DOCUMENT_AND_ENTITY_INFORMATIO
DOCUMENT AND ENTITY INFORMATION DOCUMENT AND ENTITY INFORMATION (USD $) | 12 Months Ended | ||
In Billions, except Share data, unless otherwise specified | Dec. 31, 2013 | Feb. 14, 2014 | Jun. 28, 2013 |
Document and Entity Information [Abstract] | ' | ' | ' |
Entity Registrant Name | 'COSTAR GROUP INC | ' | ' |
Entity Central Index Key | '0001057352 | ' | ' |
Current Fiscal Year End Date | '--12-31 | ' | ' |
Entity Well-known Seasoned Issuer | 'Yes | ' | ' |
Entity Voluntary Filers | 'No | ' | ' |
Entity Current Reporting Status | 'Yes | ' | ' |
Entity Filer Category | 'Large Accelerated Filer | ' | ' |
Entity Public Float | ' | ' | $3.50 |
Entity Common Stock, Shares Outstanding (in shares) | ' | 28,853,559 | ' |
Document Fiscal Year Focus | '2013 | ' | ' |
Document Fiscal Period Focus | 'FY | ' | ' |
Document Type | '10-K | ' | ' |
Amendment Flag | 'false | ' | ' |
Document Period End Date | 31-Dec-13 | ' | ' |
CONSOLIDATED_STATEMENTS_OF_OPE
CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Income Statement [Abstract] | ' | ' | ' |
Revenues | $440,943 | $349,936 | $251,738 |
Cost of revenues | 129,185 | 114,866 | 88,167 |
Gross margin | 311,758 | 235,070 | 163,571 |
Operating expenses: | ' | ' | ' |
Selling and marketing | 98,708 | 84,113 | 61,164 |
Software development | 46,757 | 32,756 | 20,037 |
General and administrative | 96,956 | 77,154 | 58,362 |
Purchase amortization | 15,183 | 13,607 | 2,237 |
Total operating expenses | 257,604 | 207,630 | 141,800 |
Income from operations | 54,154 | 27,440 | 21,771 |
Interest and other income | 326 | 526 | 798 |
Interest and other expense | -6,943 | -4,832 | 0 |
Income before income taxes | 47,537 | 23,134 | 22,569 |
Income tax expense, net | 17,803 | 13,219 | 7,913 |
Net income | $29,734 | $9,915 | $14,656 |
Net income per share — basic (in dollars per share) | $1.07 | $0.37 | $0.63 |
Net income per share — diluted (in dollars per share) | $1.05 | $0.37 | $0.62 |
Weighted average outstanding shares — basic (in shares) | 27,670 | 26,533 | 23,131 |
Weighted average outstanding shares — diluted (in shares) | 28,212 | 26,949 | 23,527 |
CONSOLIDATED_STATEMENTS_OF_COM
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Statement of Comprehensive Income [Abstract] | ' | ' | ' |
Net income | $29,734 | $9,915 | $14,656 |
Other comprehensive income, net of tax | ' | ' | ' |
Foreign currency translation adjustment | 610 | 1,277 | 25 |
Net decrease in unrealized loss on investments | 378 | 773 | 113 |
Total other comprehensive income | 988 | 2,050 | 138 |
Total comprehensive income | $30,722 | $11,965 | $14,794 |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $255,953 | $156,027 |
Short-term investments | 0 | 37 |
Accounts receivable, less allowance for doubtful accounts of approximately $2,935 and $3,397 as of December 31, 2012 and 2013, respectively | 20,761 | 16,392 |
Deferred income taxes, net | 22,506 | 9,256 |
Income tax receivable | 0 | 5,357 |
Prepaid expenses and other current assets | 6,597 | 9,560 |
Debt issuance costs, net | 2,649 | 2,934 |
Total current assets | 308,466 | 199,563 |
Long-term investments | 21,990 | 21,662 |
Property and equipment, net | 57,719 | 46,308 |
Goodwill | 718,587 | 718,078 |
Intangibles and other assets, net | 144,472 | 170,632 |
Deposits and other assets | 1,855 | 2,274 |
Debt issuance costs, net | 3,893 | 6,622 |
Total assets | 1,256,982 | 1,165,139 |
Current liabilities: | ' | ' |
Current portion of long-term debt | 24,063 | 17,500 |
Accounts payable | 4,939 | 6,234 |
Accrued wages and commissions | 20,104 | 23,831 |
Accrued expenses | 23,200 | 19,002 |
Deferred gain on the sale of building | 2,523 | 2,523 |
Income taxes payable | 2,362 | 0 |
Deferred revenue | 34,362 | 32,548 |
Total current liabilities | 111,553 | 101,638 |
Long-term debt, less current portion | 129,062 | 153,125 |
Deferred gain on the sale of building | 26,286 | 28,809 |
Deferred rent | 22,828 | 17,305 |
Deferred income taxes, net | 34,582 | 34,071 |
Income taxes payable | 4,809 | 2,818 |
Other long-term liabilities | 0 | 1,030 |
Total liabilities | 329,120 | 338,796 |
Commitments and contingencies | ' | ' |
Stockholders’ equity: | ' | ' |
Preferred stock, $0.01 par value; 2,000 shares authorized; none outstanding | 0 | 0 |
Common stock, $0.01 par value; 60,000 shares authorized; 28,348 and 28,848 issued and outstanding as of December 31, 2012 and 2013, respectively | 288 | 283 |
Additional paid-in capital | 863,780 | 792,988 |
Accumulated other comprehensive loss | -5,530 | -6,518 |
Retained earnings | 69,324 | 39,590 |
Total stockholders’ equity | 927,862 | 826,343 |
Total liabilities and stockholders’ equity | $1,256,982 | $1,165,139 |
CONSOLIDATED_BALANCE_SHEETS_Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, except Share data, unless otherwise specified | ||
Allowance for doubtful accounts | $3,397 | $2,935 |
Preferred stock, par value (in dollars per share) | $0.01 | $0.01 |
Preferred stock, shares authorized (in shares) | 2,000,000 | 2,000,000 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock par value (in dollars per share) | $0.01 | $0.01 |
Common stock, shares authorized (in shares) | 60,000,000 | 60,000,000 |
Common stock, shares issued, (in shares) | 28,848,000 | 28,348,000 |
Common stock, shares outstanding (in shares) | 28,848,000 | 28,348,000 |
CONSOLIDATED_STATEMENTS_OF_STO
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (USD $) | Total | Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Income (Loss) | Retained Earnings |
In Thousands, except Share data | |||||
Balance at Dec. 31, 2010 | $381,502 | $208 | $374,981 | ($8,706) | $15,019 |
Balance (in shares) at Dec. 31, 2010 | ' | 20,773,000 | ' | ' | ' |
Net income | 14,656 | ' | ' | ' | 14,656 |
Foreign currency translation adjustment | 25 | ' | ' | 25 | ' |
Net change in unrealized gain (loss) on investments | 113 | ' | ' | 113 | ' |
Exercise of stock options (in shares) | ' | 198,000 | ' | ' | ' |
Exercise of stock options | 6,214 | 2 | 6,212 | ' | ' |
Restricted stock grants (in shares) | ' | 197,000 | ' | ' | ' |
Restricted stock grants | 1 | 1 | 0 | ' | ' |
Restricted stock grants surrendered (in shares) | ' | -63,000 | ' | ' | ' |
Restricted stock grants surrendered | -2,307 | ' | -2,307 | ' | ' |
Stock compensation expense, net of forfeitures | 8,056 | ' | 8,056 | ' | ' |
Stock issued for equity offering (in shares) | ' | 4,313,000 | ' | ' | ' |
Stock issued for equity offering | 247,924 | 43 | 247,881 | ' | ' |
Employee stock purchase plan (in shares) | ' | 8,000 | ' | ' | ' |
Employee stock purchase plan | 452 | ' | 452 | ' | ' |
Excess tax benefit from stock-based compensation | 2,541 | ' | 2,541 | ' | ' |
Balance at Dec. 31, 2011 | 659,177 | 254 | 637,816 | -8,568 | 29,675 |
Balance (in shares) at Dec. 31, 2011 | ' | 25,426,000 | ' | ' | ' |
Net income | 9,915 | ' | ' | ' | 9,915 |
Foreign currency translation adjustment | 1,277 | ' | ' | 1,277 | ' |
Net change in unrealized gain (loss) on investments | 773 | ' | ' | 773 | ' |
Exercise of stock options (in shares) | ' | 273,000 | ' | ' | ' |
Exercise of stock options | 9,196 | 2 | 9,194 | ' | ' |
Restricted stock grants (in shares) | ' | 855,000 | ' | ' | ' |
Restricted stock grants | 0 | 8 | -8 | ' | ' |
Restricted stock grants surrendered (in shares) | ' | -96,000 | ' | ' | ' |
Restricted stock grants surrendered | -4,204 | ' | -4,204 | ' | ' |
Stock compensation expense, net of forfeitures | 12,207 | ' | 12,207 | ' | ' |
Employee stock purchase plan (in shares) | ' | 10,000 | ' | ' | ' |
Employee stock purchase plan | 749 | ' | 749 | ' | ' |
