EX-99.1 2 a1q2017earningspressrelease.htm EXHIBIT 99.1 PRESS RELEASE Exhibit


Exhibit 99.1
newcostargroupa12.jpg
CoStar Group Grows First Quarter Net Income 32% Year-over-Year
First Quarter Sales Bookings Accelerate to Record $35 Million
Raises Full-Year Earnings and Revenue Guidance


WASHINGTON, DC - April 26, 2017 - CoStar Group, Inc. (NASDAQ: CSGP), the leading provider of commercial real estate information, analytics and online marketplaces, announced today that revenue for the quarter ended March 31, 2017 was $227 million, an increase of 13% over revenue of $200 million in the first quarter of 2016. Company-wide net bookings were $35 million in the first quarter of 2017, an increase of 14% year-over-year versus the first quarter of 2016 and up 18% from the fourth quarter of 2016.

“We had an exceptionally strong first quarter of 2017 as our investments in our sales force, marketing campaigns, technology enhancements and research improvements combined to deliver outstanding sales and revenue results,” said Andrew C. Florance, Founder and Chief Executive Officer of CoStar Group. “We generated our best sales quarter in our history with Company-wide net bookings of $35 million. Our quarterly sequential revenue growth rate accelerated to 3.8% in the first quarter of 2017 compared to 2.6% in the fourth quarter of 2016.”

Florance continued, “We are really hitting our stride in multifamily. Multifamily revenue grew 22% year-over-year. The first quarter of 2017 was our second best multifamily sales quarter as our newly revamped and vastly improved sales team continues the momentum from last fall. Our March cancellation rate was the lowest it has been since we entered the multifamily space demonstrating the effects of our continued emphasis on client service. According to comScore, visits and unique visitor traffic in March reached all-time highs for Apartments.com and our multifamily network as we continue to expand our lead over the competition."

Year 2016-2017 Quarterly Results - Unaudited
(in millions, except per share data)
 
2016
 
2017
 
Q1
Q2
Q3
Q4
 
Q1
 
 
 
 
 
 
 
Revenues
$
200

$
207

$
213

$
218

 
$
227

Net income
17

16

23

30

 
22

Net income per share - diluted
0.52

0.48

0.72

0.91

 
0.68

Weighted average outstanding shares - diluted
32.4

32.4

32.4

32.5

 
32.6

 
 
 
 
 
 
 
EBITDA
48

46

58

64

 
55

Adjusted EBITDA
58

56

67

75

 
64

Non-GAAP net income
31

29

36

42

 
34

Non-GAAP net income per share - diluted
0.95

0.91

1.11

1.29

 
1.05








CoStar Suite revenue for the first quarter of 2017 of $110 million increased 13% versus the first quarter of 2016. Revenue by services can be found within the tables included in this release.

Net income for the first quarter of 2017 increased 32% to $22 million or $0.68 per diluted share compared to net income of $17 million in the first quarter of 2016. EBITDA in the first quarter of 2017 was $55 million compared to $48 million in the first quarter of 2016.

Non-GAAP net income (defined below) for the quarter ended March 31, 2017 was $34 million or $1.05 per diluted share. Adjusted EBITDA (which excludes stock-based compensation and other items as defined below) was $64 million for the first quarter of 2017 versus $58 million in the first quarter of 2016, which is an increase of 11% year-over-year.

On April 10, 2017, the Company entered into a definitive agreement to purchase LandWatch.com from DataSphere Technologies, Inc. LandWatch is an online leader in rural properties and land for sale, including hunting land, timberland, farms and ranches. The acquisition of LandWatch is expected to nearly double the scale of the Company’s existing Land marketplace business in terms of revenue, leads, and SEO footprint. CoStar currently owns and operates multiple land-for-sale sites, including LandsofAmerica.com, LandandFarm.com and the Land.com domain.

“Rural land is a multi-trillion dollar real estate asset class in the United States,” said Florance. “The acquisition of LandWatch solidifies our position as the number one online network of marketplaces for rural real estate.”

As of March 31, 2017, the Company had approximately $582 million in cash, cash equivalents and long term investments, while short and long-term debt outstanding, net of debt issuance costs, totaled approximately $304 million.

