in proportion to the costs expected to be incurred in performing services under our contracts.
A summary of the changes in deferred revenue, including the long-term portion for the three months ended March 31, 2025 is as follows:
(In millions)
Balance as of December 31, 2024
$
135
Deferral of revenue
137
Recognition of deferred revenue
( 75
)
Balance as of March 31, 2025
$
196
There was approximately $ 58 million of revenue recognized during the three months ended March 31, 2025 that was included in the deferred revenue balance as of December 31, 2024.
Unearned Insurance Premium
New home structural warranty revenue is recognized over the life of the contract in proportion to the costs expected to be incurred in performing services under the contract. Amounts not earned and recognized to date are recognized as unearned insurance premium on the accompanying condensed consolidated statement of financial position.
Deferred Reinsurance
In the normal course of business, we seek to reduce our loss exposure in the new home warranty program by reinsuring certain levels of risk with reinsurers. Premiums ceded are recognized within revenue over the term of underlying insurance policies, and the unexpired portion of reinsurance is deferred and recognized as deferred reinsurance on the accompanying condensed consolidated statement of financial position.
9
Note 4. Goodwill and Intangible Assets
Goodwill and indefinite-lived intangible assets are not amortized and are subject to assessment for impairment on an annual basis, or more frequently if circumstances indicate a potential impairment. We perform our annual assessment for impairment on October 1 of every year.
The balance of goodwill was $ 964 million and $ 967 million as of March 31, 2025 and December 31, 2024, respectively. There were no goodwill impairment charges during the three months ended March 31, 2025 and 2024. The $ 3 million reduction in goodwill during the three months ended March 31, 2025 was driven by the finalization of the 2-10 HBW Acquisition purchase price.
The following table provides a summary of the components of our intangible assets:
As of March 31, 2025
As of December 31, 2024
Accumulated
Accumulated
(In millions)
Gross
Amortization
Net
Gross
Amortization
Net
Trade names (1)
$
141
$
—
$
141
$
141
$
—
$
141
Value of business acquired
148
( 8
)
139
148
( 1
)
147
Home warranty customer relationships
214
( 174
)
39
214
( 173
)
41
Builder relationships
73
( 2
)
71
73
—
72
Developed technology
35
( 21
)
14
35
( 19
)
16
Other
63
( 33
)
30
63
( 32
)
31
Total
$
673
$
( 238
)
$
435
$
673
$
( 225
)
$
448
(1) Not subject to amortization.
Amortization expense was $ 13 million and $ 1 million for the three months ended March 31, 2025 and 2024 , respectively. There were no intangible asset impairment charges during the three months ended March 31, 2025 and 2024.
Note 5. Leases
We have operating leases for our corporate headquarters located in Memphis, Tennessee, a collaboration center located in Scottsdale, Arizona and a technology collaboration center in Pune, India. We also continue to lease certain office space in other geographies, which we have, as indicated below, either exited or subleased. Our leases have remaining lease terms ranging from three years to 10 years , some of which include options to extend the leases for up to five years .
The weighted-average remaining lease term and weighted-average discount rate related to our operating leases are as follows:
As of
March 31,
December 31,
2025
2024
Weighted-average remaining lease term (years)
8
9
Weighted-average discount rate
6.5
%
6.5
%
We recognized operating lease expense of less than $ 1 million for each of the three months ended March 31, 2025 and 2024. These expenses are included in selling and administrative expenses in the accompanying condensed consolidated statements of operations and comprehensive income.
Supplemental statement of financial position information related to our operating lease liabilities is as follows:
As of
March 31,
December 31,
(In millions)
2025
2024
Other accrued liabilities
$
2
$
2
Operating lease liabilities
20
20
Total operating lease liabilities
$
22
$
22
10
Supplemental cash flow information related to our operating leases is as follows:
Three Months Ended
March 31,
(In millions)
2025
2024
Cash paid on operating lease liabilities (1)
$
1
$
1
Right-of-use assets obtained in exchange for lease obligations
—
6
(1) Amount is presented net of cash provided from sublease income.