Consideration for LoopNet, Inc. (in shares) | ' | 1,880,000 | ' | ' | ' |
Consideration for LoopNet, Inc. | 137,055 | 19 | 137,036 | ' | ' |
Excess tax benefit from stock-based compensation | 198 | ' | 198 | ' | ' |
Balance at Dec. 31, 2012 | 826,343 | 283 | 792,988 | -6,518 | 39,590 |
Balance (in shares) at Dec. 31, 2012 | ' | 28,348,000 | ' | ' | ' |
Net income | 29,734 | ' | ' | ' | 29,734 |
Foreign currency translation adjustment | 610 | ' | ' | 610 | ' |
Net change in unrealized gain (loss) on investments | 378 | ' | ' | 378 | ' |
Exercise of stock options (in shares) | ' | 409,000 | ' | ' | ' |
Exercise of stock options | 16,823 | 3 | 16,820 | ' | ' |
Restricted stock grants (in shares) | ' | 238,000 | ' | ' | ' |
Restricted stock grants | 0 | 2 | -2 | ' | ' |
Restricted stock grants surrendered (in shares) | ' | -158,000 | ' | ' | ' |
Restricted stock grants surrendered | -8,469 | ' | -8,469 | ' | ' |
Stock compensation expense, net of forfeitures | 41,403 | ' | 41,403 | ' | ' |
Employee stock purchase plan (in shares) | ' | 11,000 | ' | ' | ' |
Employee stock purchase plan | 1,455 | ' | 1,455 | ' | ' |
Excess tax benefit from stock-based compensation | 19,585 | ' | 19,585 | ' | ' |
Balance at Dec. 31, 2013 | $927,862 | $288 | $863,780 | ($5,530) | $69,324 |
Balance (in shares) at Dec. 31, 2013 | ' | 28,848,000 | ' | ' | ' |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Operating activities: | ' | ' | ' |
Net income | $29,734 | $9,915 | $14,656 |
Adjustments to reconcile net income to net cash provided by operating activities: | ' | ' | ' |
Depreciation | 12,495 | 10,053 | 8,435 |
Amortization | 27,563 | 22,699 | 4,417 |
Amortization of debt issuance costs | 3,014 | 1,989 | 0 |
Property and equipment write-off | 104 | 122 | 628 |
Excess tax benefit from stock-based compensation | -19,585 | -198 | -2,541 |
Stock-based compensation expense | 41,549 | 12,282 | 8,103 |
Deferred consideration settlement | 0 | 0 | -1,207 |
Deferred income tax expense (benefit), net | -12,740 | 13,643 | -17,104 |
Provision for losses on accounts receivable | 2,317 | 1,456 | 1,525 |
Changes in operating assets and liabilities, net of acquisitions: | ' | ' | ' |
Accounts receivable | -6,607 | 1,295 | -4,573 |
Income taxes payable | 29,295 | 7,598 | 7,992 |
Prepaid expenses and other current assets | 2,934 | -3,316 | 1,046 |
Deposits and other assets | 399 | 1,172 | -154 |
Accounts payable and other liabilities | -3,882 | 1,629 | 2,228 |
Deferred revenue | 1,708 | 5,787 | 4,334 |
Net cash provided by operating activities | 108,298 | 86,126 | 27,785 |
Investing activities: | ' | ' | ' |
Proceeds from sale and settlement of investments | 76 | 15,365 | 4,911 |
Proceeds from sale of building, net | 0 | 0 | 83,553 |
Purchases of property and equipment and other assets | -19,042 | -14,834 | -15,013 |
Acquisitions, net of cash acquired | 0 | -640,929 | -15,085 |
Net cash provided by (used in) investing activities | -18,966 | -640,398 | 58,366 |
Financing activities: | ' | ' | ' |
Proceeds from long-term debt | 0 | 175,000 | 0 |
Payments of long-term debt | -17,500 | -4,375 | 0 |
Payments of debt issuance costs | 0 | -11,546 | 0 |
Payments of deferred consideration | -1,344 | 0 | -2,100 |
Excess tax benefit from stock-based compensation | 19,585 | 198 | 2,541 |
Repurchase of restricted stock to satisfy tax withholding obligations | -8,469 | -4,204 | -2,307 |
Proceeds from equity offering, net of transaction costs | 0 | 0 | 247,924 |
Proceeds from exercise of stock options and employee stock purchase plan | 18,133 | 9,868 | 6,622 |
Net cash provided by financing activities | 10,405 | 164,941 | 252,680 |
Effect of foreign currency exchange rates on cash and cash equivalents | 189 | 78 | 44 |
Net increase (decrease) in cash and cash equivalents | 99,926 | -389,253 | 338,875 |
Cash and cash equivalents at beginning of year | 156,027 | 545,280 | 206,405 |
Cash and cash equivalents at end of year | $255,953 | $156,027 | $545,280 |
ORGANIZATION
ORGANIZATION | 12 Months Ended |
Dec. 31, 2013 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
ORGANIZATION | ' |
ORGANIZATION | |
CoStar Group, Inc. (the “Company” or “CoStar”) provides information, analytics and marketing services to the commercial real estate and related business community through its comprehensive, proprietary database of commercial real estate information covering the United States (“U.S.”) and parts of the United Kingdom ("U.K.") and France, as well as its complementary online marketplace of commercial real estate listings. The Company operates within two operating segments, U.S. and International, and its services are typically distributed to its clients under subscription-based license agreements that renew automatically, a majority of which have a term of one year. |
SUMMARY_OF_SIGNIFICANT_ACCOUNT
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended | |||||||||||
Dec. 31, 2013 | ||||||||||||
Accounting Policies [Abstract] | ' | |||||||||||
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ' | |||||||||||
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||
Basis of Presentation | ||||||||||||
The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. Accounting policies are consistent for each operating segment. | ||||||||||||
Use of Estimates | ||||||||||||
The preparation of financial statements in conformity with U.S. generally accepted accounting principles (“GAAP”) requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. | ||||||||||||
Reclassifications | ||||||||||||
Certain previously reported amounts in the consolidated statements of cash flows have been reclassified to conform to the Company’s current presentation. | ||||||||||||
Revenue Recognition | ||||||||||||
The Company primarily derives revenues by providing access to its proprietary database of commercial real estate information. The Company generally charges a fixed monthly amount for its subscription-based services. Subscription contract rates are based on the number of sites, number of users, organization size, the client’s business focus, geography and the number of services to which a client subscribes. A majority of the subscription-based license agreements typically have a term of one year and renew automatically. | ||||||||||||
Revenue is recognized when (1) there is persuasive evidence of an arrangement, (2) the fee is fixed and determinable, (3) services have been rendered and payment has been contractually earned and (4) collectability is reasonably assured. | ||||||||||||
Revenues from subscription-based services are recognized on a straight-line basis over the term of the agreement. Deferred revenue results from advance cash receipts from customers or amounts billed in advance to customers from the sales of subscription licenses and is recognized over the term of the license agreement. | ||||||||||||
Cost of Revenues | ||||||||||||
Cost of revenues principally consists of salaries and related expenses for the Company’s researchers who collect and analyze the commercial real estate data that is the basis for the Company’s information, analytics and marketing services. Additionally, cost of revenues includes the cost of data from third party data sources, credit card and other transaction fees relating to processing customer transactions, which are expensed as incurred, and the amortization of acquired trade names and database technology. | ||||||||||||
2 | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES — (CONTINUED) | |||||||||||
Foreign Currency Translation | ||||||||||||
