Fathom - Earnings Call - Q4 2024

Executive Summary

• Q4 2024 revenue rose 24% year over year to $91.7M, driven by 26% brokerage growth and stronger ancillary services; GAAP net loss improved to $(6.2)M and diluted EPS to $(0.29) versus $(0.50) in Q4 2023.
• Adjusted EBITDA remained negative at $(2.9)M; management attributed the miss to late‑Q4 mortgage rate spike and ~$1.3M one‑time expenses, but reiterated a path to EBITDA positive by Q2 2025.
• My Home Group (MHG) acquisition closed Nov 1 and is expected to add ~$110M of 2025 revenue; agent licenses grew 21% to ~14,300 and transactions rose 22% to 9,903 in Q4.
• Guidance was withheld for Q1 2025; prior quarter (Q3) guidance for Q4 2024 was also withheld as Fathom assessed impacts from new commission plans, implying estimates uncertainty as a near‑term stock‑narrative driver.

What Went Well and What Went Wrong

What Went Well

• Revenue up 24% YoY with brokerage +26% YoY; ancillary momentum with title +92% YoY and technology +38% YoY supporting mix and gross profit gains.
• Core gross profit (ex‑Dagley Insurance) up 59% YoY; G&A reduced to $8.4M (9.2% of revenue) vs $10.1M (13.6%) a year ago, reflecting cost discipline.
• Strategic expansion: MHG acquisition to drive ~$110M 2025 revenue and expand presence in AZ/WA; agent licenses +21% YoY to ~14,300, transactions +22% YoY to 9,903.
• Management quote: “We see meaningful improvement ahead and are encouraged about our prospects of reaching EBITDA positive in Q2 of 2025…”.

What Went Wrong

• Adjusted EBITDA remained negative at $(2.9)M, unchanged YoY; management cited late‑Q4 mortgage rate spike and ~$1.3M one‑time expenses as headwinds to reaching EBITDA positive in Q4.
• Litigation expenses persisted; Q4 included litigation contingency ($55K) and the 2024 P&L reflects $2.95M NAR settlement accruals hitting operating expense, weighing on profitability.
• Mortgage EBITDA stayed negative (Q4 mortgage EBITDA loss ~$0.7M), and title EBITDA loss widened to ~$0.3M, indicating attach growth still in ramp with profitability lagging.

Transcript

Operator (participant)

Greetings. Welcome to the Fathom Holdings fourth quarter 2024 conference call. At this time, all participants are in a listen-only mode. A question-and-answer session will follow the formal presentation. If anyone should require operator assistance during the conference, please press star zero on your telephone keypad. Please note this conference is being recorded. I will now turn the conference over to your host, Paul Kuntz. You may begin.

Paul Kuntz (Director of Communications)

Thank you, and good afternoon. Welcome to Fathom Holdings' fourth quarter and full year 2024 conference call. Joining us today is the company's CEO, Marco Fregenal. Before I turn the call over to management, I want to remind listeners that today's call may include forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are subject to numerous conditions, many of which are beyond the company's control, including those outlined in the risk factor section of the company's Form 10-K and other company filings made with the SEC, copies of which are available at the SEC's website at www.sec.gov. As a result of those forward-looking statements, actual results could differ materially. Fathom undertakes no obligation to update any forward-looking statements after today's call, except as required by law.

Please also note that during this call, we will discuss adjusted EBITDA, a non-GAAP financial measure as defined by SEC Regulation G. The reconciliation of this non-GAAP financial measure to the most directly comparable GAAP measure is included in today's press release, which is now posted on Fathom's website. With that, I will now turn the call over to Fathom's CEO, Marco Fregenal. Please proceed.

