PRESS RELEASE DETAIL


Jul 24, 2018

CoStar Group Second Quarter 2018 Revenue Grows 25% Year-over-Year, Net Income Grows 98%, Company Raises Full-Year Revenue and Earnings Guidance

"We had an exceptional second quarter of 2018 as we delivered excellent revenue growth, strong margin expansion and continued positive momentum in net bookings," said Andrew C. Florance, Founder and Chief Executive Officer of CoStar Group. "In June 2018, we generated our first-ever $100 million revenue month and are now operating at a $1.2 billion annual revenue run rate. In the second quarter of 2018, CoStar Suite revenue growth was an impressive 18% compared to the second quarter of 2017 as we continue to successfully convert LoopNet information users to CoStar."

Company-wide net new bookings were $45 million in the second quarter of 2018, an increase of 23% year-over-year. The Commercial Property and Land marketplaces had their best sales quarter ever in the second quarter of 2018 with a year-over-year increase of 105%, which featured significant sales of LoopNet Premium Lister and Power Ads on LoopNet.com.

"In Multifamily, we continue to expand our leadership position in unique visitors, visits, leads and revenue," stated Florance. "I am very pleased with the progress of our integration of ForRent into the Apartments.com network. In June, our unified multifamily sales organization produced our best sales month ever. Since the acquisition, we have successfully signed up over 4,100 ForRent properties to our combined network and expect to complete the process of moving ForRent properties to the combined network later this year. Our emphasis on providing outstanding client service along with our superior network performance resulted in the reduction of average monthly cancels of ForRent by almost 35% since we integrated the sales force in May versus the monthly average in 2017. We expect to complete the ForRent integration in half the time we initially projected and deliver on our expected 45-55% margin goal for this acquisition."

Year 2017-2018 Quarterly Results - Unaudited

(in millions, except per share data)



2017


2018


Q1

Q2

Q3

Q4


Q1

Q2









Revenues

$

227


$

237


$

248


$

254



$

274


$

297


Net income

22


22


34


44



52


44


Net income per share - diluted

0.68


0.68


1.04


1.22



1.44


1.20


Weighted average outstanding shares - diluted

32.6


32.7


32.8


36.1



36.4


36.5










EBITDA

55


44


73


66



70


64


Adjusted EBITDA

64


54


84


78



84


85


Non-GAAP net income

34


28


46


45



60


60


Non-GAAP net income per share - diluted

1.05


0.86


1.41


1.25



1.65


1.66




 

Multifamily revenue for the second quarter of 2018 increased 54% to $105 million versus $68 million in the second quarter of 2017. Revenue by services can be found within the tables included in this release.

EBITDA in the second quarter of 2018 was $64 million, compared to $44 million in the second quarter of 2017, an increase of 47%. Adjusted EBITDA (which excludes stock-based compensation, acquisition-related costs and other items as described below) was $85 million for the second quarter of 2018, an increase of 57% over adjusted EBITDA for the second quarter of 2017. Adjusted EBITDA margin for the second quarter of 2018 was 29%, an increase of almost 600 basis points compared to the second quarter of 2017.

As of June 30, 2018, the Company had approximately $976 million in cash, cash equivalents and long-term investments, and no outstanding debt.

2018 Outlook
"Given our strong revenue and profit performance in the first half of the year, we are once again raising our guidance for the full year of 2018," stated Scott Wheeler, Chief Financial Officer of CoStar Group. "With only six months left in 2018, we are confident we will meet or exceed our goal of 40% adjusted EBITDA margin for the fourth quarter of 2018."

The Company expects revenue in the range of $1.180 billion to $1.192 billion for the full year of 2018, an increase of $4 million to the prior midpoint and reflecting revenue growth of 23% at the midpoint of the range. We expect revenue for the third quarter of 2018 in the range of $304 million to $307 million, representing revenue growth of 23% over the third quarter of 2017 at the midpoint of the range.

The Company expects adjusted EBITDA in a range of $395 million to $405 million for the full year of 2018. For the third quarter of 2018, the Company expects adjusted EBITDA in a range of $102 million to $106 million.

We expect full-year 2018 non-GAAP net income per diluted share in a range of $7.75 to $7.95 based on 36.5 million shares, an increase of $0.31 at the midpoint versus the previously provided outlook. For the third quarter of 2018, we expect non-GAAP net income per diluted share in a range of $2.02 to $2.10 based on 36.5 million shares. These ranges include a non-GAAP tax rate of 25%.