The following table presents the maturities of our operating lease liabilities as of March 31, 2025:
(In millions)
2025 (remainder) (1)
2
2026 (1)
3
2027
4
2028
3
2029
3
Thereafter
13
Total future lease payments (1)
27
Less imputed interest
( 6
)
Total operating lease liabilities (1)
$
20
(1) Amount is presented net of future sublease income totaling $ 1 million, which relates to the remainder of the year ending December 31, 2025 and the year ending December 31, 2026.
Note 6. Income Taxes
We are subject to taxation in the United States, various states and foreign jurisdictions. Substantially all of our income before income taxes for the three months ended March 31, 2025 and 2024 was generated in the United States.
We compute interim period income taxes by applying an anticipated annual effective tax rate to our year-to-date income or loss from operations before income taxes, except for significant unusual or infrequently occurring items. As a result, our estimated tax rate is adjusted each quarter. The effective tax rate on income before income taxes was 22.3 percent and 24.4 percent for the three months ended March 31, 2025 and 2024, respectively. The decrease in the effective tax rate was primarily due to share-based compensation.
Note 7. Acquisitions
O n December 19, 2024 , we completed the acquisition of all of the issued and outstanding common stock of 2-10 HBW pursuant to a purchase agreement dated June 3, 2024 for aggregate cash consideration of $ 585 million, subject to certain customary adjustments based on, among other things, the amount of cash, debt, transaction expenses, working capital and regulatory capital in the business of 2-10 HBW as of the closing of the transaction. 2-10 HBW is a leading provider of new home structural warranties that provide home builders insurance-backed coverage and/or administrative services for workmanship, systems and/or structural failures. 2-10 HBW is also a provider of home warranties.
Total consideration as of March 31, 2025, is as follows:
(In millions)
Cash consideration paid
$
432
Payment of 2-10 HBW indebtedness
157
Payment of 2-10 HBW transaction costs
15
Total purchase price consideration
604
Less: Acquired 2-10 HBW cash
( 24
)
Total purchase price consideration, net of cash acquired
$
580
A summary of the consideration paid and the amounts of identified assets acquired and liabilities assumed at the acquisition date, as determined based on management's preliminary assessment of the acquisition date fair value, is as follows:
11
(In millions)
Cash and cash equivalents
$
24
Marketable securities
15
Receivables
4
Prepaid expenses and other current assets
8
Property and equipment, net
6
Goodwill
461
Intangible assets
309
Long-term marketable securities
39
Deferred reinsurance
66
Reinsurance recoverables
9
Accounts payable
( 1
)
Accrued liabilities:
Payroll and related expenses
( 8
)
Home warranty claims
( 7
)
Other
( 6
)
Deferred revenue
( 29
)
Deferred tax liabilities, net
( 25
)
Unearned insurance premium
( 234
)
Unpaid losses and loss adjustment reserves
( 12
)
Long-term deferred revenue
( 12
)
Other long-term liabilities
( 1
)
Total consideration paid
$
604
As of March 31, 2025, the purchase price allocation for this acquisition has not been finalized. In particular, we are still evaluating the fair value of certain intangible assets. As we finalize the fair value of assets acquired and liabilities assumed, additional purchase price adjustments may be recorded during the measurement period in 2025. The $ 3 million reduction in goodwill during the three months ended March 31, 2025 was driven by the finalization of the 2-10 HBW Acquisition purchase price.
In conjunction with the 2-10 HBW Acquisition, we recognized acquisition-related costs of $ 2 million during the three months ended March 31, 2025 . These charges represent direct third-party costs, including legal, accounting and financial advisory fees and are included in selling and administrative expenses in the accompanying condensed consolidated statements of operations and comprehensive income. There were no acquisition-related costs during the three months ended March 31, 2024.