Marco Fregenal (CEO)

Thank you, Paul. Good afternoon, everyone, and welcome to Fathom Holdings' fourth quarter 2024 conference call. Thank you for joining us today. Before I go into the details of our performance, I want to acknowledge the remarkable commitment, adaptability, and resilience of our entire Fathom team, our agents, staff, and leadership team. This past year has challenged all of us with the high mortgage rates, complex buyer behavior, regulatory changes, and, of course, ongoing litigation. The broader market headwinds have certainly made it difficult for this year, for last year. However, I want to stress that we remain confident about our future. We believe 2025 will be a breakout year for Fathom and that we have laid out a strong foundation to help us push through the market volatility. Let me start by reviewing our fourth quarter results for 2024.

Our total revenue grew approximately 24%, reaching $91.7 million, up from $74.1 million in Q4 of 2023. Gross profit increased by 25%, growing from $5.3 million in Q4 of 2023 to $6.7 million this quarter. Excluding Dagley Insurance, which we sold in May of 2024, gross profit rose 59%, from $4.2 million to $6.7 million. GAAP net loss for 2024 fourth quarter was $6.2 million, or $0.29 per share, compared with a loss of $8.4 million, or $0.50 per share, for the 2023 fourth quarter. While we're pleased with the revenue and gross profit growth, our EBITDA loss is not where we would like it to be. Adjusted EBITDA loss and non-GAAP measure came in at $2.9 million for the fourth quarter of 2024, matching the loss of $2.9 million from the same period in 2023.

Rising mortgage rates in the last quarter of 2024, combined with an approximately $1.3 million one-time expenses, kept us from moving into positive EBITDA territory. Despite these challenges, we remain dedicated to achieving sustainable positive adjusted EBITDA, potentially as early as the second quarter of 2025. Agent count increased by 21%, from approximately 11,795 to approximately 14,300 agent licenses at year-end, and transactions rose by 22%, from 8,114 to 9,903, indicating that our agent network is still generating solid activity. Turning to the broader real estate market, we have noticed a slight decline in mortgage rates from their unexpected spike late last year. If rates stabilize or continue to drop, we think it will provide a tailwind as we move into the spring buying season. In some markets, transactions in the first two months of 2025 are running at about 3% below comparable periods in 2024.

While we anticipate rate change declines, we may help close the gap. Price reductions on listings have ticked up slightly; about 33% of listings in March have had a price drop, compared to 30% last year. Actual home sale prices overall still see modest gains of 2%-3% year-over-year. In some regions, however, prices are flat, which may help with affordability. Inventory has increased about 30% compared to a year ago, signaling a shift toward a more balanced or even buyer-friendly market in some areas. According to NAR's Chief Economist, if rates hold lower, the industry could see transactions in the second half of the year outpace last year by as much as 9%. In this competitive market, Fathom stands out as having one of the lowest direct costs per transaction at just $264 per transaction, while many of our peers average $1,200 or $1,800 per transaction.

This advantage enables us to stay lean, offer our agents' compelling value propositions and continue investing in technology, training, and support. Looking ahead to 2025, we see three primary avenues for reaching EBITDA profitability. First, increased revenue from acquisitions. In November 2024, we acquired My Home Group, which should bring us about $110 million in revenue in 2025. We're also exploring additional acquisitions and walkovers of smaller brokerages. Second is through a higher gross profit. Our mortgage, title, and other ancillary services have been growing faster than our real estate revenue, enhancing cross-selling opportunities and strengthening our bottom line. Third is expense management through anticipated cost reductions of about $2 million on an annualized basis. Now let me shift to our focus on ancillary businesses, where we have been increasing our attach rate and driving higher year-over-year revenue and gross profit.

Our mortgage division, Encompass Lending Group, saw a revenue increase of 11.1% to $2 million, compared to $1.8 million in Q4 of 2023. While late-year mortgage rates spiked, dampening our initial expectations, we are confident in our roadmap for higher volume and better profitability going forward. In the fourth quarter, Encompass Lending reported EBITDA loss of $700,000, compared to an $800,000 loss in the same quarter last year. Now, for our title division, Verus Title, revenue reached $1.3 million, up from $700,000 last year, an 80% increase. While adjusted EBITDA remains in a loss position in this business, we are seeing strong demand for our title services, especially as our agent network expands. In the fourth quarter, Verus Title reported EBITDA loss of $300,000, or about 15% of related revenue, compared to a $200,000 loss, or almost 29% of related revenue in the same quarter last year.