The preceding forward-looking statements reflect CoStar Group's expectations as of July 24, 2018, including forward-looking non-GAAP financial measures on a consolidated basis. Given the risk factors, uncertainties and assumptions discussed above, actual results may differ materially. Other than in publicly available statements, the Company does not intend to update its forward-looking statements until its next quarterly results announcement.

Reconciliation of EBITDA, adjusted EBITDA, non-GAAP net income and non-GAAP net income per diluted share and all of the disclosed non-GAAP financial measures to their GAAP basis results are shown in detail below, along with definitions for those terms. A reconciliation of forward-looking non-GAAP guidance to the most directly comparable GAAP measure, net income, can be found within the tables included in this release.

Non-GAAP Financial Measures
For information regarding the purpose for which management uses the non-GAAP financial measures disclosed in this release and why management believes they provide useful information to investors regarding the Company's financial condition and results of operations, please refer to the Company's latest periodic report.

EBITDA is a non-GAAP financial measure that represents GAAP net income attributable to CoStar Group before (i) interest income (expense) and loss on debt extinguishment, (ii) provision for income taxes, and (iii) depreciation and amortization.

Adjusted EBITDA is a non-GAAP financial measure that represents EBITDA before (i) stock-based compensation expense, (ii) acquisition and integration related costs, (iii) restructuring charges and related costs, and (iv) settlements and impairments incurred outside the Company's normal business operations.

Non-GAAP net income is a non-GAAP financial measure that represents GAAP net income attributable to CoStar Group before (i) amortization of acquired intangible assets, (ii) stock-based compensation expense, (iii) acquisition and integration related costs, (iv) purchase accounting adjustments, (v) restructuring charges and related costs, (vi) settlements and impairments and (vii) loss on debt extinguishment. From this figure, we then subtract an assumed provision for income taxes to arrive at non-GAAP net income. In 2017, the company assumed a 38% tax rate, and in 2018 the company is assuming a 25% tax rate in order to approximate our statutory corporate tax rate excluding the impact of discrete items.

Non-GAAP net income per diluted share (also referred to as non-GAAP EPS) is a non-GAAP financial measure that represents non-GAAP net income divided by the number of diluted shares outstanding for the period.  For periods with GAAP net losses and non-GAAP net income, the weighted-average outstanding shares used to calculate non-GAAP net income per share includes potentially dilutive securities that were excluded from the calculation of GAAP net income per share as the effect was anti-dilutive.

Earnings Conference Call
Management will conduct a conference call at 5:00 PM EDT on Tuesday, July 24, 2018 to discuss earnings results for the second quarter of 2018 and the Company's outlook. The audio portion of the conference call will be broadcast live over the Internet at www.costargroup.com/investors/events. To join the conference call by telephone, please dial (800) 230-1092 (from the United States and Canada) or (612) 234-9960 (from all other countries) and refer to conference code 451455. An audio recording of the conference call will be available for replay approximately one hour after the call's completion and will remain available for a period of time following the call. To access the recorded conference call, please dial (800) 475-6701 (from the U.S. and Canada) or (320) 365-3844 (from all other countries) using access code 451455. The webcast replay will also be available in the Investors section of CoStar Group's website for a period of time following the call.

 

 

CoStar Group, Inc.

Condensed Consolidated Statements of Operations - Unaudited

(in thousands, except per share data)












Three Months Ended
June 30,


Six Months Ended
June 30,



2018


2017


2018


2017










Revenues


$

297,018



$

237,153



$

570,736



$

463,706


Cost of revenues


67,136



55,273



129,613



106,619


Gross profit


229,882



181,880



441,123



357,087











Operating expenses:









Selling and marketing (excluding customer base amortization)


112,965



91,726



201,455



168,128


Software development


26,271



23,144



49,184



45,518


General and administrative


38,056



34,557



78,646



68,552


Customer base amortization


8,816



4,570



14,619



9,344




186,108



153,997



343,904



291,542











Income from operations


43,774



27,883



97,219



65,545


Interest and other income


2,652



605



5,639



1,034


Interest and other expense


(728)



(2,693)



(1,418)



(5,379)


Income before income taxes


45,698



25,795



101,440



61,200


Income tax expense


1,863



3,611



5,374



16,886


Net income


$

43,835



$

22,184



$

96,066



$

44,314











Net income per share - basic


$

1.22



$

0.68



$

2.67



$

1.37


Net income per share - diluted


$

1.20



$

0.68



$

2.64



$

1.36











Weighted average outstanding shares - basic


36,073



32,406



35,983



32,341


Weighted average outstanding shares - diluted


36,450



32,739



36,400



32,651


 

 

CoStar Group, Inc.

