Rocket Companies Announces Third Quarter 2025 Results
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- Generated Q3'25 total revenue, net of
$1.61 billion and adjusted revenue of$1.78 billion . Adjusted revenue came in above the high end of our guidance range - Reported Q3'25 GAAP net loss of
$124 million and adjusted net income of$158 million - Delivered Q3'25 adjusted EBITDA of
$349 million
RKT) is a Detroit-based fintech platform company including mortgage, real estate and personal finance businesses: Rocket Mortgage, Redfin, Rocket Homes, Rocket Close, Rocket Money and Rocket Loans. (PRNewsfoto/Rocket Companies)" alt="Founded in 1985, Rocket Companies (NYSE: RKT) is a Detroit-based fintech platform company including mortgage, real estate and personal finance businesses: Rocket Mortgage, Redfin, Rocket Homes, Rocket Close, Rocket Money and Rocket Loans. (PRNewsfoto/Rocket Companies)" />
"Rocket delivered a standout quarter, balancing short and long term execution in a category of one. I am very proud of the Rocket team for surpassing the high end of our adjusted revenue guidance range, accelerating Redfin momentum and closing the Mr. Cooper transaction—the largest independent mortgage company deal in history," said
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Third Quarter 2025 Financial Summary (1) |
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($ in millions, except per share amounts) |
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Q3 -25 |
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Q3 -24 |
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YTD 25 |
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YTD 24 |
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(Unaudited) |
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(Unaudited) |
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Total revenue, net |
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$ 1,605 |
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$ 647 |
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$ 4,003 |
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$ 3,331 |
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Total expenses |
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$ 1,789 |
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$ 1,144 |
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$ 4,386 |
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$ 3,338 |
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GAAP net loss |
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$ (124) |
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$ (481) |
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$ (302) |
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$ (13) |
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Adjusted revenue |
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$ 1,783 |
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$ 1,323 |
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$ 4,419 |
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$ 3,714 |
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Adjusted net income |
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$ 158 |
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$ 166 |
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$ 313 |
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$ 371 |
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Adjusted EBITDA |
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$ 349 |
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$ 286 |
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$ 690 |
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$ 685 |
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GAAP diluted loss per share |
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$ (0.06) |
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$ (0.19) |
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$ (0.17) |
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$ (0.03) |
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Adjusted diluted earnings per share |
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$ 0.07 |
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$ 0.08 |
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$ 0.15 |
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$ 0.19 |
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($ in millions) |
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Q3 -25 |
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Q3 -24 |
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YTD 25 |
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YTD 24 |
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Select Metrics |
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(Unaudited) |
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(Unaudited) |
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Mortgage closed loan origination volume |
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$ 32,413 |
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$ 28,496 |
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$ 83,053 |
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$ 73,363 |
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Gain on sale margin |
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2.80 % |
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2.78 % |
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2.83 % |
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2.94 % |
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Net rate lock volume |
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$ 35,829 |
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$ 29,835 |
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$ 90,374 |
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$ 77,247 |
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(1) "GAAP" stands for Generally Accepted Accounting Principles in the |
Third Quarter 2025 Financial Highlights
During the third quarter of 2025:
- Generated total revenue, net of
$1.61 billion and GAAP net loss of$124 million . Generated total adjusted revenue of$1.78 billion and adjusted net income of$158 million . - Generated
$35.8 billion in net mortgage rate lock volume, a 20% increase compared to the same period of the prior year. - Generated
$32.4 billion in closed mortgage loan origination volume, a 14% increase compared to the same period of the prior year. - Gain on sale margin was 2.80%, an increase of 2 bps compared to the same period of the prior year.
- Total liquidity was
$9.3 billion , as ofSeptember 30, 2025 , which includes$5.8 billion of cash on the balance sheet,$0.4 billion of corporate cash used to self-fund loan originations,$1.1 billion of undrawn lines of credit, and$2.0 billion of undrawn MSR lines of credit. The$5.8 billion of cash on the balance sheet includes$4.0 billion of prefunding debt related to the Mr. Cooper transaction. Subsequent to the quarter onOctober 1 ,Mr. Cooper legacy debt was retired. - Servicing portfolio unpaid principal balance, which includes acquired and subserviced loans, was
$613 billion or 2.9 million loans serviced as ofSeptember 30, 2025 . The portfolio generates approximately$1.7 billion of recurring servicing fee income on an annualized basis.