Unaudited pro forma revenue for the three months ended March 31, 2024 as if the 2-10 HBW Acquisition occurred as of January 1, 2024 was $ 419 million.
Note 8. Commitments and Contingencies
Accruals for home warranty claims are made using internal actuarial projections, which are based on current claims and historical claims experience. Accruals are established based on estimates of the ultimate cost to settle claims. Home warranty claims take approximately three months to settle, on average, and substantially all claims are settled within six months of incurrence. The amount of time required to settle a claim can vary based on a number of factors, including whether a replacement is ultimately required. In addition to our estimates, we engage a third-party actuary to perform an accrual analysis utilizing generally accepted actuarial methods that incorporate cumulative historical claims experience and information provided by us. We regularly review our estimates of claims costs along with the third-party analysis and adjust our estimates when appropriate. We believe that utilizing actuarial methods in our estimation process to account for these liabilities provides a consistent and effective way to measure these judgmental accruals.
Unpaid losses and loss adjustment reserves represent the estimated ultimate cost of settling all new home structural warranty claims and includes the estimated costs of claims incurred but not reported as of the balance sheet date. The reserve is based upon the facts of each case and the Company’s experience with similar cases. The establishment of appropriate reserves is an inherently uncertain and complex process. Reserve estimates are primarily derived using an actuarial estimation process in which historical loss patterns are applied to actual paid losses and reported losses (paid losses plus individual case reserves established by claim adjusters) to create an estimate of how losses are likely to develop over time. We regularly review our estimates of unpaid losses and adjust our estimates when appropriate. The Company reports its unpaid losses and loss adjustment reserves gross of the amounts related to unpaid losses recoverable from reinsurers and net of amounts ceded to reinsurers.
We have certain liabilities with respect to existing or potential claims, lawsuits and other proceedings. We accrue for these liabilities when it is probable that future costs will be incurred and such costs can be reasonably estimated. Any resulting adjustments, which could be material, are recorded in the period the adjustments are identified.
12
Due to the nature of our business activities, we are also at times subject to pending and threatened legal and regulatory actions that arise out of the ordinary course of business. In the opinion of management, based in part upon advice of legal counsel, the disposition of any such matters is not expected, individually or in the aggregate, to have a material adverse effect on our business, financial position, results of operations or cash flows. However, the results of legal actions cannot be predicted with certainty. Therefore, it is possible that our business, financial position, results of operations or cash flows could be materially adversely affected in any particular period by the unfavorable resolution of one or more legal actions.
Note 9. Stock-Based Compensation
We recognized stock-based compensation expense of $ 8 million ($ 5 million, net of tax) and $ 7 million ($ 6 million, net of tax) for the three months ended March 31, 2025 and 2024, respectively. These charges are included in selling and administrative expenses in the accompanying condensed consolidated statements of operations and comprehensive income.
A summary of awards granted under the Omnibus Plan during the three months ended March 31, 2025 is as follows:
Weighted-
Weighted-
Weighted-
Number of
Average
Average
Average
Awards
Exercise
Grant Date
Vesting
Granted
Price
Fair Value
Period
Stock options
679,062
38.03
16.70
4.0
Restricted stock units
763,974
38.03
3.0
Performance shares (1)
182,751
38.03
3.0
(1) The information related to performance shares above assumes 100 % of the performance condition, which is based on revenue and Adjusted EBITDA targets, is met. The ultimate number of performance shares that may be earned depends on the achievement of this performance condition .
As of March 31, 2025, there was $ 69 million of total unrecognized compensation cost, net of estimated forfeitures, related to unvested stock options, performance options, restricted stock units (“RSUs”) and performance shares. These costs are expected to be recognized over a weighted-average period of 2.66 years.