Reconciliation of Non-GAAP Financial Measures - Unaudited

(in thousands, except per share data)










Reconciliation of Net Income to Non-GAAP Net Income



Three Months Ended
June 30,


Six Months Ended
June 30,



2018


2017


2018


2017










Net income


$

43,835



$

22,184



$

96,066



$

44,314


Income tax expense


1,863



3,611



5,374



16,886


Income before income taxes


45,698



25,795



101,440



61,200


Amortization of acquired intangible assets


14,140



9,340



24,551



20,233


Stock-based compensation expense


11,228



10,103



21,640



19,460


Acquisition and integration related costs


9,506



411



13,028



772


Settlements and impairments








(760)


Non-GAAP income before income taxes


80,572



45,649



160,659



100,905


Assumed rate for income tax expense *


25

%


38

%


25

%


38

%

Assumed provision for income tax expense


(20,143)



(17,347)



(40,165)



(38,344)


Non-GAAP net income


$

60,429



$

28,302



$

120,494



$

62,561











Net income per share - diluted


$

1.20



$

0.68



$

2.64



$

1.36


Non-GAAP net income per share - diluted


$

1.66



$

0.86



$

3.31



$

1.92











Weighted average outstanding  shares - basic


36,073



32,406



35,983



32,341


Weighted average outstanding  shares - diluted


36,450



32,739



36,400



32,651











* A 25% and 38% tax rate is assumed for 2018 and 2017, respectively, which approximates our statutory corporate tax rate.










Reconciliation of Net Income to EBITDA and Adjusted EBITDA



Three Months Ended
June 30,


Six Months Ended
June 30,



2018


2017


2018


2017










Net income


$

43,835



$

22,184



$

96,066



$

44,314


Amortization of acquired intangible assets in cost of revenues


5,324



4,770



9,932



10,889


Amortization of acquired intangible assets in operating expenses


8,816



4,570



14,619



9,344


Depreciation and other amortization


6,444



6,520



13,016



12,925


Interest and other income


(2,652)



(605)



(5,639)



(1,034)


Interest and other expense


728



2,693



1,418



5,379


Income tax expense


1,863



3,611



5,374



16,886


EBITDA


$

64,358



$

43,743



$

134,786



$

98,703


Stock-based compensation expense


11,228



10,103



21,640



19,460


Acquisition and integration related costs


9,506



411



13,028



772


Settlements and impairments








(760)


Adjusted EBITDA


$

85,092



$

54,257



$

169,454



$

118,175


 

 

CoStar Group, Inc.

Condensed Consolidated Balance Sheets

(in thousands)








June 30,
 2018


December 31, 2017



(Unaudited)



ASSETS





Current assets:





Cash and cash equivalents


$

966,278



$

1,211,463


Accounts receivable, less allowance for doubtful accounts of approximately $5,065 and $6,469 as of June 30, 2018 and December 31, 2017, respectively


69,984



60,900


Prepaid expenses and other current assets


39,723



15,572


Total current assets


1,075,985



1,287,935







Long-term investments


10,070



10,070


Deferred income taxes, net


4,046



5,431


Property and equipment, net


84,648



84,496


Goodwill


1,549,517



1,283,457


Intangible assets, net


299,611



182,892


Deferred commission costs, net


76,159




Deposits and other assets


7,660



6,179


Income tax receivable


14,878



12,981


Total assets


$

3,122,574



$

2,873,441







LIABILITIES AND STOCKHOLDERS' EQUITY





Current liabilities:





Accounts payable


$

9,394



$

9,262


Accrued wages and commissions


45,593



54,104


Accrued expenses


37,343



22,193


Deferred gain on the sale of building


2,523



2,523


Income taxes payable


94



8,166


Deferred rent


4,632



4,732


Deferred revenue


46,341



45,686


Total current liabilities


145,920



146,666







Deferred gain on the sale of building


14,930



16,192


Deferred rent


32,230



33,909


Deferred income taxes, net


62,830



12,070


Income taxes payable


16,046



13,354


Total liabilities


271,956



222,191







Total stockholders' equity


2,850,618



2,651,250


Total liabilities and stockholders' equity


$

3,122,574



$

2,873,441


 

 

CoStar Group, Inc.