2017 Outlook
“As a result of outstanding first quarter sales and strong revenue growth, we are raising our full year 2017 earnings and revenue guidance,” stated Scott Wheeler, Chief Financial Officer of CoStar Group.

The Company expects revenue to be in a range of approximately $945 million to $955 million for the full year of 2017, increasing the midpoint by $10 million from the prior outlook. The full year revenue guidance range includes a pro-rata estimate of $5 million resulting from the pending acquisition of LandWatch, which is expected to close in May 2017. For the second quarter of 2017, the Company expects revenue of approximately $233 million to $235 million.
 
For the full year of 2017, the Company expects non-GAAP net income per diluted share (defined below) in a range of approximately $4.30 to $4.40. The LandWatch acquisition is expected to be slightly accretive in 2017, contributing approximately $0.02 in non-GAAP net income per diluted share. For the second quarter of 2017, the Company expects non-GAAP net income per diluted share of approximately $0.58 to $0.64 which includes the highest seasonal advertising investments to coincide with the summer apartment rental season.

The preceding forward-looking statements reflect CoStar Group’s expectations as of April 26, 2017, including forward-looking non-GAAP financial measures on a consolidated basis. We are not able to forecast with certainty whether or when certain events, such as acquisition-related costs, the exact amounts or timing of investments, transition, restructuring, settlements or impairments will occur in any given quarter. 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), (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) purchase amortization and other related costs, (ii) stock-based compensation expense, (iii) acquisition and integration related costs, (iv) purchase accounting adjustments, (v) restructuring charges and related costs, and (vi) settlements and impairments. From this figure, we then subtract an assumed provision for income taxes to arrive at non-GAAP net income. The company assumes a 38% tax rate in order to approximate our long-term effective corporate tax rate.

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 11:00 AM EDT on Thursday, April 27, 2017 to discuss earnings results for the first quarter of 2017 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) 230-1085 (from the United States and Canada) or (612) 288-0337 (from all other countries) and refer to conference code 421923. 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 421923. 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
March 31,
 
 
2017
 
2016
 
 
 
 
 
 
 
 
 
 
Revenues
 
$
226,553

 
$
199,739

Cost of revenues
 
51,346

 
42,900

Gross margin
 
175,207

 
156,839

 
 
 
 
 
Operating expenses:
 
 
 
 
  Selling and marketing
 
76,402

 
75,204

  Software development
 
22,374

 
17,635

  General and administrative
 
33,995

 
27,476

  Customer base amortization
 
4,774

 
6,223

 
 
137,545

 
126,538

 
 
 
 
 
Income from operations                                                                          
 
37,662

 
30,301

Interest and other income                                                                        
 
429

 
84

Interest and other expense                                                                          
 
(2,686
)
 
(2,509
)
Income before income taxes                                                                          
 
35,405

 
27,876

Income tax expense                                                                       
 
13,275

 
11,155

Net income                                                                          
 
$
22,130

 
$
16,721

 
 
 
 
 
Net income per share - basic                                                                          
 
$
0.69

 
$
0.52

Net income per share - diluted                                                                          
 
$
0.68

 
$
0.52

 
 
 
 
 
Weighted average outstanding shares - basic                                                                          
 
32,276

 
32,085

Weighted average outstanding shares - diluted
 
32,563

 
32,382


























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
March 31,
 
 
2017
 
2016
 
 
 
 
 
Net income                                                                          
 
$
22,130

 
$
16,721

Income tax expense                                                                       
 
13,275

 
11,155

Income before income taxes
 
35,405

 
27,876

Amortization of acquired intangible assets and other related costs
 
10,893

 
11,919

Stock-based compensation expense
 
9,357

 
8,331

Acquisition and integration related costs
 
362

 
1,447

Settlements and impairments
 
(760
)
 
—

Non-GAAP income before income taxes
 
55,257

 
49,573

Assumed rate for income tax expense *
 
38
%
 
38
%
Assumed provision for income tax expense
 
(20,998
)
 
(18,838
)
Non-GAAP net income
 
$
34,259

 
$
30,735

 
 
 
 
 
Net income per share - diluted
 
$
0.68

 
$
0.52

Non-GAAP net income per share - diluted
 
$
1.05

 
$
0.95

 
 
 
 
 
Weighted average outstanding shares - basic
 
32,276

 
32,085

Weighted average outstanding shares - diluted
 
32,563

 
32,382

 
 
 
 
 
* A 38% tax rate is assumed in order to approximate the Company's long-term effective corporate tax rate.
 