Company Highlights
- On
October 1 , the Company completed an all-stock acquisition of Mr. Cooper Group, Inc. ("Mr. Cooper "). Under the agreement, eachMr. Cooper share was exchanged for 11 shares of Rocket Companies Class A common stock, increasing Rocket's Class A float to 35%. Founded in 1994,Mr. Cooper is the largest home loan servicer inthe United States , focused on delivering a variety of servicing and lending products, services and technologies. - On
October 1 ,Jay Bray joined Rocket Mortgage as President and CEO.Mr. Bray brings more than 30 years of experience in the mortgage servicing and originations industry. Prior to Rocket Mortgage,Mr. Bray ledMr. Cooper as Chairman and CEO, where he played a key role in the growth of the company's servicing portfolio to become the largest in the industry.Mr. Bray reports toVarun Krishna , CEO of Rocket Companies, the parent company of Rocket Mortgage. - In Q3, Rocket Mortgage released the AI-powered Pipeline Manager Agent, a tool that enables our loan officers to identify and prioritize the right leads. Our loan officers also leverage our AI communications platform to craft hyper-personalized text messages to clients. During the September refinance wave, our refinance loan officers—the first to leverage these tools—saw a 9 percentage point increase in client follow-ups, a double-digit lift in both daily credit pulls and refinance application conversions, and contributed to an incremental increase in rate lock volume.
- In Q3, Rocket Mortgage launched the Purchase Agreement AI Agent, automating the complex, county-specific review of purchase agreements. This automation reduces processing time by 80% while achieving accuracy that exceeds the legacy review process and is projected to save more than 150,000 team member hours annually.
- In Q3, Rocket Mortgage launched the Rocket Pro Underwriting AI Agent to give mortgage broker partners faster decisioning. The agent automates document verification, e-signature compliance checks, regulatory eligibility reviews, and generates detailed task summaries. Tasks that previously took over four hours now take less than 15 minutes.
- On
September 30 ,Rocket Pro hosted over 600 mortgage broker partners at the Rocket Pro Experience (RPX) in downtownDetroit . At the event, the company announced 10 broker partner commitments with foundational tenets of transparency, choice, and empowerment—to help brokers thrive through partnership withRocket Pro . Several new tools were also unveiled: Rocket Pro Navigate, an AI platform for sales coaching and client communications; Rocket Pro Assist, an AI-driven support resource for instant loan inquiries; and BrokerNearMe.com, a consumer portal connecting borrowers with local mortgage brokers. - On
October 16 , Rocket Mortgage raised its conforming loan limit to$825,550 for single family homes across 48 states. The higher limit applies to our direct to consumer,Rocket Pro partner network, andMr. Cooper Correspondent Partner channels, further expanding access to conventional mortgage financing. - On
October 1 , upon closing of the Mr. Cooper acquisition, Rocket Companies redeemed Nationstar Mortgage Holdings Inc.'s ("Nationstar") 5.000% senior notes due 2026, 6.000% senior notes due 2027, and 5.500% senior notes due 2028. The Company also completed cash tender offers and consent solicitations, conducted in connection with the acquisition ofMr. Cooper , for Nationstar's 5.125% senior notes due 2030, and 5.750% senior notes due 2031, as well as exchange offers and consent solicitations for Nationstar's 6.500% senior notes due 2029 and 7.125% senior notes due 2032. Collectively, these actions simplify and align the combined company's capital structure, reduce outstanding legacy debt, and enhance financial flexibility. - In September, Rocket Community Fund announced a
$500,000 investment in Year Up United, a nationally recognized workforce development organization connecting young adults without four-year college degrees to in-demand careers, underscoring its commitment to expanding access to economic opportunity for Detroiters.
Fourth Quarter 2025 Outlook (2)
In Q4 2025, we expect adjusted revenue between
This outlook incorporates a full quarter of consolidated financial results from Redfin and
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(2) Please see the section of this document titled "Non-GAAP Financial Measures" for more information. |
Segments
Direct to Consumer
In the Direct to Consumer segment, clients have the ability to interact with Rocket Mortgage digitally and/or with the Company's mortgage bankers. The Company markets to potential clients in this segment through various brand campaigns and performance marketing channels. The Direct to Consumer segment derives revenue from originating, closing, selling and servicing predominantly agency-conforming loans, which are pooled and sold to the secondary market. The segment also includes title and settlement services and appraisal management, complementing the Company's end-to-end mortgage origination experience. Servicing activities are fully allocated to the Direct to Consumer segment and are viewed as an extension of the client experience. Servicing enables Rocket Mortgage to establish and maintain long term relationships with our clients, through multiple touchpoints at regular engagement intervals.