13
Note 10. Long-Term Debt
Long-term debt is summarized in the following table:
As of
March 31,
December 31,
(In millions)
2025
2024
Term Loan A maturing in 2029 (1)
$
407
$
412
Term Loan B maturing in 2031 (2)
786
788
Revolving Credit Facility maturing in 2029
—
—
Total debt
1,193
1,199
Less current portion
( 29
)
( 29
)
Total long-term debt
$
1,164
$
1,170
(1) Term Loan A is presented net of unamortized debt issuance costs of $ 6 million as of March 31, 2025 and December 31, 2024.
(2) Term Loan B is presented net of unamortized debt issuance costs of $ 10 million as of March 31, 2025 and December 31, 2024, and unamortized discount of $ 2 million as of March 31, 2025 and December 31, 2024.
As of March 31, 2025 , we had $ 2 million of letters of credit outstanding under the Revolving Credit Facility, and the available borrowing capacity under the Revolving Credit Facility was $ 248 million. As of March 31, 2025, we were in compliance with the covenants under the Credit Agreement.
Scheduled Debt Payments
The following table presents future scheduled debt payments as of March 31, 2025:
(In millions)
2025 (remainder)
$
22
2026
29
2027
29
2028
29
2029
342
Thereafter
760
Total future scheduled debt payments
1,211
Less unamortized debt issuance costs
( 16
)
Less unamortized discount
( 2
)
Total debt
$
1,193
Note 11. Segments
We operate as one operating and reportable segment, primarily under the American Home Shield brand. The majority of our revenue is generated from home warranty contracts entered into with our customers. The accounting policies applied to our one operating and reportable segment are described in Note 2 to the audited consolidated financial statements included in our 2024 Form 10-K.
Our chief operating decision maker (“CODM”), who is our Chief Executive Officer , regularly evaluates financial information, primarily revenue, net income and other measures, on a consolidated basis in deciding how to allocate resources and in assessing performance. Additionally, consolidated revenue is one key component of our incentive compensation program.
Information for our one operating and reportable segment is as follows:
14
Three Months Ended
March 31,
(In millions)
2025
2024
Revenue
$
426
$
378
Cost of services rendered
191
184
Sales and marketing costs
65
66
Customer service costs
28
25
General and administrative costs
58
45
Other segment items (1)
47
25
Net Income
$
37
$
34
As of
March 31,
December 31,
2025
2024
Total Assets
$
2,121
$
2,107
(1) Other segment items include depreciation and amortization expense, restructuring charges, interest expense, interest and net investment income, and provision for income taxes.
Note 12. Supplemental Cash Flow Information
Supplemental information relating to our accompanying condensed consolidated statements of cash flows is as follows:
Three Months Ended
March 31,
(In millions)
2025
2024
Cash paid for (received from):
Interest expense
$
18
$
9
Interest income
( 6
)
( 5
)
Income tax payments, net of refunds
1
—
Note 13. Cash and Marketable Securities
Cash, money market funds and certificates of deposits with maturities of three months or less when purchased are included in Cash and cash equivalents on the accompanying condensed consolidated statements of financial position. As of March 31, 2025 and December 31, 2024, the amortized cost of our short- and long-term investments was less than $ 1 million and $ 53 million, respectively, and the estimated fair value of these investments was less than $ 1 million and $ 53 million, respectively. As of December 31, 2024, short- and long-term marketable securities primarily consisted of certificates of deposit, corporate bonds, mortgage-backed securities and U.S. government obligations and are classified as available-for-sale securities. There were no unrealized losses which had been in a loss position for more than one year as of March 31, 2025.
Gains and losses on sales of investments, as determined on a specific identification basis, are included in investment income in the period they are realized. We periodically review our portfolio of investments to determine whether there has been an other than temporary decline in the value of the investments from factors such as deterioration in the financial condition of the issuer or the market(s) in which the issuer competes. During the three months ended March 31, 2025, there were $ 48 million in proceeds from sales of securities, $ 12 million in maturities and less than $ 1 million in gross realized gains and less than $ 1 million in gross realized losses resulting from sales of available-for-sale securities. During the three months ended March 31, 2024, there were no proceeds, maturities, gross realized gains and gross realized losses resulting from sales of available-for-sale securities. There were no impairment charges due to other than temporary declines in the value of certain investments for the three months ended March 31, 2025, and 2024.