 
 
 
 
Reconciliation of Net Income to EBITDA and Adjusted EBITDA
 
 
Three Months Ended
March 31,
 
 
2017
 
2016
 
 
 
 
 
Net income                                                                          
 
$
22,130

 
$
16,721

Amortization of acquired intangible assets in cost of revenues
 
6,119

 
5,696

Amortization of acquired intangible assets in operating expenses
 
4,774

 
6,223

Depreciation and other amortization
 
6,405

 
5,602

Interest and other income
 
(429
)
 
(84
)
Interest and other expense
 
2,686

 
2,509

Income tax expense                                                                       
 
13,275

 
11,155

EBITDA
 
$
54,960

 
$
47,822

Stock-based compensation expense
 
9,357

 
8,331

Acquisition and integration related costs
 
362

 
1,447

Settlements and impairments
 
(760
)
 
—

Adjusted EBITDA
 
$
63,919

 
$
57,600







CoStar Group, Inc.
Condensed Consolidated Balance Sheets - Unaudited
(in thousands)
 
 
 
 
 
 
 
March 31, 2017
 
December 31, 2016
 
 
(Unaudited)
 
 
ASSETS
 
 
 
 
Current assets:
 
 
 
 
  Cash and cash equivalents
 
$
572,472

 
$
567,223

  Accounts receivable, net
 
49,557

 
48,537

  Income tax receivable
 
129

 
129

  Prepaid expenses and other current assets
 
12,005

 
11,602

Total current assets
 
634,163

 
627,491

 
 
 
 
 
Long-term investments
 
9,952

 
9,952

Deferred income taxes, net
 
8,479

 
7,273

Property and equipment, net
 
85,504

 
87,568

Goodwill
 
1,263,484

 
1,254,866

Intangible assets, net
 
191,472

 
195,965

Deposits and other assets
 
2,101

 
1,948

Total assets
 
$
2,195,155

 
$
2,185,063

 
 
 
 
 
LIABILITIES AND STOCKHOLDERS' EQUITY
 
 
 
 
Current liabilities:
 
 
 
 
  Accounts payable and accrued expenses
 
$
95,153

 
$
83,916

  Current portion of long-term debt
 
6,961

 
31,866

  Deferred revenue
 
41,977

 
39,164

Total current liabilities
 
144,091

 
154,946

 
 
 
 
 
Long-term debt, less current portion
 
297,150

 
306,473

Deferred gain on sale of building
 
18,084

 
18,715

Deferred rent
 
31,800

 
31,589

Deferred income taxes, net
 
19,521

 
18,386

Income taxes payable
 
747

 
741

 
 
 
 
 
Stockholders' equity
 
1,683,762

 
1,654,213

Total liabilities and stockholders' equity
 
$
2,195,155

 
$
2,185,063











CoStar Group, Inc.
Results of Segments-Unaudited
(in thousands)
 
 
 
 
 
Three Months Ended
March 31,
 
2017
 
2016
Revenues
 
 
 
North America
$
219,341

 
$
193,261

International
 

 
 
    External customers
7,212

 
6,478

    Intersegment revenue *
11

 
11

Total International revenue
7,223

 
6,489

Intersegment eliminations
(11
)
 
(11
)
Total revenues
$
226,553

 
$
199,739

 
 
 
 
EBITDA
 
 
 
North America
$
54,433

 
$
46,864

International
527

 
958

Total EBITDA
$
54,960

 
$
47,822

 
 
 
 
*Intersegment revenue recorded was 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 revenue is recorded at an amount the Company believes approximates fair value. North America EBITDA includes a corresponding cost for the services performed by Grecam.