The Company’s functional currency in its foreign locations is the local currency. Assets and liabilities are translated into U.S. dollars as of the balance sheet dates. Revenues, expenses, gains and losses are translated at the average exchange rates in effect during each period. Gains and losses resulting from translation are included in accumulated other comprehensive income (loss). Net gains or losses resulting from foreign currency exchange transactions are included in the consolidated statements of operations. There were no material gains or losses from foreign currency exchange transactions for the years ended December 31, 2011, 2012 and 2013. | ||||||||||||
Accumulated Other Comprehensive Loss | ||||||||||||
The components of accumulated other comprehensive loss were as follows (in thousands): | ||||||||||||
Year Ended December 31, | ||||||||||||
2012 | 2013 | |||||||||||
Foreign currency translation adjustment | $ | (4,613 | ) | $ | (4,003 | ) | ||||||
Accumulated net unrealized loss on investments, net of tax | (1,905 | ) | (1,527 | ) | ||||||||
Total accumulated other comprehensive loss | $ | (6,518 | ) | $ | (5,530 | ) | ||||||
There were no amounts reclassified out of accumulated other comprehensive loss to the consolidated statements of operations for the years ended December 31, 2011, 2012 and 2013, respectively. | ||||||||||||
Advertising Costs | ||||||||||||
The Company expenses advertising costs as incurred. E-commerce advertising expenses were approximately $2.5 million, $4.4 million and $5.7 million for the years ended December 31, 2011, 2012 and 2013, respectively. | ||||||||||||
Income Taxes | ||||||||||||
Deferred income taxes result from temporary differences between the tax basis of assets and liabilities and the basis reported in the Company’s consolidated financial statements. Deferred tax liabilities and assets are determined based on the difference between the financial statement and the tax basis of assets and liabilities using enacted rates expected to be in effect during the year in which the differences reverse. Valuation allowances are provided against assets, including net operating losses, if it is anticipated that some or all of an asset may not be realized through future taxable earnings or implementation of tax planning strategies. Interest and penalties related to income tax matters are recognized in income tax expense. | ||||||||||||
Net Income Per Share | ||||||||||||
Net income per share is computed by dividing net income by the weighted average number of common shares outstanding during the period on a basic and diluted basis. The Company’s potentially dilutive securities include stock options and restricted stock. Diluted net income per share considers the impact of potentially dilutive securities except in periods in which there is a net loss, as the inclusion of the potentially dilutive common shares would have an anti-dilutive effect. | ||||||||||||
Stock-Based Compensation | ||||||||||||
Equity instruments issued in exchange for employee services are accounted for using a fair-value based method and the fair value of such equity instruments is recognized as expense in the consolidated statements of operations. | ||||||||||||
2 | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES — (CONTINUED) | |||||||||||
Stock-Based Compensation — (Continued) | ||||||||||||
Stock-based compensation expense is measured at the grant date of the stock-based awards that vest over set time periods based on their fair values, and is recognized on a straight line basis as expense over the vesting periods of the awards, net of an estimated forfeiture rate. For equity instruments that vest based on performance, the Company assesses the probability of the achievement of the performance conditions at the end of each reporting period, or more frequently based upon the occurrence of events that may change the probability of whether the performance conditions would be met. If the Company's initial estimates of the achievement of the performance conditions change, the related stock-based compensation expense and timing of recognition may fluctuate from period to period based on those estimates. If the performance conditions are not met, no stock-based compensation expense will be recognized and any previously recognized stock-based compensation expense will be reversed. | ||||||||||||
In 2012, the Company granted performance-based restricted common stock awards that vest upon the Company's achievement of $90.0 million of cumulative net income before interest, income taxes, depreciation and amortization ("EBITDA") over a period of four consecutive calendar quarters if such performance is achieved by March 31, 2017, subject to certain approvals under the CoStar Group, Inc. 2007 Stock Incentive Plan. As of March 31, 2013, the Company initially determined that it was probable that the performance condition for these performance-based restricted common stock awards would be met by the March 31, 2017 forfeiture date. As of December 31, 2013, the Company reassessed the probability of achieving this performance condition and determined that it was still probable that the performance condition for these awards would be met by the March 31, 2017 forfeiture date. As a result, the Company recorded a total of approximately $21.8 million of stock-based compensation expense related to performance-based restricted common stock for the year ended December 31, 2013. There was no stock-based compensation expense related to performance-based restricted common stock recorded for the years ended December 31, 2011 and December 31, 2012. The Company expects to record additional estimated unrecognized stock-based compensation expense related to performance-based restricted common stock of approximately $2.1 million in 2014. | ||||||||||||
Cash flows resulting from excess tax benefits are classified as part of cash flows from operating and financing activities. Excess tax benefits represent tax benefits related to stock-based compensation in excess of the associated deferred tax asset for such equity compensation. Net cash proceeds from the exercise of stock options and the purchase of shares under the Employee Stock Purchase Plan (“ESPP”) were approximately $6.6 million, $9.9 million and $18.1 million for the years ended December 31, 2011, 2012 and 2013, respectively. There were approximately $2.5 million, $198,000 and $19.6 million of excess tax benefits realized from stock options exercised and restricted stock awards vested for the years ended December 31, 2011, 2012 and 2013, respectively. | ||||||||||||
Stock-based compensation expense for stock options and restricted stock issued under equity incentive plans and stock purchases under the ESPP included in the Company's results of operations were as follows (in thousands): | ||||||||||||
Year Ended December 31, | ||||||||||||
2011 | 2012 | 2013 | ||||||||||
Cost of revenues | $ | 1,635 | $ | 2,556 | $ | 4,553 | ||||||
Selling and marketing | 1,339 | 1,966 | 4,954 | |||||||||
Software development | 1,130 | 2,241 | 7,244 | |||||||||
General and administrative | 3,999 | 5,519 | 24,798 | |||||||||
Total stock-based compensation | $ | 8,103 | $ | 12,282 | $ | 41,549 | ||||||
Cash and Cash Equivalents | ||||||||||||
The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. Cash equivalents consist of money market fund investments and commercial paper. As of December 31, 2012 and 2013, cash of approximately $0 and $105,000, respectively, was held to support letters of credit for security deposits. | ||||||||||||