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DIRECT TO CONSUMER (3) |
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($ in millions) |
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Q3-25 |
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Q3-24 |
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YTD 25 |
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YTD 24 |
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(Unaudited) |
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(Unaudited) |
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Sold loan volume |
$ 17,139 |
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$ 14,006 |
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$ 42,559 |
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$ 36,087 |
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Sold loan gain on sale margin |
4.35 % |
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4.10 % |
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4.45 % |
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4.16 % |
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Total revenue, net |
$ 975 |
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$ 331 |
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$ 2,763 |
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$ 2,406 |
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Adjusted revenue |
$ 1,153 |
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$ 1,007 |
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$ 3,180 |
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$ 2,789 |
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Contribution margin |
$ 469 |
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$ 456 |
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$ 1,243 |
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$ 1,174 |
Partner Network
The Rocket Professional platform supports our Partner Network segment, where we leverage our superior client service and widely recognized brand to grow marketing and influencer relationships and our mortgage broker partnerships through
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PARTNER NETWORK (3) |
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($ in millions) |
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Q3-25 |
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Q3-24 |
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YTD 25 |
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YTD 24 |
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(Unaudited) |
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(Unaudited) |
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Sold loan volume |
$ 13,671 |
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$ 12,405 |
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$ 36,286 |
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$ 31,470 |
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Sold loan gain on sale margin |
1.11 % |
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1.47 % |
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1.11 % |
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1.53 % |
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Total revenue, net |
$ 168 |
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$ 177 |
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$ 429 |
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$ 535 |
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Adjusted revenue |
$ 168 |
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$ 177 |
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$ 429 |
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$ 535 |
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Contribution margin |
$ 96 |
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$ 112 |
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$ 236 |
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$ 353 |
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(3) We measure the performance of the Direct to Consumer and Partner Network segments primarily on a contribution margin basis. Contribution margin is intended to measure the direct profitability of each segment and is calculated as Adjusted revenue less directly attributable expenses. Directly attributable expenses include salaries, commissions and team member benefits, general and administrative expenses, marketing and advertising expenses and other expenses, such as mortgage servicing related expenses and expenses generated from |
Balance Sheet and Liquidity
Total available cash was
Additionally, we have access to
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BALANCE SHEET HIGHLIGHTS |
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($ in millions) |
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(Unaudited) |
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Cash and cash equivalents |
$ 5,836 |
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$ 1,273 |
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Mortgage servicing rights, at fair value |
7,364 |
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7,633 |
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Funding facilities |
10,523 |
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6,708 |
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Other financing facilities and debt |
8,592 |
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4,132 |
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Total equity |
8,851 |
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9,043 |
Third Quarter Earnings Call
Rocket Companies will host a live conference call at
A replay of the webcast will be available on the Investor Relations site following the conclusion of the event.
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Condensed Consolidated Statements of Income (Loss) |