CoStar Group, Inc.
Revenues by Services-Unaudited
(in thousands)
 
 
 
 
 
 
 
Three Months Ended
March 31,
 
 
2017
 
2016
 
 
 
 
 
Information and analytics
 
 
 
 
  CoStar Suite
 
$
109,979

 
$
97,634

  Information services
 
18,336

 
19,425

Online marketplaces
 
 
 
 
  Multifamily
 
63,991

 
52,238

  Commercial property and land
 
34,247

 
30,442

Total revenues
 
$
226,553

 
$
199,739







CoStar Group, Inc.
Reconciliation of Non-GAAP Financial Measures with 2016-2017 Quarterly Results - Unaudited
(in millions, except per share data)
 
 
 
 
 
 
 
 
Reconciliation of Net Income to Non-GAAP Net Income
 
 
 
 
 
 
 
 
 
 
2016
 
2017
 
 
Q1
Q2
Q3
Q4
 
Q1
 
 
 
 
 
 
 
 
Net income                                                                          
 
$
16.7

$
15.6

$
23.2

$
29.6

 
$
22.1

Income tax expense                                                                       
 
11.2

10.2

14.2

16.0

 
13.3

Income before income taxes                                                                          
 
27.9

25.8

37.4

45.5

 
35.4

Amortization of acquired intangible assets
 
11.9

11.5

11.3

10.8

 
10.9

Stock-based compensation expense
 
8.3

9.3

9.3

9.4

 
9.4

Acquisition and integration related costs
 
1.5

0.8

—

—

 
0.4

Restructuring and related costs
 
—

—

0.1

1.8

 
—

Settlements and impairments
 
—

—

—

—

 
(0.8
)
Non-GAAP income before income taxes
 
49.6

47.5

58.1

67.5

 
55.3

Assumed rate for income tax expense *
 
38
%
38
%
38
%
38
%
 
38
%
Assumed provision for income tax expense
 
(18.9
)
(18.0
)
(22.1
)
(25.6
)
 
(21.0
)
Non-GAAP net income
 
$
30.7

$
29.4

$
36.0

$
41.8

 
$
34.3

 
 
 
 
 
 
 
 
Non-GAAP net income per share - diluted
 
$
0.95

$
0.91

$
1.11

$
1.29

 
$
1.05

 
 
 
 
 
 
 
 
Weighted average outstanding shares - basic
 
32.1

32.2

32.2

32.2

 
32.3

Weighted average outstanding shares - diluted
 
32.4

32.4

32.4

32.5

 
32.6

 
 
 
 
 
 
 
 
* A 38% tax rate is assumed in order to approximate the Company's long-term effective corporate tax rate.
 
Reconciliation of Net Income to EBITDA and Adjusted EBITDA
 
 
 
 
 
 
 
 
 
 
2016
 
2017
 
 
Q1
Q2
Q3
Q4
 
Q1
 
 
 
 
 
 
 
 
Net income                                                                          
 
$
16.7

$
15.6

$
23.2

$
29.6

 
$
22.1

Amortization of acquired intangible assets
 
11.9

11.5

11.3

10.8

 
10.9

Depreciation and other amortization
 
5.6

5.9

6.8

6.3

 
6.4

Interest and other income
 
(0.1
)
(0.2
)
(0.3
)
(1.2
)
 
(0.4
)
Interest and other expense
 
2.5

2.5

2.5

2.6

 
2.7

Income tax expense                                                                       
 
11.2

10.2

14.2

15.9

 
13.3

EBITDA
 
$
47.8

$
45.6

$
57.7

$
64.0

 
$
55.0

Stock-based compensation expense
 
8.3

9.3

9.3

9.4

 
9.4

Acquisition and integration related costs
 
1.5

0.8

—

—

 
0.4

Restructuring and related costs
 
—

—

0.1

1.8

 
—

Settlements and impairments
 
—

—

—

—

 
(0.8
)
Adjusted EBITDA
 
$
57.6

$
55.7

$
67.1

$
75.2

 
$
63.9



 




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 June 30, 2017
 
Ended December 31, 2017
 
Low
 
High
 
Low
 
High
 
 
 
 
 
 
 
 
Net income
$
4,900

 
$
7,700

 
$
91,500

 
$
96,300

Income tax expense                                                                       
3,000

 
4,700

 
56,000

 
59,100

Income before income taxes
7,900

 
12,400

 
147,500

 
155,400

Amortization of acquired intangible assets
10,900

 
10,900

 
36,000

 
36,000

Stock-based compensation expense
11,000

 
10,000

 
42,000

 
40,000

Acquisition and integration related costs
1,000

 
500

 
2,000

 
1,500

Restructuring and related costs
—

 
—

 
—

 
—

Settlements and impairments
—

 
—

 
(800
)
 
