COSTAR GROUP INC (CSGP) SPO
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|Company Name||COSTAR GROUP INC|
|Company Address||1331 L STREET NW
WASHINGTON, DC 20005
|CEO||Andrew C. Florance|
|Employees (as of 1/31/2017)||3064|
|State of Inc||DE|
|Fiscal Year End||12/31|
|Exchange||NASDAQ Global Select|
|Shares Over Alloted||0|
|Shareholder Shares Offered||--|
|Lockup Period (days)||180|
|Quiet Period Expiration||11/8/2017|
We estimate that the net proceeds of this offering will be approximately $724.5 million. If the underwriters exercise their option to purchase additional shares in full, we estimate that the net proceeds of this offering will be approximately $833.2 million. “Net proceeds” is what we expect to receive after paying the underwriting discount and commissions of the offering. We expect to use the net proceeds from the sale of the shares to fund all or a portion of the costs of any strategic acquisitions we determine to pursue in the future, to finance the growth of our business and for working capital and other general corporate purposes. General corporate purposes may include additions to working capital, capital expenditures, repayment of debt, investments in our subsidiaries, possible acquisitions and the repurchase, redemption or retirement of securities, including our common stock.
The market for information, analytics and online marketplaces generally is competitive and rapidly changing. In the commercial real estate and apartment rentals industries, we believe the principal competitive factors affecting these services and providers are: • quality and depth of the underlying databases; • ease of use, flexibility and functionality of the software; • intuitiveness and appeal of the user interface; • timeliness of the data, including listings; • breadth of geographic coverage and services offered; • completeness and accuracy of content; • client service and support; • perception that the service offered is the industry standard; • price; • effectiveness of marketing and sales efforts; • proprietary nature of methodologies, databases and technical resources; • vendor reputation; • brand loyalty among customers; and • capital resources. We compete directly and indirectly for customers with the following categories of companies: • online marketing services or websites targeted to commercial real estate brokers, buyers and sellers of commercial real estate properties, insurance companies, mortgage brokers and lenders, such as commercialsearch.com, PropertyLine.com, Reed Business Information Limited, officespace.com, MrOfficeSpace.com, TenantWise, www.propertyshark.com, Rofo, BuildingSearch.com, CIMLS, CompStak, Rightmove, estatesgazette.com and DebtX; • publishers and distributors of information, analytics and marketing services, including regional providers and national print publications, such as Xceligent, eProperty Data, CBRE Economic Advisors, Marshall & Swift, Yale Robbins, Reis, Real Capital Analytics, The Smith Guide, Yardi Matrix, Axiometrics, Inc., ReScour, Inc. and RealMassive; • Internet listing services featuring apartments for rent, such as ApartmentGuide.com, ForRent.com, Zillow Rentals, Trulia Rent, Craigslist, ApartmentList.com, Rent.com and Move.com; • locally controlled real estate boards, exchanges or associations sponsoring property listing services and the companies with whom they partner, such as Xceligent, Catalyst, the National Association of Realtors, CCIM Institute, Society of Industrial and Office Realtors, the Commercial Association of Realtors Data Services and the Association of Industrial Realtors; • real estate portfolio management software solutions, such as Cougar Software, MRI Software, Altus and Intuit; • real estate lease management and administration software solutions, such as Accruent, Tririga, Manhattan Software, Lucemex and AMT; • in-house research departments operated by commercial real estate brokers; and • public record providers. As the market for information, analytics and online marketplaces develops, additional competitors (including companies which could have greater access to data, financial, product development, technical, analytic or marketing resources than we do) may enter the market and competition may intensify. For example, a company like Bloomberg L.P. has the resources, and has previously announced an intention, to move into the commercial real estate information business. Further, a company like Google, which has a far-reaching web presence and substantial data aggregation capabilities, could enter the commercial real estate marketing arena. A company like Zillow, which already has a presence in residential real estate and the apartment rentals industry, could use its resources to further expand in the online apartment rentals industry creating greater competition among Internet listing services for the marketing budgets of property managers and property owners. While we believe that we have successfully differentiated ourselves from existing competitors, current or future competitors could materially harm our business.
We are the number one provider of information, analytics and online marketplaces to the commercial real estate industry in the United States (“U.S.”) and the United Kingdom (“U.K.”) based on the fact that we offer the most comprehensive commercial real estate database available; have the largest
research department in the industry; own and operate leading online marketplaces for commercial real estate and apartment listings in the U.S. based on the numbers of unique visitors and site visits per month; provide more information, analytics and marketing services than any of our competitors and believe that we generate more revenues than any of our commercial real estate information competitors. We created and compiled our standardized platform of information, analytics and online marketplace services where industry professionals and consumers of commercial real estate, including apartments, and the related business communities can continuously interact and facilitate transactions by efficiently accessing and exchanging accurate and standardized real estate-related information. We service a community which includes hundreds of thousands of commercial real estate professionals. Our websites attract approximately 37 million unique visitors a month, according to data from the second quarter of 2017. Since our founding in 1987, our strategy has been to provide commercial real estate professionals with critical knowledge and tools. We provide value to our clients by supplying proprietary data that, combined with our analytic methods, creates essential decision-making support tools for professionals in the commercial real estate industry. Our service offerings span all commercial property types, including office, retail, industrial, multifamily, commercial land, mixed-use properties and hospitality. We deliver our commercial real estate information content to our U.S. customers primarily via an integrated suite of online service offerings that includes information about space available for lease, comparable sales information, information about properties for sale, tenant information, Internet marketing services, analytical capabilities, information for clients’ websites, information about industry professionals and their business relationships, data integration and industry news. We also operate complementary online marketplaces for commercial real estate listings and apartment rentals. We strive to cross-sell our services to our customers and to upsell services that may best suit their needs. --- Our principal executive office is located at 1331 L Street, NW, Washington, DC 20005 (telephone number (202) 346-6500). We maintain a website at www.costargroup.com.
|Auditor||Ernst & Young LLP|
|Company Counsel||Gibson Dunn and Crutcher LLP|
|Lead Underwriter||Citigroup Global Markets Inc|
|Lead Underwriter||Goldman Sachs & Co. LLC|
|Lead Underwriter||J.P. Morgan Securities LLC|
|Transfer Agent||American Stock Transfer and Trust Company|
|Underwriter||B. Riley & Co., LLC|
|Underwriter||BofA Merrill Lynch|
|Underwriter||JMP Securities LLC|
|Underwriter||Needham & Company, LLC|
|Underwriter||Regions Securities LLC|
|Underwriter||SunTrust Robinson Humphrey, Inc|
|Underwriter||Wells Fargo Securities, LLC|
|Underwriter||William Blair and Co., L.L.C.|
|Underwriter Counsel||Cravath, Swaine & Moore LLP|
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