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($ In Thousands, Except Per Share Amounts) |
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Three Months Ended |
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Nine Months Ended |
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2025 |
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2024 |
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2025 |
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2024 |
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(Unaudited) |
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(Unaudited) |
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Revenue |
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Gain on sale of loans |
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Gain on sale of loans excluding fair value of |
$ 641,721 |
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$ 506,688 |
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$ 1,621,295 |
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$ 1,396,128 |
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Fair value of originated MSRs |
385,692 |
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337,702 |
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993,644 |
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906,044 |
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Gain on sale of loans, net |
1,027,413 |
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844,390 |
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2,614,939 |
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2,302,172 |
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Loan servicing (loss) income |
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Servicing fee income |
413,138 |
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373,796 |
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1,215,111 |
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1,074,219 |
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Change in fair value of MSRs |
(479,602) |
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(878,311) |
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(1,127,672) |
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(934,744) |
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Loan servicing (loss) income, net |
(66,464) |
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(504,515) |
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87,439 |
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139,475 |
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Interest income |
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Interest income |
126,459 |
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108,566 |
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342,051 |
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309,961 |
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Interest expense on funding facilities |
(90,778) |
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(101,820) |
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(245,696) |
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(234,556) |
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Interest income, net |
35,681 |
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6,746 |
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96,355 |
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75,405 |
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Other income |
608,654 |
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300,327 |
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1,204,066 |
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814,334 |
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Total revenue, net |
1,605,284 |
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646,948 |
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4,002,799 |
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3,331,386 |
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Expenses |
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Salaries, commissions and team member benefits |
874,774 |
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607,526 |
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2,107,841 |
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1,702,042 |
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General and administrative expenses |
354,554 |
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221,074 |
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902,790 |
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690,691 |
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Marketing and advertising expenses |
274,273 |
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200,528 |
|
825,946 |
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617,761 |
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Depreciation and amortization |
78,340 |
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28,607 |
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132,776 |
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83,633 |
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Interest and amortization expense on non- |
137,195 |
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38,620 |
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233,200 |
|
115,349 |
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Other expenses |
70,344 |
|
47,912 |
|
183,283 |
|
128,817 |
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Total expenses |
1,789,480 |
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1,144,267 |
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4,385,836 |
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3,338,293 |