2 | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES — (CONTINUED) | |||||||||||
Investments | ||||||||||||
The Company determines the appropriate classification of debt and equity investments at the time of purchase and re-evaluates such designation as of each balance sheet date. The Company considers all of its investments to be available-for-sale. Short-term investments consisted of government/federal notes and bonds with maturities greater than 90 days at the time of purchase. Available-for-sale short-term investments with contractual maturities beyond one year were classified as current in the Company’s consolidated balance sheets because they represented the investment of cash that is available for current operations. Long-term investments consist of variable rate debt instruments with an auction reset feature, referred to as auction rate securities (“ARS”). Investments are carried at fair value. | ||||||||||||
Concentration of Credit Risk and Financial Instruments | ||||||||||||
The Company performs ongoing credit evaluations of its customers’ financial condition and generally does not require that its customers’ obligations to the Company be secured. The Company maintains reserves for estimated inherent credit losses, and such losses have been within management’s expectations. The large size and widespread nature of the Company’s customer base and the Company’s lack of dependence on any individual customer mitigates the risk of nonpayment of the Company’s accounts receivable. No single customer accounted for more than 5% of the Company’s revenues for each of the years ended December 31, 2011, 2012 and 2013. The carrying amount of the accounts receivable approximates the net realizable value. The carrying value of the accounts receivable, accounts payable, accrued expenses and long-term debt approximates fair value. | ||||||||||||
Accounts Receivable, Net of Allowance for Doubtful Accounts | ||||||||||||
Accounts receivable are recorded at the invoiced amount. Accounts receivable payment terms vary and amounts due from customers are stated in the financial statements net of an allowance for doubtful accounts. The allowance for doubtful accounts is based on the Company’s assessment of the collectability of customer accounts. The Company regularly reviews the allowance by considering factors such as historical experience, the aging of the balances, and current economic conditions that may affect a customer’s ability to pay. | ||||||||||||
Property and Equipment | ||||||||||||
Property and equipment are stated at cost. All repairs and maintenance costs are expensed as incurred. Depreciation and amortization are calculated on a straight-line basis over the following estimated useful lives of the assets: | ||||||||||||
Leasehold improvements | Shorter of lease term or useful life | |||||||||||
Furniture and office equipment | Five to ten years | |||||||||||
Research vehicles | Five years | |||||||||||
Computer hardware and software | Two to five years | |||||||||||
Qualifying internal-use software costs incurred during the application development stage, which consists primarily of outside services, purchased software license costs and internal product development costs are capitalized and amortized over the estimated useful life of the asset. All other costs are expensed as incurred. | ||||||||||||
2 | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES — (CONTINUED) | |||||||||||
Goodwill, Intangibles and Other Assets | ||||||||||||
Goodwill represents the excess of costs over the fair value of assets of acquired businesses. Goodwill and intangible assets acquired in a business combination and determined to have an indefinite useful life are not amortized, but instead tested for impairment at least annually by reporting unit. The Company’s operating segments, U.S. and International, are the reporting units tested for potential impairment. To determine whether it is necessary to perform the two-step goodwill impairment test, the Company may first assess qualitative factors to evaluate whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount. If the Company concludes that it is more likely than not that the fair value of a reporting unit is less than its carrying amount or if the Company elects not to assess qualitative factors, then the Company performs the two-step process. The first step is to determine the fair value of each reporting unit. The estimate of the fair value of each reporting unit is based on a projected discounted cash flow model that includes significant assumptions and estimates including the Company's discount rate, growth rate and future financial performance. Assumptions about the discount rate are based on a weighted average cost of capital for comparable companies. Assumptions about the growth rate and future financial performance of a reporting unit are based on the Company's forecasts, business plans, economic projections and anticipated future cash flows. The fair value of each reporting unit is compared to the carrying amount of the reporting unit. If the carrying value of the reporting unit exceeds the fair value, then the second step of the process is performed to measure the impairment loss. The impairment loss is measured based on a projected discounted cash flow method using a discount rate determined by the Company’s management to be commensurate with the risk in its current business model. | ||||||||||||
To determine whether it is necessary to perform the quantitative impairment test for indefinite-lived intangible assets, the Company may first assess qualitative factors to evaluate whether it is more likely than not that the fair value of the indefinite-lived intangible assets is less than the carrying amount. If the Company concludes that it is more likely than not that the fair value of the indefinite-lived intangible assets is less than the carrying amount or if the Company elects not to assess qualitative factors, then the Company performs the quantitative impairment test similar to the test performed on goodwill discussed above. | ||||||||||||
Intangible assets with estimable useful lives that arose from acquisitions on or after July 1, 2001 are amortized over their respective estimated useful lives using a method of amortization that reflects the pattern in which the economic benefits of the intangible assets are consumed or otherwise used up, and are reviewed at least annually for impairment. | ||||||||||||
Acquired database technology, customer base and trade names and other are related to the Company’s acquisitions (see Notes 3, 7 and 8). With the exception of the acquired trade name recorded in connection with the acquisition of LoopNet, acquired database technology and trade names and other are amortized on a straight-line basis over periods ranging from two to ten years. The acquired trade name recorded in connection with the LoopNet acquisition has an indefinite estimated useful life and is not amortized, but is subject to annual impairment tests. The acquired intangible asset characterized as customer base consists of one distinct intangible asset composed of acquired customer contracts and the related customer relationships. Acquired customer bases are typically amortized on an accelerated basis related to the expected economic benefit of the intangible asset. The cost of capitalized building photography is amortized on a straight-line basis over five years. | ||||||||||||
Long-Lived Assets | ||||||||||||