Now, in the effort to improve agent growth and retention, we rolled out our new revenue share model in Q3 of 2024. To date, about 5% of our new agents have joined the share program. In addition, we plan to soon launch a new program specifically designed to help agents close more business, with nearly 90% of all agents surveyed stating that they want more from their brokerage. We are confident this new program will have a significant impact for agents looking to get more from their brokerages. As many of you know, Rocket Mortgage recently announced that it is acquiring Redfin, demonstrating once again that consolidation remains a central theme in this industry. We expect to see more deals on the horizon. On our side, in November, we acquired My Home Group, which was an important addition to the Fathom team.

We do plan to continue to pursue strategic opportunities to help us grow and solidify our position in key markets. Before moving on, I want to address our CFO transition. We recently announced the departure of Joanne Zach, who made important contributions to our organization, and we certainly wish her all the best. As of now, I'll be serving as CFO for the next few months, while our finance team continues its high level of performance under the guidance of Vice President Daniel Weinmann. We anticipate beginning a formal search process soon, and in the meantime, we do not expect any disruption or negative impact on our day-to-day financial operations or strategic initiatives. Now, let's review our financial results. Again, fourth quarter total revenue was $91.7 million, a 24% increase year-over-year, compared to $74.1 million for last year's fourth quarter.

The increase in revenue is primarily due to a 26% increase in brokerage revenue, as well as increasing revenues from ancillary businesses. For the 2024 year, total revenue decreased by approximately 3% to $335 million, compared to $345 million in the prior year. Overall revenue was lower in 2024 compared to 2023 due to lower transaction volumes attributed to high home prices, high mortgage rates that made 2024 the worst year for home sales since 1995. Our total gross profit percentage for the fourth quarter of 2024, excluding our sold insurance business, increased to 7.2%, compared to 5.4% for the 2023 fourth quarter. For the 2024 year, excluding our sold insurance business, gross profit percentage increased to 8%, compared to 7% for 2023. Technology and development expenses were approximately $1.8 million for the fourth quarter of 2024, compared to $1.7 million for the fourth quarter of 2023.

For the 2024 year, technology and development expenses increased to $6.6 million, compared to $6.3 million for 2023. The approximate increase of $0.3 million was primarily due to our continued investment in technology platforms, including the build-out of our new revenue share program. General administrative expenses totaled $8.4 million for the 2024 fourth quarter, compared to $10 million for the fourth quarter in 2023. For the full year 2024, general administrative expenses decreased to $33.5 million, compared to $38.7 million for 2023. The decrease is primarily due to the absence of costs related to the sale of our insurance segment business, effective May 3rd of 2024, and cost-cutting initiatives. Marketing activities expenses totaled $1.9 million for the 2024 fourth quarter, compared with $0.9 million for the fourth quarter of 2023. For the 2024 year, marketing expenses increased to $5.8 million, compared to $3.3 million for 2023.

The increase is primarily due to increasing market investments for ancillary businesses. GAAP net loss for the fourth quarter of 2024 totaled $6.2 million, or $0.29 per share, compared with a loss of $8.3 million, or $0.50 per share for the fourth quarter of 2023. The decrease in net loss is primarily due to our cost-savings efforts. GAAP net loss for the full 2024 year was $21.6 million, or a loss of $1.07 per share, compared with a GAAP net loss of $24 million, or a loss of $1.47 per share for the 2023 year. The decrease is primarily due to the absence of costs related to the sale of insurance segment business, effective May 3rd of 2024, and cost-cutting initiatives. Adjusted EBITDA loss and non-GAAP measure for Q4 2024 remain unchanged at $2.9 million compared to Q4 2023.