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Loss before income taxes |
(184,196) |
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(497,319) |
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(383,037) |
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(6,907) |
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Benefit from (provision for) income taxes |
60,342 |
|
15,895 |
|
80,826 |
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(5,878) |
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Net loss |
(123,854) |
|
(481,424) |
|
(302,211) |
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(12,785) |
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Net loss attributable to non-controlling interest |
— |
|
459,413 |
|
166,189 |
|
8,284 |
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Net loss attributable to Rocket Companies |
$ (123,854) |
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$ (22,011) |
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$ (136,022) |
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$ (4,501) |
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Loss per share of Participating Common Stock |
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Basic |
$ (0.06) |
|
$ (0.16) |
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$ (0.17) |
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$ (0.03) |
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Diluted |
$ (0.06) |
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$ (0.19) |
|
$ (0.17) |
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$ (0.03) |
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Weighted average shares outstanding |
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Basic |
2,106,227,188 |
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141,763,221 |
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815,634,892 |
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139,475,981 |
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Diluted |
2,106,227,188 |
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2,003,296,515 |
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815,634,892 |
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139,475,981 |
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Condensed Consolidated Balance Sheets |
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($ In Thousands) |
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Assets |
(Unaudited) |
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Cash and cash equivalents |
$ 5,836,104 |
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$ 1,272,853 |
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Restricted cash |
21,036 |
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16,468 |
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Mortgage loans held for sale, at fair value |
11,657,795 |
|
9,020,176 |
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Derivative assets, at fair value |
329,559 |
|
192,433 |
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Mortgage servicing rights ("MSRs"), at fair value |
7,364,129 |
|
7,633,371 |
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Notes receivable and due from affiliates |
17,433 |
|
14,245 |
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Property and equipment, net |
201,282 |
|
213,848 |
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Deferred tax asset, net |
11,800 |
|
521,824 |
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Lease right of use assets |
260,056 |
|
281,770 |
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Loans subject to repurchase right from |
2,842,715 |
|
2,785,146 |
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Goodwill and intangible assets, net |
3,282,853 |
|
1,227,517 |
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Other assets |
1,751,366 |
|
1,330,412 |
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Total assets |
$ 33,576,128 |
|
$ 24,510,063 |
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Liabilities and equity |
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Liabilities |
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Funding facilities |
$ 10,523,088 |
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$ 6,708,186 |
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Other financing facilities and debt: |
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Senior Notes, net |
8,537,628 |
|
4,038,926 |
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Early buy out facility |
54,589 |
|
92,949 |
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Accounts payable |
297,536 |
|
181,713 |
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Lease liabilities |
294,662 |
|
319,296 |
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Derivative liabilities, at fair value |
65,211 |
|
11,209 |
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Investor reserves |
98,725 |
|
99,998 |
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Notes payable and due to affiliates |
2,839 |
|
31,280 |
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Tax receivable agreement liability |
590,490 |
|
581,183 |
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Loans subject to repurchase right from |
2,842,715 |
|
2,785,146 |
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Deferred tax liability |
551,869 |
|
17,445 |
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Other liabilities |
865,313 |
|
599,352 |
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Total liabilities |
$ 24,724,665 |
|
$ 15,466,683 |
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Equity |
|
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Preferred stock |
$ — |
|
$ — |
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Class A common stock |
2 |
|
1 |
|
Class B common stock |
— |
|
— |
