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COSTAR GROUP INC

For the period ended Mar 31, 2024. Filed Apr 24, 2024.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Mar 31, 2024 · Filed Apr 24, 2024

CSGP$30.55-4.7%Stored close · as of Nov 6, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Glossary of Terms

The following abbreviations or acronyms used in this Quarterly Report on Form 10-Q (this "Report") are defined below:

Abbreviation or AcronymDefinition
2020 Credit AgreementThe second amended and restated credit agreement, which amended and restated in its entirety the then-existing credit agreement originally entered into on April 1, 2014, dated July 1, 2020, as amended by the first amendment to the second amended and restated credit agreement, dated May 8, 2023.
2023 Form 10-KCoStar Group's Annual Report on Form 10-K for the year ended December 31, 2023 filed with the SEC on February 21, 2024
ASCAccounting Standards Codification
ASUAccounting Standards Update
Business ImmoThe legal entity BIH, a French société par actions simplifiée, the owner and operator of Business Immo, a leading commercial real estate news service provider in France
Business Immo AcquisitionCoStar UK's acquisition of the issued share capital of Business Immo on April 5, 2022
CECLCurrent expected credit losses
CODMChief Operating Decision Maker
CoStar Group (also the “Company,” “we,” “us” or “our”)The legal entity, CoStar Group, Inc., a Delaware corporation, one or more of its consolidated subsidiaries or operating segments, or the entirety of CoStar Group, Inc. and its consolidated subsidiaries
CoStar Group ShareA share of the common stock of the Company, par value $0.01 per share
CoStar UKThe legal entity, CoStar UK Limited, a wholly owned subsidiary of CoStar Group
Covenant Suspension PeriodA period of time defined in the 2020 Credit Agreement in which we maintain a corporate investment grade rating from any two of Standard & Poor’s Rating Services, Fitch Ratings, Inc. or Moody’s Investors Services, Inc. and no event of default is continuing
CRICoStar Realty Information, Inc., a Delaware corporation and wholly owned subsidiary of CoStar Group, Inc.
DSUsDeferred Stock Units
EBITDANet income before interest income or expense, net; other income or expense, net; loss on debt extinguishment; income taxes; depreciation and amortization
ESGEnvironmental, Social and Governance
ESPPEmployee Stock Purchase Plan
EURIBOREuro Interbank Offered Rate
FASBFinancial Accounting Standards Board
GAAPGenerally accepted accounting principles in the U.S.
GILTIGlobal intangible low taxed income inclusion
Homes GroupThe legal entity Homes Group, LLC
Homes.comA homes for-sale listings site
Homes.com AcquisitionCRI's acquisition of Homes.com completed on May 24, 2021 pursuant to a securities purchase agreement dated April 14, 2021 between Landmark, Homes Group, LLC and CRI
Homes.com NetworkHomes.com, the flagship brand of our North American network of online platforms that manage workflow and marketing for residential real estate agents and brokers and provide portals for homebuyers to view residential property listings
Land.com NetworkOur network of sites featuring rural lands for sale including: LandsofAmerica, LandAndFarm and LandWatch
LandmarkLandmark Media Enterprise, LLC
LIBORLondon Interbank Offered Rate
Abbreviation or AcronymDefinition
Matching RSUsAwards of matching restricted stock units awarded under the Company's Management Stock Purchase Plan
MatterportMatterport, Inc., a Delaware corporation and provider of a technology platform that uses spatial data to transform physical buildings and spaces into dimensionally accurate, digital images
Matterport Common StockEach share of Matterport Class A common stock, par value $0.0001 per share
Merger Sub IMatrix Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of the Company
Merger Sub IIMatrix Merger Sub II LLC, a Delaware limited liability company and wholly owned subsidiary of the Company
Merger Exchange RatioA ratio determined based on the average of the volume-weighted average prices at which the CoStar Group Shares trade on Nasdaq Global Select Market for the 20 consecutive Trading Days (as defined in the Merger Agreement) ending on (and including) the Trading Day that is three Trading Days prior to the date of the First Effective Time (the “Average CoStar Group Share Price”) and shall be subject to a symmetrical collar, applied as follows: (i) if the Average CoStar Group Share Price is greater than or equal to $94.62 (the “Ceiling Price”), then the Merger Exchange Ratio shall be set at 0.02906; (ii) if the Average CoStar Group Share Price is less than or equal to $77.42 (the “Floor Price”), then the Merger Exchange Ratio shall be set at 0.03552; or (iii) if the Average CoStar Group Share Price is greater than the Floor Price and less than the Ceiling Price, then the Merger Exchange Ratio shall be equal to the quotient of (x) $2.75 divided by (y) the Average CoStar Group Share Price.
MLSMultiple listing services
MSPPManagement Stock Purchase Plan
OnTheMarketThe legal entity OnTheMarket Ltd. (formerly OnTheMarket Plc), the operator of onthemarket.com, a leading U.K. residential property portal.
OnTheMarket AcquisitionCoStar UK's acquisition of OnTheMarket completed in December 2023, pursuant to Rule 2.7 of the United Kingdom City Code on Takeovers and Mergers. The acquisition has been implemented by means of a court-sanctioned scheme of arrangement under the U.K. Companies Act 2006
ROURight-of-use
SECU.S. Securities and Exchange Commission
Securities ActSecurities Act of 1933, as amended
Senior Notes2.800% notes issued by CoStar Group, Inc. due July 15, 2030
SOFRSecured Overnight Financing Rate
SONIASterling Overnight Index Average
STRSTR, LLC together with STR Global Ltd is a global data and analytics company that specializes in benchmarking hotel performance and providing market insights to the industry
Ten-XThe legal entity Ten-X Holding Company, Inc. and its directly and indirectly owned subsidiaries
Term SOFRThe forward-looking SOFR term rates administered by CME Group Benchmark Administration Limited
U.K.The United Kingdom of Great Britain and Northern Ireland
U.S.The United States of America

PART I — FINANCIAL INFORMATION

ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.