For the full year 2024, adjusted EBITDA loss is $5.7 million, compared to adjusted EBITDA loss of $4.1 million for 2023, due to lower brokerage revenues, lower margins on mortgages, and higher expenses. Now, I'll spend some time reviewing our business segment results in more detail. Brokerage. We closed approximately 9,903 real estate transactions during the fourth quarter, an increase of 22%, compared to 8,114 transactions during the fourth quarter of 2023. For the full year, we closed approximately 37,000 real estate transactions, about a 2.2% decrease relative to the prior year. We ended the fourth quarter with approximately 14,300 agent licenses, an increase of 21%, compared to 11,795 agents at the end of the prior year.

Revenue for the real estate division is approximately $87.7 million in the fourth quarter, compared to $69.4 million for the same period last year, which represents a 26% increase, primarily attributed to the addition of My Home Group. For the full year, revenue decreased by 3% to $315 million, compared to $325 million in 2023. The decreases were due to a challenging real estate market with high home prices and high mortgage rates. Gross profit margin for our real estate division improved to 5.3% from 4.2% for the fourth quarter of 2024, compared to the fourth quarter of 2023. For the full year, gross profit margin improved to 5.7%, relative to 5.2% the prior year. This increase in margin was largely due to our increase in our agent's annual fee from $600 to $700, and implementing our new high-value property fee commencing on January 1st of 2024.

Adjusted EBITDA loss in the real estate division was approximately $44,000 loss in Q4 of 2024, compared to adjusted EBITDA of $200,000 in Q4 2023. For the full year, adjusted EBITDA income was $3.2 million in 2024, compared to $5.6 million for full year 2023. This was largely due to decreasing transactions in the early part of 2024, to incremental internal charges from the technology division of Fathom Realty and for transaction management and CRM services provided. Our mortgage business generated revenues of $2 million in Q4 of 2024, compared to $1.4 million in Q4 of 2023. Mortgage adjusted EBITDA for Q4 2024 was a loss of $7.7 million, compared to an adjusted EBITDA loss of $0.8 million for the same period last year. For the 2024 year, revenue grew by 49.3% to $10.9 million, compared to $7.3 million in the period prior.

Adjusted EBITDA loss for 2024 improved to $1.5 million, compared to $1.9 million adjusted EBITDA loss in 2023, due to continued strategic cost-cutting measures. Now, let's turn to Verus Title. Verus Title had revenues of $1.3 million for the fourth quarter of 2024, compared to $0.7 million for the fourth quarter of 2023, an increase of 86%. The increase in revenue was driven by organic growth and walkovers. Verus Title adjusted EBITDA for the 2024 fourth quarter was a loss of $0.3 million, compared to an adjusted EBITDA loss of $0.2 million for the fourth quarter of 2023. For the full year 2024, revenue grew by 50% to $4.5 million, compared to $3 million in the previous prior year. Adjusted EBITDA loss for the 2024 improved to $500,000, compared to $600,000 adjusted EBITDA loss in 2023.

Moving to our technology segment, third-party revenues remained relatively constant at $0.8 million in Q4 for 2024 and Q3 of 2023. Adjusted EBITDA for the fourth quarter of $0.2 million, compared to an adjusted EBITDA loss of $0.5 million for the fourth quarter of 2023. For the full 2024 year, revenues stayed relatively flat at $3 million, compared to 2023. We are increasingly building enhancements to our technology platform to better serve our agents and drive revenues. We continue to keenly focus on our balance sheet, given the dynamic real estate market conditions. We ended the quarter with a cash position of $7.1 million, which includes $4.9 million net proceeds from a senior security convertible promissory note issued in November. We did not purchase any shares in the fourth quarter under the stock repurchase plan.

On March 10th, 2025, the company entered into a $3 million securities purchase agreement with certain investors, including two board members, Scott Flanders and Stephen Murray. The offering is expected to close on March 14, 2025, subject to customary closing conditions. We know this past quarter was challenging. While we were pleased by the increase in revenue and gross profit, we recognize that we have much work to do on the EBITDA front. However, we believe that we have a plan that we laid out will help us achieve EBITDA by Q2 of this year. Our strategy for growth, our low cost per transaction, our expanding suite of ancillary services, our upcoming agent-focused program, and our continued focus on profitability should position us well in this ever-evolving market. With that, operator, we are ready to take questions.