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Class C common stock |
— |
|
— |
|
Class D common stock |
— |
|
19 |
|
Class L common stock |
19 |
|
— |
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Additional paid-in capital |
8,797,962 |
|
389,695 |
|
Retained earnings |
55,199 |
|
312,834 |
|
Accumulated other comprehensive loss |
(1,719) |
|
(48) |
|
Non-controlling interest |
— |
|
8,340,879 |
|
Total equity |
8,851,463 |
|
9,043,380 |
|
Total liabilities and equity |
$ 33,576,128 |
|
$ 24,510,063 |
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Summary Segment Results for the Three and Nine Months Ended |
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($ in millions) |
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(Unaudited) |
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Three Months Ended |
Direct to Consumer |
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Partner Network |
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Segments Total |
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All Other |
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Total |
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Total U.S. GAAP Revenue, net |
$ 975 |
|
$ 168 |
|
$ 1,143 |
|
$ 462 |
|
$ 1,605 |
|
Change in fair value of MSRs due to valuation |
177 |
|
— |
|
177 |
|
— |
|
177 |
|
Adjusted revenue |
$ 1,153 |
|
$ 168 |
|
$ 1,320 |
|
$ 463 |
|
$ 1,783 |
|
Less: Directly attributable expenses |
684 |
|
72 |
|
755 |
|
279 |
|
1,034 |
|
Contribution margin (1) |
$ 469 |
|
$ 96 |
|
$ 565 |
|
$ 184 |
|
$ 748 |
|
|
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Three Months Ended |
Direct to |
|
Partner |
|
Segments Total |
|
All Other |
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Total |
|
Total U.S. GAAP Revenue, net |
$ 331 |
|
$ 177 |
|
$ 508 |
|
$ 139 |
|
$ 647 |
|
Change in fair value of MSRs due to valuation |
676 |
|
— |
|
676 |
|
— |
|
676 |
|
Adjusted revenue |
$ 1,007 |
|
$ 177 |
|
$ 1,184 |
|
$ 139 |
|
$ 1,323 |
|
Less: Directly attributable expenses |
551 |
|
65 |
|
616 |
|
85 |
|
701 |
|
Contribution margin (1) |
$ 456 |
|
$ 112 |
|
$ 568 |
|
$ 53 |
|
$ 622 |
|
|
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Nine Months Ended
|
Direct to |
|
Partner |
|
Segments |
|
All Other |
|
Total |
|
Total |
$ 2,763 |
|
$ 429 |
|
$ 3,193 |
|
$ 810 |
|
$ 4,003 |
|
Change in fair value of MSRs due to valuation |
416 |
|
— |
|
416 |
|
— |
|
416 |
|
Adjusted revenue |
$ 3,180 |
|
$ 429 |
|
$ 3,609 |
|
$ 810 |
|
$ 4,419 |
|
Less: Directly attributable expenses |
1,937 |
|
193 |
|
2,130 |
|
518 |
|
2,648 |
|
Contribution margin (1) |
$ 1,243 |
|
$ 236 |
|
$ 1,479 |
|
$ 292 |
|
$ 1,771 |
|
|
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|
Nine Months Ended
|
Direct to |
|
Partner |
|
Segments |
|
All Other |
|
Total |
|
Total |
$ 2,406 |
|
$ 535 |
|
$ 2,941 |
|
$ 390 |
|
$ 3,331 |
|
Change in fair value of MSRs due to valuation |
383 |
|
— |
|
383 |
|
— |
|
383 |
|
Adjusted revenue |
$ 2,789 |
|
$ 535 |
|
$ 3,324 |
|
$ 390 |
|
$ 3,714 |
|
Less: Directly attributable expenses |
1,615 |
|
182 |
|
1,797 |
|
263 |
|
2,060 |
|
Contribution margin (1) |
$ 1,174 |
|
$ 353 |
|
$ 1,527 |
|
$ 127 |
|
$ 1,654 |
|
|
|
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(1) |
We measure the performance of the segments primarily on a contribution margin basis. Contribution margin is intended to measure the direct profitability of each segment and is calculated as Adjusted revenue less directly attributable expenses. Adjusted revenue is a non-GAAP financial measure described below. Directly attributable expenses include salaries, commissions and team member benefits, general and administrative expenses, marketing and advertising expenses and other expenses, such as mortgage servicing related expenses and expenses generated from |
|
GAAP to Non-GAAP Reconciliations |
|||||||
|
|
|||||||
|
Adjusted Revenue Reconciliation |
|||||||
|
($ in millions) |
|||||||
|
|
|||||||
|
|
Three Months Ended |
|
Nine Months Ended |
||||
|
|
2025 |
|
2024 |
|
2025 |
|
2024 |
|
|
(Unaudited) |
|
(Unaudited) |
||||
|
Total revenue, net |
$ 1,605 |
|
$ 647 |
|
$ 4,003 |
|
$ 3,331 |
|
Change in fair value of MSRs due to valuation |
177 |
|
676 |
|
416 |
|
383 |
|
Adjusted revenue |
$ 1,783 |
|
$ 1,323 |
|
$ 4,419 |
|
$ 3,714 |
|
|
|
|
(1) |
Reflects changes in market interest rates and assumptions, including discount rates and prepayment speeds, gains or losses on sales of MSRs during the period and the effects of contractual prepayment protection associated with sales or purchases of MSRs. |
|
Adjusted Net Income Reconciliation |
|||||||
|
($ in millions) |
|||||||
|
|
|||||||
|
|
Three Months Ended |
Nine Months Ended |
|||||
|
|
2025 |
|
2024 |
|
2025 |
|
2024 |
|
|
(Unaudited) |
(Unaudited) |
|||||
|
Net loss attributable to Rocket Companies |
$ (124) |
|
$ (22) |
|
$ (136) |
|
$ (5) |
|
Net loss impact from pro forma conversion of |
— |
|
(459) |
|
(166) |
|
(7) |
|
Adjustment to the (provision for) benefit from |
(15) |
|
105 |
|
14 |
|
7 |
|
Tax-effected net loss (2) |
(139) |
|
(376) |
|
(288) |
|
(5) |
|
Share-based compensation expense (3) |
69 |
|
40 |
|
160 |
|
110 |
|
Change in fair value of MSRs due to |
177 |
|
676 |
|
416 |
|
383 |
|
Acquisition-related expenses (5) |
96 |
|
— |
|
158 |
|
— |
|
Amortization of acquired intangible assets (6) |
49 |
|
— |
|
49 |
|
— |
|
Change in Tax receivable agreement liability (7) |
2 |
|
— |
|
10 |
|
— |
|
Tax impact of adjustments (8) |
(97) |
|
(175) |
|
(196) |
|
(120) |
|
Other tax adjustments (9) |
1 |
|
1 |
|
3 |
|
3 |
|
Adjusted net income |
$ 158 |
|
$ 166 |
|
$ 313 |
|
$ 371 |
|
|
|
|
(1) |
Reflects net income (loss) to Class A common shares from pro forma exchange and conversion of corresponding shares of our Class D common shares held by non-controlling interest holders during the periods ended |
|
|
|
|
(2) |
Rocket Companies is subject to |
|
|
|
|
(3) |