Condensed Consolidated Statements of Cash Flows - Unaudited

(in thousands, unaudited)




Six Months Ended
June 30,


2018


2017

Operating activities:




Net income

$

96,066



$

44,314


Adjustments to reconcile net income to net cash provided by operating activities:




Depreciation and amortization

37,567



33,158


Amortization of deferred commissions costs

24,275




Amortization of debt issuance costs

436



1,487


Stock-based compensation expense

21,640



19,460


Deferred income tax expense, net

4,291



3,434


Bad debt expense

2,857



2,349


Changes in operating assets and liabilities, net of acquisitions:




Accounts receivable

(5,089)



(5,177)


Prepaid expenses and other current assets

(17,655)



(7,887)


Deferred commissions

(29,554)




Deposits and other assets

(1,444)



(103)


Accounts payable and other liabilities

(16,619)



605


Deferred revenue

2,546



3,723


Net cash provided by operating activities

119,317



95,363






Investing activities:




Purchases of property and equipment and other assets

(15,851)



(12,674)


Cash paid for acquisitions, net of cash acquired

(340,074)



(45,068)


Net cash used in investing activities

(355,925)



(57,742)






Financing activities:




Payments of long-term debt



(35,000)


Repurchase of restricted stock to satisfy tax withholding obligations

(22,394)



(13,456)


Proceeds from exercise of stock options and employee stock purchase plan

14,214



7,683


Net cash used in financing activities

(8,180)



(40,773)






Effect of foreign currency exchange rates on cash and cash equivalents

(397)



567


Net (decrease) in cash and cash equivalents

(245,185)



(2,585)


Cash and cash equivalents at the beginning of period

1,211,463



567,223


Cash and cash equivalents at the end of period

$

966,278



$

564,638


 

 

CoStar Group, Inc.

Results of Segments - Unaudited

(in thousands)










Three Months Ended
June 30,


Six Months Ended
June 30,


2018


2017


2018


2017

Revenues








North America

$

288,288



$

229,826



$

553,083



$

449,167


International








    External customers

8,730



7,327



17,653



14,539


    Intersegment revenues *

16



11



29



22


Total International revenues

8,746



7,338



17,682



14,561


Intersegment eliminations

(16)



(11)



(29)



(22)


Total revenues

$

297,018



$

237,153



$

570,736



$

463,706










EBITDA








North America

$

64,762



$

43,364



$

135,817



$

97,797


International

(404)



379



(1,031)



906


Total EBITDA

$

64,358



$

43,743



$

134,786



$

98,703










* Intersegment revenues recorded were attributable to services performed for the Company's wholly owned subsidiary, CoStar Portfolio Strategy by Grecam S.A.S. ("Grecam"), a wholly owned subsidiary of CoStar Limited, the Company's wholly owned U.K. holding company. Intersegment revenues are recorded at an amount the Company believes approximates fair value. North America EBITDA includes a corresponding cost for the services performed by Grecam for CoStar Portfolio Strategy.

 

 

CoStar Group, Inc.

Revenues by Services - Unaudited

(in thousands)












Three Months Ended
June 30,


Six Months Ended
June 30,



2018


2017


2018


2017










Information and analytics









  CoStar Suite


$

133,812



$

113,794



$

264,173



$

223,773


  Information services


15,681



18,312



30,890



36,648


Online marketplaces









  Multifamily


104,793



68,076



192,476



132,067


  Commercial property and land


42,732



36,971



83,197



71,218


Total revenues


$

297,018



$

237,153



$

570,736



$

463,706


 

 

CoStar Group, Inc.
Reconciliation of Non-GAAP Financial Measures with 2017-2018 Quarterly Results - Unaudited

(in millions, except per share data)










Reconciliation of Net Income to Non-GAAP Net Income












2017


2018



Q1

Q2

Q3

Q4


Q1

Q2










Net income


$

22.1


$

22.2


$

34.2


$

44.2



$

52.2


$

43.8



Income tax expense


13.3


3.6


21.0


4.5



3.5


1.9



Income before income taxes


35.4


25.8


55.2


48.7



55.7


45.7



Amortization of acquired intangible assets


10.9


9.3


8.5


8.7



10.4


14.1



Stock-based compensation expense


9.4


10.1


9.7


9.8



10.4


11.2



Acquisition and integration related costs


0.4


0.4


1.2


2.0



3.5


9.5



Settlements and impairments


(0.8)