Long-lived assets, such as property, plant, and equipment, and purchased intangibles subject to amortization, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to estimated undiscounted future cash flows expected to be generated by the asset or asset group. If the carrying amount of an asset exceeds its estimated future cash flows, an impairment charge is recognized in the amount by which the carrying amount of the asset exceeds the fair value of the asset. | ||||||||||||
Assets to be disposed of would be separately presented in the balance sheet and reported at the lower of the carrying amount or fair value less costs to sell, and would no longer be depreciated. The assets and liabilities of a disposal group classified as held for sale would be presented separately in the appropriate asset and liability sections of the balance sheet. | ||||||||||||
2 | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES — (CONTINUED) | |||||||||||
Capitalized Product Development Costs | ||||||||||||
Product development costs are expensed as incurred until technological feasibility has been established, at which time such costs are capitalized. Costs are capitalized, to the extent that the capitalizable costs do not exceed the realizable value of such costs, until the product is available for general release to customers. The Company defines the establishment of technological feasibility as the completion of all planning, designing, coding and testing activities that are necessary to establish products that meet design specifications including functions, features and technical performance requirements. The Company’s capitalized product development costs had a total net book value of approximately $302,000 and $111,000 as of December 31, 2012 and 2013, respectively. These capitalized product development costs are included in intangible and other assets in the Company’s consolidated balance sheets. Amortization is computed using a straight-line method over the remaining estimated economic life of the product, typically three to five years after the software is ready for its intended use. The Company amortized capitalized product development costs of approximately $80,000, $191,000 and $191,000 for the years ended December 31, 2011, 2012 and 2013, respectively. | ||||||||||||
Debt Issuance Costs | ||||||||||||
Costs incurred in connection with the issuance of long-term debt are capitalized and amortized as interest expense over the term of the related debt using the effective interest method. The Company had capitalized debt issuance costs of approximately $9.6 million and $6.5 million as of December 31, 2012 and 2013, respectively. The debt issuance costs are associated with the financing commitment received from JPMorgan Chase Bank, N.A. (“J.P. Morgan Bank”) on April 27, 2011 and the subsequent term loan facility and revolving credit facility established under a credit agreement dated February 16, 2012 (the “Credit Agreement”). See Note 9 for additional information regarding the financing commitment with J.P. Morgan Bank and the Credit Agreement. No amortization expense for debt issuance costs was recognized by the Company for the year ended December 31, 2011. The Company amortized debt issuance costs of approximately $2.0 million and $3.0 million for the years ended December 31, 2012 and 2013, respectively. | ||||||||||||
Recent Accounting Pronouncements | ||||||||||||
In July 2012, the Financial Accounting Standards Board ("FASB") issued authoritative guidance to simplify how companies test indefinite-lived intangible assets for impairment. The guidance permits a company to first assess qualitative factors to determine whether it is more likely than not that an indefinite-lived intangible asset is impaired as a basis for determining whether it is necessary to perform the quantitative impairment test. This guidance is effective for annual and interim impairment tests performed for fiscal years beginning after September 15, 2012, with early adoption permitted. This guidance did not have a material impact on the Company's results of operations or financial position. | ||||||||||||
In February 2013, the FASB issued authoritative guidance to improve the reporting of reclassifications out of accumulated other comprehensive income. This guidance requires a company to present, either on the consolidated statements of operations or in the notes to the consolidated financial statements, significant amounts reclassified out of accumulated other comprehensive income by the respective line items of net income, but only if the amount reclassified is required under GAAP to be reclassified in its entirety to net income. For other amounts that are not required under GAAP to be reclassified in their entirety to net income in the same reporting period, an entity is required to cross-reference other disclosures required under GAAP that provide additional detail about those amounts. This guidance is effective prospectively for financial statements issued for interim and annual periods beginning after December 15, 2012. This guidance did not have a material impact on the Company's results of operations or financial position, but the Company provided additional disclosures in its financial statements. | ||||||||||||
There are no accounting pronouncements that have been recently issued but not yet adopted by the Company that would have a material impact on the Company’s results of operations or financial position. |
ACQUISITION
ACQUISITION | 12 Months Ended | |||
Dec. 31, 2013 | ||||
Business Combinations [Abstract] | ' | |||
ACQUISITIONS | ' | |||
ACQUISITION | ||||
On April 30, 2012, the Company acquired 100% of the outstanding stock of LoopNet pursuant to an Agreement and Plan of Merger dated April 27, 2011, as amended May 20, 2011 (the “Merger Agreement”). LoopNet owns and operates an online marketplace for commercial real estate in the U.S. The online marketplace enables commercial real estate agents, working on behalf of property owners and landlords, to list properties for sale or for lease and submit detailed information on property listings to find a buyer or tenant. The acquisition combines the research capabilities of the Company with the marketing solutions offered by LoopNet to create efficiencies in operations and provide more opportunities for the combined company's customers. | ||||
The following table summarizes the consideration paid for LoopNet (in thousands except share and per share data): | ||||
Cash | $ | 746,393 | ||
Equity interest (1,880,300 shares at $72.89) | 137,055 | |||
Fair value of total consideration transferred | $ | 883,448 | ||
The Company has applied the acquisition method to account for the LoopNet transaction, which requires that, among other things, assets acquired and liabilities assumed be recorded at their fair values as of the acquisition date. The following table summarizes the amounts for acquired assets and liabilities recorded at their fair values as of the acquisition date (in thousands): | ||||
Cash and cash equivalents | $ | 105,464 | ||
Accounts receivable | 3,021 | |||
Goodwill | 625,174 | |||
Acquired trade names and other | 48,700 | |||
Acquired customer base | 71,500 | |||
Acquired database technology | 52,100 | |||
Deferred income taxes, net | (32,623 | ) | ||
Other assets and liabilities | 10,112 | |||
Fair value of identifiable net assets acquired | $ | 883,448 | ||
The net assets of LoopNet were recorded at their estimated fair value. In valuing acquired assets and liabilities, fair value estimates are based on, but are not limited to, future expected cash flows, expected holding period of investments, market rate assumptions for contractual obligations, and appropriate discount rates. | ||||