The three and nine months ended |
|
|
|
|
(4) |
Reflects changes in market interest rates and assumptions, including discount rates and prepayment speeds, gains or losses on sales of MSRs during the period and the effects of contractual prepayment protection associated with sales or purchases of MSRs. |
|
|
|
|
(5) |
Primarily consists of transaction costs associated with the acquisitions and Up-C Collapse, such as professional service fees (including integration costs), debt financing fees related to the Bridge Facility, and severance expense (including accelerated share-based compensation). |
|
|
|
|
(6) |
Reflects amortization of intangible assets related to the Redfin acquisition. |
|
|
|
|
(7) |
Reflects changes in estimates of tax rates and other variables of the Tax receivable agreement liability. |
|
|
|
|
(8) |
Tax impact of adjustments gives effect to the income tax related to share-based compensation expense, change in fair value of MSRs due to valuation assumptions (net of hedges), acquisition-related expenses and the change in Tax receivable agreement liability, at the effective tax rates for each period. |
|
|
|
|
(9) |
Represents tax benefits due to the amortization of intangible assets and other tax attributes resulting from the historical purchases of Holdings Units, net of payment obligations under Tax Receivable Agreement. |
|
Adjusted Diluted Weighted Average Shares Outstanding Reconciliation |
|||||||
|
($ in millions, except per share amounts) |
|||||||
|
|
|||||||
|
|
Three Months Ended |
|
Nine Months Ended |
||||
|
|
2025 |
|
2024 |
|
2025 |
|
2024 |
|
|
(Unaudited) |
|
(Unaudited) |
||||
|
Diluted weighted average Participating Common Stock |
2,106,227,188 |
|
2,003,296,515 |
|
815,634,892 |
|
139,475,981 |
|
Assumed pro forma conversion of Class D shares (1) |
— |
|
— |
|
1,219,041,417 |
|
1,848,879,483 |
|
Adjusted diluted weighted average shares outstanding |
2,106,227,188 |
|
2,003,296,515 |
|
2,034,676,309 |
|
1,988,355,464 |
|
|
|
|
|
|
|
|
|
|
Adjusted net income |
$ 158 |
|
$ 166 |
|
$ 313 |
|
$ 371 |
|
Adjusted diluted earnings per share |
$ 0.07 |
|
$ 0.08 |
|
$ 0.15 |
|
$ 0.19 |
|
|
|
|
(1) |
Reflects the pro forma exchange and conversion of anti-dilutive Class D common shares to Class A common shares. For the nine months ended |
|
Adjusted EBITDA Reconciliation |
|||||||
|
($ in millions) |
|||||||
|
|
|||||||
|
|
Three Months Ended |
|
Nine Months Ended |
||||
|
|
2025 |
|
2024 |
|
2025 |
|
2024 |
|
|
(Unaudited) |
|
(Unaudited) |
||||
|
Net loss |
$ (124) |
|
$ (481) |
|
$ (302) |
|
$ (13) |
|
Interest and amortization expense on non- |
111 |
|
39 |
|
195 |
|
115 |
|
(Benefit from) provision for income taxes |
(60) |
|
(16) |
|
(81) |
|
6 |
|
Depreciation and amortization (2) |
30 |
|
29 |
|
84 |
|
84 |
|
Share-based compensation expense (3) |
69 |
|
40 |
|
160 |
|
110 |
|
Change in fair value of MSRs due to valuation |
177 |
|
676 |
|
416 |
|
383 |
|
Acquisition-related expenses (1)(5) |
96 |
|
— |
|
158 |
|
— |
|
Amortization of acquired intangible assets (6) |
49 |
|
— |
|
49 |
|
— |
|
Change in Tax receivable agreement liability (7) |
2 |
|
— |
|
10 |
|
— |
|
Adjusted EBITDA |
$ 349 |
|
$ 286 |
|
$ 690 |
|
$ 685 |
|
|
|
|
(1) |
Debt financing fees related to the Bridge Facility are a nonrecurring acquisition-related expense impacting the 2025 periods, and therefore excluded from Interest and amortization expense on non-funding debt, and included as Acquisition-related expenses. |
|
|
|
|
(2) |
The three and nine months ended |
|
|
|
|
(3) |
The three and nine months ended |
|
|
|
|
(4) |
Reflects changes in market interest rates and assumptions, including discount rates and prepayment speeds, gains or losses on sales of MSRs during the period and the effects of contractual prepayment protection associated with sales or purchases of MSRs. |
|
|
|
|
(5) |
Primarily consists of transaction costs associated with the acquisitions and Up-C Collapse, such as professional service fees (including integration costs), debt financing fees related to the Bridge Facility, and severance expense (including accelerated share-based compensation). |
|
|
|
|
(6) |
Reflects amortization of intangible assets related to the Redfin acquisition. |
|
|
|
|
(7) |
Reflects changes in estimates of tax rates and other variables of the Tax receivable agreement liability. |
Non-GAAP Financial Measures
To provide investors with information in addition to our results as determined by GAAP, we disclose Adjusted revenue, Adjusted net income, Adjusted diluted earnings per share and Adjusted EBITDA (collectively "our non-GAAP financial measures") as non-GAAP measures which management believes provide useful information to investors. We believe that the presentation of our non-GAAP financial measures provides useful information to investors regarding our results of operations because each measure assists both investors and management in analyzing and benchmarking the performance and value of our business. Our non-GAAP financial measures are not calculated in accordance with GAAP and should not be considered as a substitute for revenue, Net loss, or any other operating performance measure calculated in accordance with GAAP. Other companies may define our non-GAAP financial measures differently, and as a result, our measures of our non-GAAP financial measures may not be directly comparable to those of other companies. Our non-GAAP financial measures provide indicators of performance that are not affected by fluctuations in certain costs or other items. Accordingly, management believes that these measurements are useful for comparing general operating performance from period to period, and management relies on these measures for planning and forecasting of future periods. Additionally, these measures allow management to compare our results with those of other companies that have different financing and capital structures.