Loss on debt extinguishment





3.8






Non-GAAP income before income taxes


55.3


45.6


74.6


73.0



80.1


80.6



Assumed rate for income tax expense *


38

%

38

%

38

%

38

%


25

%

25

%


Assumed provision for income tax expense


(21.0)


(17.3)


(28.4)


(27.7)



(20.0)


(20.1)



Non-GAAP net income


$

34.3


$

28.3


$

46.3


$

45.2



$

60.1


$

60.4












Non-GAAP net income per share - diluted


$

1.05


$

0.86


$

1.41


$

1.25



$

1.65


$

1.66












Weighted average outstanding  shares - basic


32.3


32.4


32.4


35.7



35.9


36.1



Weighted average outstanding  shares - diluted


32.6


32.7


32.8


36.1



36.4


36.5












* A 25% and 38% tax rate is assumed for 2018 and 2017, respectively, which approximates our statutory corporate tax rate.




Reconciliation of Net Income to EBITDA and Adjusted EBITDA












2017


2018



Q1

Q2

Q3

Q4


Q1

Q2










Net income


$

22.1


$

22.2


$

34.2


$

44.2


$

52.2


$

43.8



Amortization of acquired intangible assets


10.9


9.3


8.5


8.7



10.4


14.1



Depreciation and other amortization


6.4


6.5


6.6


6.7



6.6


6.4



Interest and other income


(0.4)


(0.6)


(0.6)


(2.5)



(3.0)


(2.6)



Interest and other expense


2.7


2.7


2.9


0.7



0.7


0.7



Loss on debt extinguishment





3.8






Income tax expense


13.3


3.6


21.0


4.5



3.5


1.9



EBITDA


$

55.0


$

43.7


$

72.6


$

66.0



$

70.4


$

64.3



Stock-based compensation expense


9.4


10.1


9.7


9.8



10.4


11.2



Acquisition and integration related costs


0.4


0.4


1.2


2.0



3.5


9.5



Settlements and impairments


(0.8)









Adjusted EBITDA


$

63.9


$

54.3


$

83.6


$

77.9



$

84.4


$

85.1



 

 

CoStar Group, Inc.

Reconciliation of Forward-Looking Guidance - Unaudited

(in thousands, except per share data)









Reconciliation of Forward-Looking Guidance, Net Income to Non-GAAP Net Income






Guidance Range


Guidance Range


For the Three Months


For the Twelve Months


Ended September 30, 2018


Ended December 31, 2018


Low


High


Low


High









Net income

$

46,000



$

52,000



$

216,000



$

228,000


Income tax expense

15,000



17,000



38,000



42,000


Income before income taxes

61,000



69,000



254,000



270,000


Amortization of acquired intangible assets

14,000



14,000



52,000



52,000


Stock-based compensation expense

12,000



11,000



46,000



44,000


Acquisition and integration related costs

8,000



6,000



22,000



19,000


Restructuring and related costs

3,000



2,000



3,000



2,000


Non-GAAP income before income taxes

98,000



102,000



377,000



387,000


Assumed rate for income tax expense *

25

%


25

%


25

%


25

%

Assumed provision for income tax expense

(24,300)



(25,400)



(94,000)



(97,000)


Non-GAAP net income

$

73,700



$

76,600



$

283,000



$

290,000










Net income per share - diluted

$

1.26



$

1.42



$

5.92



$

6.25


Non-GAAP net income per share - diluted

$

2.02



$

2.10



$

7.75



$

7.95










Weighted average outstanding  shares - diluted

36,500



36,500



36,500



36,500










* A 25% tax rate is assumed, which approximates our statutory corporate tax rate.