(800
)
Non-GAAP income before income taxes
30,800

 
33,800

 
226,700

 
232,100

Assumed rate for income tax expense *
38
%
 
38
%
 
38
%
 
38
%
Assumed provision for income tax expense
(11,700
)
 
(12,800
)
 
(86,100
)
 
(88,200
)
Non-GAAP net income
$
19,100

 
$
21,000

 
$
140,600

 
$
143,900

 
 

 
 

 
 

 
 

Net income per share - diluted
$
0.15

 
$
0.24

 
$
2.80

 
$
2.94

Non-GAAP net income per share - diluted
$
0.58

 
$
0.64

 
$
4.30

 
$
4.40

 
 

 
 

 
 

 
 

Weighted average outstanding shares - diluted
32,700

 
32,700

 
32,700

 
32,700

 
 
 
 
 
 
 
 
* A 38% tax rate is assumed in order to approximate the Company's long-term effective 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 June 30, 2017
 
Ended December 31, 2017
 
Low
 
High
 
Low
 
High
Net income
$
4,900

 
$
7,700

 
$
91,500

 
$
96,300

Amortization of acquired intangible assets
10,900

 
10,900

 
36,000

 
36,000

Depreciation and other amortization
6,600

 
6,600

 
27,500

 
27,500

Interest and other expense, net
2,600

 
2,600

 
10,400

 
10,400

Income tax expense                                                                       
3,000

 
4,700

 
56,000

 
59,100

Stock-based compensation expense
11,000

 
10,000

 
42,000

 
40,000

Acquisition and integration related costs
1,000

 
500

 
2,000

 
1,500

Restructuring and related costs
—

 
—

 
—

 
—

Settlements and impairments
—

 
—

 
(800
)
 
(800
)
Adjusted EBITDA
$
40,000

 
$
43,000

 
$
264,600

 
$
270,000









All Contacts

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

Richard Simonelli
Vice President, Investor 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 nearly 11 million registered members. Apartments.com, ApartmentFinder.com, ApartmentHomeLiving.com, Westside Rentals 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. Through an exclusive partnership with Move, a subsidiary of News Corporation, Apartments.com is the exclusive provider of apartment community listings across Move’s family of websites, which include realtor.com®, doorsteps.com and move.com. CoStar Group’s websites attracted an average of over 33 million unique monthly visitors in aggregate in the first quarter of 2017. Headquartered in Washington, DC, CoStar maintains offices throughout the U.S. and in Europe and Canada with a staff of approximately 3,200 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 sales, bookings, cancellation rates, revenue, earnings, unique visitors, and total visits; the risk that the Company is unable to sustain current revenue and earnings growth rates or increase them; the risk that the acquisition of LandWatch does not close when and as expected; the risk that the acquisition of LandWatch does not produce the expected results, including doubling the scale of the Company’s existing Land marketplace business in terms of revenue, leads and SEO footprint; the risk that the LandWatch business cannot be combined successfully or in a timely and cost-efficient manner; the risk that business disruption relating to the LandWatch acquisition may be greater than expected; the risk that synergies and expected operating efficiencies from the acquisition of LandWatch may not be as expected, may not be fully realized, may take longer to realize than expected or may not drive revenue and earnings growth; the risk that the combination and integration of LandWatch will disrupt CoStar's operations or result in the loss of consumers, property owners or key employees; the risk that revenues for the second quarter and full year 2017 will not be as stated in this press release; the risk that net income for the second quarter and full year 2017 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 second quarter and full year 2017 will not be as stated in this press release; the risk that the LandWatch acquisition is not accretive in 2017 as stated in this release; the risk that adjusted EBITDA for the second quarter and full year 2017 will not be as stated in this press release; the risk that costs actually incurred in connection with the Xceligent litigation differ from estimates included within the Company’s forecast, which differences may be material; and the risk that the impact of the acquisition of LandWatch on the Company’s outlook differs from expectations.  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, 2016, which is filed with the SEC, including in the “Risk Factors” section of that filing, 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.