Operator (participant)

Thank you. At this time, we will be conducting a question-and-answer session. If you would like to ask a question, please press Star 1 on your telephone keypad. A confirmation tone will indicate your line is in the question queue. You may press Star 2 if you'd like to remove your question from the queue. For participants using speaker equipment, it may be necessary to pick up your handset before pressing the Star keys. One moment, please, while we poll for questions. Once again, please press Star 1 if you have a question or a comment. The first question is from Darren Aftahi with Roth Capital. Please proceed.

Darren Aftahi (Managing Director and Senior Analyst)

Hi, Marco. How are you? Thanks for taking my questions. Just two, if I may.

Can you talk a little bit about how Max and Share commission plans have affected agent recruitment retention since they launched, and then just any measurable improvements in agent satisfaction retention? Hey, there. It's good to hear from you.

Marco Fregenal (CEO)

Thank you for your questions. We're about at, from Fathom Share, really, if you think about a Fathom Max, every new agent is joining Fathom Max, right, or in Fathom Share. What we're seeing is about 5% of our new agents joining Fathom Share and 95% of our agents joining Fathom Max. It's a little early to tell the impact. Q4 didn't really have much impact in revenue from those because as those agents are joining, typically, very few closed transactions in Q4. They will start closing transactions in Q1.

We'll begin to see the impact of the agents joining Fathom Share in Q1, and of course, even more in Q2 and Q3 as we go forward. In terms of retention, we are still seeing a little higher turnover, but 90% of our turnover is still on either zero production agents or agents who have very little production. Not unlike most other companies in the market, I think everyone is seeing turnover a little higher. I think the higher turnover is specifically focused on either zero-producing agents or low-producing agents. We continue to have about 90% of agents leaving Fathom doing zero and one transactions. That percent hasn't changed, but definitely a higher number of low-producing agents leaving the industry.

Darren Aftahi (Managing Director and Senior Analyst)

That's helpful. Thanks. Just one more, if I could.

Can you just talk about any strategic initiatives and programs that are being implemented or will be implemented in 2025 to kind of help accelerate adoption on mortgage and title? Are there any specific challenges outside of just broader market softness and interest rates that are kind of impacting adoption in that space? Thanks.

Marco Fregenal (CEO)

We have seen our mortgage, our ancillary business have really outperformed our real estate brokerage growth, right? Now, mortgage, not so much in Q4, but certainly for the year they have. Title, I believe, again, in Q4, we grew by 86%. We believe that we're going to continue to have a higher growth rate in terms of mortgage and title in 2025. We're doing a lot of work. One of the programs that we are running is called the Ambassador Program. We're already seeing some great results from that.

We have a pilot program that will soon be announced that we believe also will have an increase in the rate of adoption in terms of mortgage and title, more specifically in title than mortgage. We estimate that our growth rate next year in terms of mortgage growth and title growth is going to continue to outpace real estate brokerage growth. As you know, this is going to significantly positively affect gross profit. That is one of the ways that we expect to reach EBITDA positive in Q2. Those are the programs that we have implemented that are already running in 2024, and that is why we have seen that increase, especially for title. Again, we are going to continue to see that increase in 2025 and beyond.

Darren Aftahi (Managing Director and Senior Analyst)

Thanks.

Operator (participant)

If there are any remaining questions, please indicate so by pressing Star 1 on your touchtone phone. We have no further questions in queue. I'd like to turn the floor back to management for any closing remarks.

Marco Fregenal (CEO)

Thank you, all of you, for joining our call today. We appreciate your time. We look forward to continuing to update you as our progress into 2025. As always, I'm available for individual meetings. I hope you guys have a great day, and thank you for joining.

Operator (participant)

This concludes today's conference, and you may disconnect your lines at this time. Thank you for your participation.