The acquired customer base for the acquisition consists of one distinct intangible asset, is composed of acquired customer contracts and the related customer relationships, and has an estimated useful life of 10 years. The acquired database technology has an estimated useful life of 5 years and the acquired trade names have an indefinite estimated useful life. Amortization of the acquired customer base is recognized on an accelerated basis related to the expected economic benefit of the intangible asset, while amortization of the acquired database technology is recognized on a straight-line basis over the estimated useful life. The acquired trade names recorded in connection with this acquisition are not amortized, but are subject to annual impairment tests. | ||||
Goodwill recorded in connection with this acquisition is not amortized, but is subject to annual impairment tests. The $625.2 million of goodwill recorded as part of the acquisition is associated with the Company's U.S. operating segment. None of the goodwill recognized is deductible for income tax purposes. | ||||
Goodwill is calculated as the excess of the consideration transferred over the net assets recognized and represents the future economic benefits arising from other assets acquired that could not be individually identified and separately recognized. Specifically, the goodwill recorded as part of the LoopNet acquisition includes: (i) the expected synergies and other benefits that the Company believes will result from combining its operations with LoopNet's operations; and (ii) any intangible assets that do not qualify for separate recognition, such as the assembled workforce. | ||||
3 | ACQUISITION — (CONTINUED) | |||
As a result of the LoopNet acquisition, the Company recorded approximately $14.2 million and $5.2 million in acquisition-related costs for the years ended December 31, 2011 and 2012, respectively. These costs were directly related to acquiring LoopNet and were expensed as incurred and recorded in general and administrative expense. There were no acquisition-related costs recorded for the year ended December 31, 2013 related to the LoopNet acquisition. | ||||
Prior to completion of the LoopNet acquisition, on April 26, 2012, the Federal Trade Commission (the “FTC”) accepted a consent order in connection with the LoopNet merger that was previously agreed to by the Company and LoopNet. The consent order was subject to a 30-day public comment period, and on August 29, 2012, the FTC issued its final acceptance of the consent order. The consent order, which is publicly available on the FTC's website at www.ftc.gov, required, among other things, that the Company and LoopNet divest LoopNet's minority interest in Xceligent. On March 28, 2012, the Company and LoopNet entered into an agreement to sell LoopNet's interest in Xceligent to DMG Information (“DMGI”). The parties closed the sale of LoopNet's interest in Xceligent to DMGI on May 3, 2012. The Company received $4.2 million in proceeds from the sale, which reflected the fair value of the investment at the time of sale and resulted in no gain on the sale of the investment. |
INVESTMENTS
INVESTMENTS | 12 Months Ended | |||||||||||||||
Dec. 31, 2013 | ||||||||||||||||
Investments, Debt and Equity Securities [Abstract] | ' | |||||||||||||||
INVESTMENTS | ' | |||||||||||||||
INVESTMENTS | ||||||||||||||||
The Company determines the appropriate classification of debt and equity investments at the time of purchase and re-evaluates such designation as of each balance sheet date. The Company considers all of its investments to be available-for-sale. Short-term investments consisted of government/federal notes and bonds with maturities greater than 90 days at the time of purchase. Available-for-sale short-term investments with contractual maturities beyond one year were classified as current in the Company’s consolidated balance sheets because they represented the investment of cash that was available for current operations. Long-term investments consist of variable rate debt instruments with an auction reset feature, referred to as ARS. Investments are carried at fair market value. | ||||||||||||||||
Scheduled maturities of investments classified as available-for-sale as of December 31, 2013 are as follows (in thousands): | ||||||||||||||||
Maturity | Fair Value | |||||||||||||||
Due in: | ||||||||||||||||
2014 | $ | — | ||||||||||||||
2015 — 2018 | 853 | |||||||||||||||
2019 — 2023 | — | |||||||||||||||
2024 and thereafter | 21,137 | |||||||||||||||
Available-for-sale investments | $ | 21,990 | ||||||||||||||
The Company had no realized gains on its investments for the years ended December 31, 2011, 2012 and 2013, respectively. The Company had no realized losses on its investments for the years ended December 31, 2011, 2012 and 2013, respectively. Realized gains and losses from the sale of available-for-sale securities are determined on a specific-identification basis. | ||||||||||||||||
Changes in unrealized holding gains and losses, net of the related tax effect, on available-for-sale securities are excluded from earnings and are reported as a separate component of accumulated other comprehensive income (loss) in stockholders’ equity until realized. A decline in market value of any available-for-sale security below cost that is deemed to be other-than-temporary results in a reduction in carrying amount to fair value. The impairment is charged to earnings and a new cost basis for the security is established. Dividend and interest income are recognized when earned. | ||||||||||||||||
As of December 31, 2013, the amortized cost basis and fair value of investments classified as available-for-sale were as follows (in thousands): | ||||||||||||||||
Amortized | Gross | Gross | Fair Value | |||||||||||||
Cost | Unrealized | Unrealized | ||||||||||||||
Gains | Losses | |||||||||||||||
Auction rate securities | $ | 23,517 | $ | 411 | $ | (1,938 | ) | $ | 21,990 | |||||||
Available-for-sale investments | $ | 23,517 | $ | 411 | $ | (1,938 | ) | $ | 21,990 | |||||||
4 | INVESTMENTS — (CONTINUED) | |||||||||||||||
As of December 31, 2012, the amortized cost basis and fair value of investments classified as available-for-sale were as follows (in thousands): | ||||||||||||||||
Amortized | Gross | Gross | Fair Value | |||||||||||||
Cost | Unrealized | Unrealized | ||||||||||||||
Gains | Losses | |||||||||||||||
Government-sponsored enterprise obligations | $ | 37 | $ | — | $ | — | $ | 37 | ||||||||
Auction rate securities | 23,567 | 101 | (2,006 | ) | 21,662 | |||||||||||
Available-for-sale investments | $ | 23,604 | $ | 101 | $ | (2,006 | ) | $ | 21,699 | |||||||
The unrealized losses on the Company’s investments as of December 31, 2012 and 2013 were generated primarily from changes in interest rates. The losses are considered temporary, as the contractual terms of these investments do not permit the issuer to settle the security at a price less than the amortized cost of the investment. Because the Company does not intend to sell these instruments and it is more likely than not that the Company will not be required to sell these instruments prior to anticipated recovery, which may be at maturity, the Company does not consider these investments to be other-than-temporarily impaired as of December 31, 2012 and 2013. See Note 5 for further discussion of the fair value of the Company’s financial assets. | ||||||||||||||||
The components of the Company’s investments in an unrealized loss position for more than twelve months were as follows (in thousands): | ||||||||||||||||