15
Note 14. Comprehensive Income (Loss)
Comprehensive income (loss) consists of net income (loss), unrealized gains (losses) on derivative instruments and unrealized gains (losses) on marketable securities. We disclose comprehensive income (loss) in the accompanying condensed consolidated statements of operations and comprehensive income and condensed consolidated statements of changes in equity.
A summary of the changes in AOCI is as follows:
Balance at December 31, 2024
$
—
Other comprehensive income before reclassifications:
Pre-tax amount
( 9
)
Tax provision
( 2
)
After-tax amount
( 6
)
Amounts reclassified from AOCI (1)
( 1
)
Total other comprehensive loss
( 7
)
Balance at March 31, 2025
$
( 8
)
(1) Amounts are net of income taxes. See the table below on reclassifications out of AOCI for additional information.
A summary of reclassifications out of AOCI is as follows:
Three Months Ended
March 31,
(In millions)
2025
2024
Gain (loss) on interest rate swap contracts (1)
$
1
$
2
Total reclassifications during the period
$
1
$
2
(1) Included in interest expense in the accompanying condensed consolidated statements of operations and comprehensive income.
Note 15. Derivative Financial Instruments
We currently use a derivative financial instrument to manage risks associated with changes in interest rates by hedging the interest payments on a portion of our variable rate debt through the use of interest rate swap contracts. We do not hold or issue derivative financial instruments for trading or speculative purposes. In designating derivative financial instruments as hedging instruments under accounting standards for derivative instruments, we formally document the relationship between the hedging instrument and the hedged item, as well as the risk management objective and strategy for the use of the hedging instrument. This documentation includes linking the derivatives to forecasted transactions. We assess at the time a derivative contract is entered into, and at least quarterly thereafter, whether the derivative item is effective in offsetting the projected cash flows of the associated forecasted transaction.
Our interest rate swap contracts are classified as cash flow hedges, and, as such, are recorded in the accompanying condensed consolidated statements of financial position on an individual basis as either an asset or liability at fair value, with changes in fair value recorded in AOCI. Cash flows related to the interest rate swap contracts are classified as operating activities in the accompanying condensed consolidated statements of cash flows.
The effective portion of the gain or loss on our interest rate swap contracts are recorded in AOCI. These amounts are reclassified into earnings in the same period or periods during which the hedged forecasted debt interest settlement affects earnings. See Note 14 to the accompanying condensed consolidated financial statements for the effective portion of the gain or loss on derivative instruments recorded in AOCI and for the amounts reclassified out of AOCI and into earnings during the periods presented. As the underlying forecasted transactions occur during the next 12 months, we estimate the unrealized hedging loss in AOCI expected to be recognized in earnings is less than $ 1 million, net of tax, as of March 31, 2025. The amounts ultimately reclassified into earnings during the next 12 months will be determined based on the actual interest rates in effect at the time the positions are settled, and as a result, they could differ materially from our estimate noted above.
16
Note 16. Fair Value Measurements
We estimate fair value at a price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants in the principal market for the asset or liability. The valuation techniques require inputs that we categorize into a three-level hierarchy, from highest to lowest level of observable inputs, as follows: unadjusted quoted prices for identical assets or liabilities in active markets ("Level 1"); direct or indirect observable inputs, including quoted prices or other market data, for similar assets or liabilities in active markets or identical assets or liabilities in less active markets ("Level 2"); and unobservable inputs that require significant judgment for which there is little or no market data ("Level 3"). When multiple input levels are required for a valuation, we categorize the entire fair value measurement according to the lowest level of input that is significant to the measurement, even though we may have also utilized significant inputs that are more readily observable.