Reconciliation of Forward-Looking Guidance, Net Income to Adjusted EBITDA







Guidance Range


Guidance Range


For the Three Months


For the Twelve Months


Ended September 30, 2018


Ended December 31, 2018


Low


High


Low


High

Net income

$

46,000



$

52,000



$

216,000



$

228,000


Amortization of acquired intangible assets

14,000



14,000



52,000



52,000


Depreciation and other amortization

6,000



6,000



26,000



26,000


Interest and other expense, net

(2,000)



(2,000)



(8,000)



(8,000)


Income tax expense

15,000



17,000



38,000



42,000


Stock-based compensation expense

12,000



11,000



46,000



44,000


Acquisition and integration related costs

8,000



6,000



22,000



19,000


Restructuring and related costs

3,000



2,000



3,000



2,000


Adjusted EBITDA

$

102,000



$

106,000



$

395,000



$

405,000


 

All Contacts
Scott Wheeler
Chief Financial Officer
(202) 336-6920
swheeler@costar.com

Richard Simonelli
Vice President
Investor Relations and Public Relations
(202) 346-6394
rsimonelli@costar.com


 

About CoStar Group, Inc.
CoStar Group, Inc. (NASDAQ: CSGP) is the leading provider of commercial real estate information, analytics and online marketplaces. Founded in 1987, CoStar conducts expansive, ongoing research to produce and maintain the largest and most comprehensive database of commercial real estate information. Our suite of online services enables clients to analyze, interpret and gain unmatched insight on commercial property values, market conditions and current availabilities. LoopNet is the most heavily trafficked commercial real estate marketplace online with approximately 5 million monthly unique visitors per month. Apartments.com, ApartmentFinder.com, ForRent.com, ApartmentHomeLiving.com, Westside Rentals, AFTER55.com, CorporateHousing.com, ForRentUniversity.com and Apartamentos.com form the premier online apartment resource for renters seeking great apartment homes and provide property managers and owners a proven platform for marketing their properties. CoStar Group’s websites attracted an average of approximately 40 million unique monthly visitors in aggregate in the second quarter of 2018. Headquartered in Washington, DC, CoStar maintains offices throughout the U.S. and in Europe and Canada with a staff of over 3,800 worldwide, including the industry’s largest professional research organization. For more information, visit www.costargroup.com.

This news release contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements include, but are not limited to, statements about CoStar Group's financial expectations, the Company's plans, objectives, expectations and intentions and other statements including words such as “hope,” "anticipate," "may," "believe," "expect," "intend," "will," "should," "plan," "estimate," "predict," "continue" and "potential" or the negative of these terms or other comparable terminology. Such statements are based upon the current beliefs and expectations of management of CoStar Group and are subject to significant risks and uncertainties. Actual results may differ materially from the results anticipated in the forward-looking statements. The following factors, among others, could cause or contribute to such differences: the risk that the trends stated or implied by this release cannot or will not be sustained at the current pace, including trends related to revenue, net income, non-GAAP net income, EBITDA, adjusted EBITDA, margin expansion, bookings, sales, unique visitors, visits, leads, and the ForRent cancel rate; the risk that the Company is unable to sustain current revenue and earnings growth rates or increase them; the risk that the Company is unable to convert the remaining ForRent properties to the combined network when and as expected; the risk that the ForRent integration is not completed when expected; the risk that the Company is unable to achieve the stated ForRent margin goal; the risk that the Company is unable to achieve its stated goal of 40% adjusted EBITDA margin for the fourth quarter 2018; the risk that revenues for the third quarter and full year 2018 will not be as stated in this press release; the risk that net income for the third quarter and full year 2018 will not be as stated in this press release; the risk that adjusted EBITDA for the third quarter and full year 2018 will not be as stated in this press release; the risk that non-GAAP net income and non-GAAP net income per diluted share for the third quarter and full year 2018 will not be as stated in this press release; the risk that the tax rate estimates stated in this press release are incorrect or may change; the risk that the businesses of ForRent, Apartments.com, and CoStar may not be combined successfully or in a timely and cost-efficient manner; the risk that the combination does not produce the expected results or benefits; the risk that business disruption relating to the ForRent acquisition may be greater than expected; the risk that synergies and expected operating efficiencies from the acquisition of ForRent may not be as expected, may not be fully realized, or may take longer to realize than expected; and the risk that the combination and integration of ForRent will disrupt CoStar's operations or result in the loss of consumers, property owners or key employees. Additional factors that could cause results to differ materially from those anticipated in the forward-looking statements can be found in CoStar’s Annual Report on Form 10-K for the year ended December 31, 2017, and CoStar’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2018, each of which is filed with the SEC, including in the “Risk Factors” section of those filings, and the Company’s other filings with the SEC available at the SEC’s website (www.sec.gov). CoStar assumes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.