December 31, | ||||||||||||||||
2012 | 2013 | |||||||||||||||
Aggregate | Gross | Aggregate | Gross | |||||||||||||
Fair | Unrealized | Fair | Unrealized | |||||||||||||
Value | Losses | Value | Losses | |||||||||||||
Government-sponsored enterprise obligations | $ | 37 | $ | — | $ | — | $ | — | ||||||||
Auction rate securities | 21,119 | (2,006 | ) | 21,137 | (1,938 | ) | ||||||||||
Investments in an unrealized loss position | $ | 21,156 | $ | (2,006 | ) | $ | 21,137 | $ | (1,938 | ) | ||||||
The Company did not have any investments in an unrealized loss position for less than twelve months as of December 31, 2012 and 2013, respectively. |
FAIR_VALUE
FAIR VALUE | 12 Months Ended | |||||||||||||||
Dec. 31, 2013 | ||||||||||||||||
Fair Value Disclosures [Abstract] | ' | |||||||||||||||
FAIR VALUE | ' | |||||||||||||||
FAIR VALUE | ||||||||||||||||
Fair value is defined as the price that would be received in the sale of an asset or paid to transfer a liability in an orderly transaction between market participants. There is a three-tier fair value hierarchy, which categorizes the inputs used in measuring fair value. These tiers include: Level 1, defined as observable inputs such as quoted prices in active markets for identical assets or liabilities; Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and Level 3, defined as unobservable inputs for which little or no market data exists, therefore requiring an entity to develop its own assumptions. | ||||||||||||||||
5 | FAIR VALUE — (CONTINUED) | |||||||||||||||
The following table represents the Company's fair value hierarchy for its financial assets (cash, cash equivalents and investments) and liabilities measured at fair value on a recurring basis as of December 31, 2013 (in thousands): | ||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | |||||||||||||
Assets: | ||||||||||||||||
Cash | $ | 134,989 | $ | — | $ | — | $ | 134,989 | ||||||||
Money market funds | 50,593 | — | — | 50,593 | ||||||||||||
Commercial paper | 70,371 | — | — | 70,371 | ||||||||||||
Auction rate securities | — | — | 21,990 | 21,990 | ||||||||||||
Total assets measured at fair value | $ | 255,953 | $ | — | $ | 21,990 | $ | 277,943 | ||||||||
Liabilities: | ||||||||||||||||
Deferred consideration | $ | — | $ | — | $ | 1,344 | $ | 1,344 | ||||||||
Total liabilities measured at fair value | $ | — | $ | — | $ | 1,344 | $ | 1,344 | ||||||||
The following table represents the Company's fair value hierarchy for its financial assets (cash, cash equivalents and investments) and liabilities measured at fair value on a recurring basis as of December 31, 2012 (in thousands): | ||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | |||||||||||||
Assets: | ||||||||||||||||
Cash | $ | 135,232 | $ | — | $ | — | $ | 135,232 | ||||||||
Money market funds | 20,775 | — | — | 20,775 | ||||||||||||
Commercial paper | 20 | — | — | 20 | ||||||||||||
Government-sponsored enterprise obligations | — | 37 | — | 37 | ||||||||||||
Auction rate securities | — | — | 21,662 | 21,662 | ||||||||||||
Total assets measured at fair value | $ | 156,027 | $ | 37 | $ | 21,662 | $ | 177,726 | ||||||||
Liabilities: | ||||||||||||||||
Deferred consideration | $ | — | $ | — | $ | 2,304 | $ | 2,304 | ||||||||
Total liabilities measured at fair value | $ | — | $ | — | $ | 2,304 | $ | 2,304 | ||||||||
The Company’s Level 2 assets consisted of government-sponsored enterprise obligations, which did not have directly observable quoted prices in active markets. The Company’s Level 2 assets were valued using matrix pricing. | ||||||||||||||||
The Company’s Level 3 assets consist of ARS, whose underlying assets are primarily student loan securities supported by guarantees from the Federal Family Education Loan Program (“FFELP”) of the U.S. Department of Education. | ||||||||||||||||
5 | FAIR VALUE — (CONTINUED) | |||||||||||||||
The following table summarizes changes in fair value of the Company’s Level 3 assets from December 31, 2007 to December 31, 2013 (in thousands): | ||||||||||||||||
Auction | ||||||||||||||||
Rate | ||||||||||||||||
Securities | ||||||||||||||||
Balance at December 31, 2007 | $ | 53,975 | ||||||||||||||
Increase in unrealized loss included in accumulated other comprehensive loss | (3,710 | ) | ||||||||||||||
Settlements | (20,925 | ) | ||||||||||||||
Balance at December 31, 2008 | 29,340 | |||||||||||||||
Decrease in unrealized loss included in accumulated other comprehensive loss | 684 | |||||||||||||||
Settlements | (300 | ) | ||||||||||||||
Balance at December 31, 2009 | 29,724 | |||||||||||||||
Decrease in unrealized loss included in accumulated other comprehensive loss | 40 | |||||||||||||||
Settlements | (575 | ) | ||||||||||||||
Balance at December 31, 2010 | 29,189 | |||||||||||||||
Decrease in unrealized loss included in accumulated other comprehensive loss | 245 | |||||||||||||||
Settlements | (4,850 | ) | ||||||||||||||
Balance at December 31, 2011 | 24,584 | |||||||||||||||
Auction rate securities upon acquisition | 442 | |||||||||||||||
Decrease in unrealized loss included in accumulated other comprehensive loss | 836 | |||||||||||||||
Settlements | (4,200 | ) | ||||||||||||||
Balance at December 31, 2012 | 21,662 | |||||||||||||||
Decrease in unrealized loss included in accumulated other comprehensive loss | 378 | |||||||||||||||
Settlements | (50 | ) | ||||||||||||||
Balance at December 31, 2013 | $ | 21,990 | ||||||||||||||
ARS are variable rate debt instruments whose interest rates are reset approximately every 28 days. The majority of the underlying securities have contractual maturities greater than twenty years. The ARS are recorded at fair value. | ||||||||||||||||
As of December 31, 2013, the Company held ARS with $24.3 million par value, all of which failed to settle at auction. The majority of these investments are of high credit quality with AAA credit ratings and are primarily student loan securities supported by guarantees from the FFELP of the U.S. Department of Education. The Company may not be able to liquidate and fully recover the carrying value of the ARS in the near term. As a result, these securities are classified as long-term investments in the Company’s consolidated balance sheet as of December 31, 2013. | ||||||||||||||||
While the Company continues to earn interest on its ARS investments at the contractual rate, these investments are not currently actively trading and therefore do not currently have a readily determinable market value. The estimated fair value of the ARS no longer approximates par value. The Company used a discounted cash flow model to determine the estimated fair value of its investment in ARS as of December 31, 2013. The assumptions used in preparing the discounted cash flow model include estimates for interest rates, credit spreads, timing and amount of contractual cash flows, liquidity risk premiums, expected holding periods and default risk. The Company updates the discounted cash flow model on a quarterly basis to reflect any changes in the assumptions used in the model and settlements of ARS investments that occurred during the period. | ||||||||||||||||
The only significant unobservable input in the discounted cash flow model is the discount rate. The discount rate used represents the Company's estimate of the yield expected by a market participant from the ARS investments. The weighted average discount rate used in the discounted cash flow model as of December 31, 2012 and 2013 was approximately 5.1% and 4.9%, respectively. Selecting another discount rate within the range used in the discounted cash flow model would not result in a significant change to the fair value of the ARS. | ||||||||||||||||