The period-end carrying amounts of cash and cash equivalents, receivables, accounts payable and accrued liabilities approximate their fair values due to the short-term maturities of these financial instruments. The period-end carrying amounts of short- and long-term marketable securities also approximate fair value and primarily consists of available-for-sale debt securities. Unrealized gains and losses are reported net of tax as a component of AOCI in the accompanying condensed consolidated statements of financial position. Any unrealized losses where the decline in value is other than temporary are reported in interest and net investment income in the accompanying condensed consolidated statements of operations and comprehensive income. There were no other than temporary declines in value for the periods ended March 31, 2024 and December 31, 2024. As of March 31, 2025 and December 31, 2024, the carrying amounts of our total debt were $ 1,193 million and $ 1,199 million, respectively, and the estimated fair values were $ 1,210 million and $ 1,211 million, respectively. The fair value of our debt was estimated based on available market prices for the same or similar instruments that are considered significant other observable inputs (Level 2) within the fair value hierarchy and was based on information available to us as of the respective period end dates.
We determine the fair value of our interest rate swap contracts using a forward interest rate curve obtained from a third-party market data provider. The fair value of each contract is the sum of the expected future settlements between the contract counterparties, discounted to present value. The expected future settlements are determined by comparing the contract interest rates to the expected forward interest rate as of each settlement date and applying the difference between these two rates to the notional amounts of debt in the interest rate swap contracts.
We did not change our valuation techniques for measuring the fair value of any financial assets and liabilities during the three months ended March 31, 2025 . Transfers between hierarchy levels, if any, are recognized at the end of the reporting period. There were no transfers between hierarchy levels during the three months ended March 31, 2025.
The carrying amount and estimated fair value of our financial instruments that are recorded at fair value on a recurring basis for the periods presented are as follows:
Estimated Fair Value Measurements
Quoted
Significant
Prices
Other
Significant
in Active
Observable
Unobservable
Carrying
Markets
Inputs
Inputs
(In millions)
Value
(Level 1)
(Level 2)
(Level 3)
As of March 31, 2025:
Other assets
$
2
$
—
$
2
$
—
Total assets
$
2
$
—
$
2
$
—
Other accrued liabilities
2
—
2
—
Other long-term liabilities
11
—
11
—
Total liabilities
$
12
$
—
$
12
$
—
As of December 31, 2024:
Marketable securities
$
15
$
6
$
9
$
—
Other assets
3
—
3
—
Long-term marketable securities
38
2
36
—
Total assets
$
56
$
8
$
48
$
—
Other long-term liabilities
$
3
$
—
$
3
$
—
Total liabilities
$
3
$
—
$
3
$
—
17
Note 17. Share Repurchase Program
On July 26, 2024, our Board of Directors approved a new share repurchase authorization of up to $ 650 million of our common stock over the three-year period from September 4, 2024 through September 4, 2027. Purchases under this repurchase program may be made from time to time by the company in the open market at prevailing market prices (including through a Rule 10b5-1 Plan), in privately negotiated transactions, or through any combination of these methods, through September 4, 2027. The actual timing, number, manner and value of any shares repurchased will depend on several factors, including the market price of the company’s stock, general market and economic conditions, the company’s liquidity requirements, applicable legal requirements and other business considerations. The repurchase program does not obligate us to acquire any number of shares in any specific period or at all and may be suspended or discontinued at any time at our discretion. As of March 31, 2025 , we repurchased a total of 2,149,160 outstanding shares at an aggregate cost of $ 111 million under this program, which is included in treasury stock on the accompanying condensed consolidated statements of financial position.
On September 3, 2024, our previous repurchase authorization of up to $ 400 million expired. We repurchased a total of 11,319,091 shares at an aggregate cost of $ 400 million under this previous program, which is included in treasury stock on the accompanying condensed consolidated statements of financial position.