We define "Adjusted revenue" as total revenues net of the change in fair value of mortgage servicing rights ("MSRs") due to valuation assumptions (net of hedges). We define "Adjusted net income" as tax-effected Net loss before share-based compensation expense, the change in fair value of MSRs due to valuation assumptions (net of hedges), acquisition-related expenses, amortization of acquired intangible assets, the change in Tax receivable agreement liability and the tax effects of those adjustments as applicable. We define "Adjusted diluted earnings per share" as Adjusted net income divided by the adjusted diluted weighted average shares outstanding which includes diluted weighted average Participating Common Stock and the assumed pro forma exchange and conversion of Class D common stock outstanding for the applicable period presented. We define "Adjusted EBITDA" as Net loss before interest and amortization expense on non-funding debt, (benefit from) provision for income taxes, depreciation and amortization, share-based compensation expense, change in fair value of MSRs due to valuation assumptions (net of hedges), acquisition-related expenses, amortization of acquired intangible assets and the change in Tax receivable agreement liability.
We exclude from each of our non-GAAP financial measures the change in fair value of MSRs due to valuation assumptions (net of hedges), as this represents a non-cash non-realized adjustment to our total revenues, reflecting changes in market interest rates and assumptions, including discount rates and prepayment speeds, which are not indicative of our performance or results of operation. We also exclude gains or losses on sales of MSRs during the period and effects of contractual prepayment protection associated with sales of MSRs. Further, we exclude the amortization of intangible assets recognized from the Redfin acquisition from Adjusted net income and Adjusted EBITDA. The Redfin intangible assets were recorded as part of purchase accounting and the related amortization recorded over their useful lives represents a fixed non-cash expense that is not indicative of our ongoing performance or results of operations. Adjusted EBITDA includes Interest expense on funding facilities, which are recorded as a component of Interest income, net, as these expenses are a direct cost driven by loan origination volume. By contrast, interest and amortization expense on non-funding debt is a function of our capital structure and is therefore excluded from Adjusted EBITDA.
Our definitions of each of our non-GAAP financial measures allow us to add back certain cash and non-cash charges, and deduct certain gains that are included in calculating Total revenue, net, Net loss attributable to Rocket Companies or Net loss. However, these expenses and gains vary greatly, and are difficult to predict. From time to time in the future, we may include or exclude other items if we believe that doing so is consistent with the goal of providing useful information to investors.
Although we use our non-GAAP financial measures to assess the performance of our business, such use is limited because they do not include certain material costs necessary to operate our business. Our non-GAAP financial measures can represent the effect of long-term strategies as opposed to short-term results. Our presentation of our non-GAAP financial measures should not be construed as an indication that our future results will be unaffected by unusual or nonrecurring items. Our non-GAAP financial measures have limitations as analytical tools, and you should not consider them in isolation or as a substitute for analysis of our results as reported under
For financial outlook information, the Company is not providing a quantitative reconciliation of adjusted revenue to the most directly comparable GAAP measure because the GAAP measure cannot be reliably estimated and the reconciliation cannot be performed without unreasonable effort due to their dependence on future uncertainties and adjusting items that the Company cannot reasonably predict at this time but which may be material.
As of
Forward Looking Statements
Some of the statements contained in this document are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Any statements in this document that are not historical or current facts are forward-looking statements. These forward-looking statements reflect our views with respect to future events as of the date of this document. All such forward-looking statements are subject to risks and uncertainties, including, but not limited to, the risk factors that are described under the section titled "Risk Factors" in our Annual Report on Form 10-K and other filings with the Securities and Exchange Commission, any of which could cause future events or results to be materially different from those stated or implied in this document. We expressly disclaim any obligation to publicly update or review any forward-looking statements, whether as a result of new information, future developments or otherwise, except as required by applicable law.
About Rocket Companies
Founded in 1985, Rocket Companies (NYSE: RKT) is a
With insights from more than 160 million calls with clients each year, 30 petabytes of data and a mission to Help Everyone Home, Rocket Companies is well positioned to be the destination for AI-fueled homeownership. Known for providing exceptional client experiences, J.D. Power has ranked Rocket Mortgage #1 in client satisfaction for primary mortgage origination and mortgage servicing a total of 23 times – the most of any mortgage lender.
For more information, please visit our Corporate Website or Investor Relations Website.
View original content to download multimedia:https://www.prnewswire.com/news-releases/rocket-companies-announces-third-quarter-2025-results-302600222.html
SOURCE Rocket Companies, Inc.
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