A summary of repurchases of outstanding shares is as follows:
Three Months Ended
March 31,
(In millions, except per share data)
2025
2024
Number of shares purchased
1,440,083
400,497
Average price paid per share (1)
$
48.58
$
31.21
Cost of shares purchased (1)
$
70
$
12
(1) The average price paid per share and the cost of shares purchased are calculated on a trade date basis and exclude associated commissions and taxes of $ 1 million and less than $ 1 million for the three months ended March 31, 2025 and 2024, respectively.
18
Note 18. Earnings Per Share
Basic earnings per share is computed by dividing net income by the weighted-average number of shares of common stock outstanding during the period. Diluted earnings per share is computed by dividing net income by the weighted-average number of shares of common stock outstanding during the period, increased to include the number of shares of common stock that would have been outstanding had potentially dilutive shares of common stock been issued. The dilutive effect of stock options, performance options, RSUs, performance shares and deferred share equivalents are reflected in diluted earnings per share by applying the treasury stock method.
A summary of the calculations of our basic and diluted earnings per share is as follows:
Three Months Ended
March 31,
(In millions, except per share data)
2025
2024
Net Income
$
37
$
34
Weighted-average common shares outstanding:
74.7
78.3
Effect of dilutive securities:
RSUs (1)
0.9
0.7
Stock options (2)
0.3
—
Performance options (3)
0.3
—
Weighted-average common shares outstanding - assuming dilution:
76.3
79.0
Basic earnings per share
$
0.50
$
0.43
Diluted earnings per share
$
0.49
$
0.43
(1) RSUs of 9,400 shares and 62,674 shares for the three months ended March 31, 2025 and 2024, respectively, were not included in the diluted earnings per share calculation because their effect would have been anti-dilutive.
(2) Stock options to purchase 102,520 shares and 1,072,170 shares for the three months ended March 31, 2025 and 2024, respectively, were not included in the diluted earnings per share calculation because their effect would have been anti-dilutive.
(3) Performance options to purchase 591,420 shares for the three months ended March 31, 2024 were not included in the diluted earnings per share calculation because their effect would have been anti-dilutive. There were no anti-dilutive performance options for the year ended March 31, 2025.
19
CAUTIONARY STATEMENT CONCERNING FORWARD-LOOKING STATEMENTS
This Quarterly Report on Form 10-Q contains certain forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act, regarding business strategies, market potential, future financial performance, the 2-10 HBW Acquisition and other matters. The words “believe,” “expect,” “estimate,” “could,” “should,” “intend,” “may,” “plan,” “seek,” “anticipate,” “project,” “will,” “shall,” “would,” “aim,” and similar expressions, among others, generally identify “forward-looking statements,” which speak only as of the date the statements were made. The matters discussed in these forward-looking statements are subject to risks, uncertainties and other factors that could cause actual results to differ materially from those projected, anticipated or implied in the forward-looking statements. Where, in any forward-looking statement, an expectation or belief as to future results or events is expressed, such expectation or belief is based on the current plans and expectations of our management and expressed in good faith and believed to have a reasonable basis, but there can be no assurance that the expectation or belief will result or be achieved or accomplished. Whether any such forward-looking statements are in fact achieved will depend on future events, some of which are beyond our control.
You should read this Quarterly Report on Form 10-Q completely and with the understanding that actual future results may be materially different from expectations. All forward-looking statements made in this report are qualified by these cautionary statements. These forward-looking statements are made only as of the date of this report, and we do not undertake any obligation, other than as may be required by law, to update or revise any forward-looking or cautionary statements to reflect changes in assumptions, the occurrence of events, unanticipated or otherwise, and changes in future operating results over time or otherwise. For a discussion of other important factors that could cause our results to differ materially from those expressed in, or implied by, the forward-looking statements included in this report, you should refer to the risks and uncertainties detailed from time to time in our periodic reports filed with the SEC, including the risk factors discussed in Part I, Item 1A. “Risk Factors” in our 2024 Form 10-K.
SUMMARY OF MATERIAL RISKS
Factors, risks, trends and uncertainties that make an investment in us speculative or risky and that could cause actual results or events to differ materially from those anticipated in our forward-looking statements include the matters described under “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in this report as well as Item 1A. Risk Factors in our 2024 Form 10-K filed with the SEC, in addition to the following other factors, risks, trends and uncertainties:
• changes in macroeconomic conditions, including inflation, tariffs and global supply chain challenges and changing interest rates, especially as they may affect existing or new home sales, consumer confidence, labor availability or our costs;
• our ability to successfully implement our business strategies;
• the ability of our marketing efforts to be successful and cost-effective;
• our dependence on our first-year direct-to-consumer and real estate acquisition channels and our renewal channel;
• changes in the source and intensity of competition in our market;
• our ability to attract, retain and maintain positive relations with third-party contractors and vendors;
• increases in parts, appliance and home system prices, and other operating costs;
• changes in U.S. tariffs or import/export regulations;
• our ability to attract and retain qualified key employees and labor availability in our customer service operations;
• our dependence on third-party vendors, including business process outsourcers, and third-party component suppliers;
• cybersecurity breaches, disruptions or failures in our technology systems;
• our ability to protect the security of personal information about our customers;
• compliance with, or violation of, laws and regulations, including consumer protection laws, or lawsuits or other claims by third parties, increasing our legal and regulatory expenses;
• weather, including adverse conditions, Acts of God and seasonality, along with related regulations;
• our ability to underwrite risks accurately and to charge adequate prices to builder members, as well as our ability to effectively re-insure a large portion of those risks;
• the availability of reinsurance to manage a substantial portion of our potential loss exposure for our new home structural warranty business;
• evolving corporate governance and disclosure regulations and expectations;
20
• our ability to protect our intellectual property and other material proprietary rights;
• negative reputational and financial impacts resulting from acquisitions or strategic transactions;
• a requirement to recognize impairment charges;
• third-party use of our trademarks as search engine keywords to direct our potential customers to their own websites;
• inappropriate use of social media by us or other parties to harm our reputation;
• special risks applicable to operations outside the United States by us or our business process outsource providers;
• risks related to the 2-10 HBW Acquisition, including the risk that the 2-10 HBW Acquisition may not achieve its intended results;
• any liabilities, losses, or other exposures for which we do not have adequate insurance coverage, indemnification, or other protection;
• increase in our indebtedness as a result of financing the 2-10 HBW Acquisition;
• a return on investment in our common stock is dependent on appreciation in the price;
• inclusion in our certificate of incorporation a forum selection clause that could discourage an acquisition of our company or litigation against us and our directors and officers;
• the effects of our significant indebtedness, our ability to incur additional debt and the limitations contained in the agreements governing such indebtedness;
• increases in interest rates increasing the cost of servicing our indebtedness and counterparty credit risk due to instruments designed to minimize exposure to market risks;
• increased borrowing costs due to lowering or withdrawal of the credit ratings, outlook or watch assigned to us or our Credit Facilities;
• our ability to generate the significant amount of cash needed to fund our operations and service our debt obligations; and
• other factors described in this report and from time to time in documents that we file with the SEC.
Available Information
Our corporate website address is www.frontdoorhome.com. We use our website as a channel of distribution for company information. We will make available free of charge on the Investor section of our website our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and all amendments to those reports as soon as reasonably practicable after such material is electronically filed with or furnished to the SEC pursuant to Section 13(a) or 15(d) of the Exchange Act. We also make available through our corporate website other reports filed with or furnished to the SEC under the Exchange Act, including our proxy statements and reports filed by officers and directors under Section 16(a) of the Exchange Act, as well as our Code of Conduct and Financial Code of Ethics. Financial and other material information regarding Frontdoor is routinely posted on our website and is readily accessible. We do not intend for information contained on our website to be part of this Quarterly Report on Form 10-Q.
21
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.