5 | FAIR VALUE — (CONTINUED) | |||||||||||||||
Based on this assessment of fair value, as of December 31, 2013, the Company determined there was a decline in the fair value of its ARS investments of approximately $1.5 million. The decline was deemed to be a temporary impairment and recorded as an unrealized loss in accumulated other comprehensive loss in stockholders’ equity. In addition, while a majority of the ARS are currently rated AAA, if the issuers are unable to successfully close future auctions and/or their credit ratings deteriorate, the Company may be required to record additional unrealized losses in accumulated other comprehensive loss or an other-than-temporary impairment charge to earnings on these investments. | ||||||||||||||||
As of December 31, 2013, the Company held Level 3 liabilities for deferred consideration that it acquired as a result of the April 30, 2012 acquisition of LoopNet. The deferred consideration totaled $1.3 million as of December 31, 2013 and included deferred cash payments in connection with acquisitions LoopNet completed in 2010 including: (i) deferred cash payments due to the sellers of LandsofAmerica.com, LLC ("LandsofAmerica") on March 31, 2014 based on LandsofAmerica's achievement of financial and operational milestones, resulting in undiscounted deferred consideration as of December 31, 2013 of approximately $1.0 million; and (ii) deferred cash payments due to the sellers of Reaction Corp. ("Reaction Web") on March 31, 2014 based on Reaction Web's achievement of revenue milestones, resulting in undiscounted deferred consideration as of December 31, 2013 of approximately $344,000. On March 28, 2013, the Company made a payment of $1.0 million to the sellers of LandsofAmerica based on the achievement of financial and operational milestones in 2012 and a payment of approximately $344,000 to the sellers of Reaction Web based on the achievement of revenue milestones in 2012. | ||||||||||||||||
The following table summarizes changes in fair value of the Company’s Level 3 liabilities from December 31, 2011 to December 31, 2013 (in thousands): | ||||||||||||||||
Deferred | ||||||||||||||||
Consideration | ||||||||||||||||
Balance at December 31, 2011 | $ | — | ||||||||||||||
Deferred consideration upon acquisition | 2,011 | |||||||||||||||
Accretion for 2012 | 293 | |||||||||||||||
Balance at December 31, 2012 | 2,304 | |||||||||||||||
Accretion for 2013 | 384 | |||||||||||||||
Payments made in 2013 | (1,344 | ) | ||||||||||||||
Balance at December 31, 2013 | $ | 1,344 | ||||||||||||||
The Company used a discounted cash flow model to determine the estimated fair value of its Level 3 liabilities. The assumptions used in preparing the discounted cash flow model include the discount rate and probabilities for completion of financial and operational milestones. | ||||||||||||||||
The only significant unobservable input in the discounted cash flow model used to determine the estimated fair value of the Company's Level 3 liabilities is the discount rate. The discount rate used represents LoopNet's cost of equity at the time of each acquisition plus a margin for counterparty risk. The weighted average discount rate used as of December 31, 2012 was approximately 23.5%. As of December 31, 2013, the Company recorded a liability for the entire amount of undiscounted deferred consideration to be paid on March 31, 2014. Selecting another discount rate within the range used in the discounted cash flow model in 2012 would not result in a significant change to the fair value of the deferred consideration. |
PROPERTY_AND_EQUIPMENT
PROPERTY AND EQUIPMENT | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Property, Plant and Equipment [Abstract] | ' | |||||||
PROPERTY AND EQUIPMENT | ' | |||||||
PROPERTY AND EQUIPMENT | ||||||||
Property and equipment consists of the following (in thousands): | ||||||||
December 31, | ||||||||
2012 | 2013 | |||||||
Leasehold improvements | $ | 28,527 | $ | 36,933 | ||||
Furniture, office equipment and research vehicles | 25,837 | 27,395 | ||||||
Computer hardware and software | 36,688 | 36,391 | ||||||
91,052 | 100,719 | |||||||
Accumulated depreciation and amortization | (44,744 | ) | (43,000 | ) | ||||
Property and equipment, net | $ | 46,308 | $ | 57,719 | ||||
Depreciation expense for property and equipment was approximately $8.4 million, $10.1 million and $12.5 million for the years ended December 31, 2011, 2012 and 2013, respectively. |
GOODWILL
GOODWILL | 12 Months Ended | |||||||||||
Dec. 31, 2013 | ||||||||||||
Goodwill [Abstract] | ' | |||||||||||
GOODWILL | ' | |||||||||||
GOODWILL | ||||||||||||
The changes in the carrying amount of goodwill by operating segment consist of the following (in thousands): | ||||||||||||
United States | International | Total | ||||||||||
Goodwill, December 31, 2011 | $ | 67,465 | $ | 24,319 | $ | 91,784 | ||||||
Acquisitions | 625,174 | — | 625,174 | |||||||||
Effect of foreign currency translation | — | 1,120 | 1,120 | |||||||||
Goodwill, December 31, 2012 | 692,639 | 25,439 | 718,078 | |||||||||
Effect of foreign currency translation | — | 509 | 509 | |||||||||
Goodwill, December 31, 2013 | $ | 692,639 | $ | 25,948 | $ | 718,587 | ||||||
The Company recorded goodwill of approximately $625.2 million in connection with the April 30, 2012 acquisition of LoopNet. | ||||||||||||
During the fourth quarters of 2011, 2012 and 2013, the Company completed the annual impairment test of goodwill and concluded that goodwill was not impaired. |
INTANGIBLES_AND_OTHER_ASSETS
INTANGIBLES AND OTHER ASSETS | 12 Months Ended | |||||||||
Dec. 31, 2013 | ||||||||||
Intangibles and Other Assets [Abstract] | ' | |||||||||
INTANGIBLES AND OTHER ASSETS | ' | |||||||||
INTANGIBLES AND OTHER ASSETS | ||||||||||
Intangibles and other assets consist of the following (in thousands, except amortization period data): | ||||||||||
December 31, | Weighted- Average | |||||||||
Amortization Period | ||||||||||
2012 | 2013 | (in years) | ||||||||
Capitalized product development cost | $ | 2,140 | $ | 2,140 | 4 | |||||
Accumulated amortization | (1,838 | ) | (2,029 | ) | ||||||
Capitalized product development cost, net | 302 | 111 | ||||||||
Building photography | 12,474 | 13,743 | 5 | |||||||
Accumulated amortization | (11,639 | ) | (12,005 | ) | ||||||
Building photography, net | 835 | 1,738 | ||||||||
Acquired database technology | 77,328 | 77,368 | 5 | |||||||
Accumulated amortization | (29,673 | ) | (41,073 | ) | ||||||
Acquired database technology, net | 47,655 | 36,295 | ||||||||
Acquired customer base | 130,683 | 130,960 | 10 | |||||||
Accumulated amortization | (59,218 | ) | (74,734 | ) | ||||||
Acquired customer base, net | 71,465 | 56,226 | ||||||||
Acquired trade names and other (1) | 59,255 | 59,336 | 7 | |||||||
Accumulated amortization | (8,880 | ) | (9,234 | ) | ||||||
Acquired trade names and other, net | 50,375 | 50,102 | ||||||||
Intangibles and other assets, net | $ | 170,632 | $ | 144,472 | ||||||
(1) The weighted-average amortization period for acquired trade names excludes $48.7 million for acquired trade names recorded in connection with the LoopNet acquisition on April 30, 2012, which amount is not amortized, but is subject to annual impairment tests. | ||||||||||
Amortization expense for intangibles and other assets was approximately $4.4 million, $22.7 million and $27.6 million for the years ended December 31, 2011, 2012 and 2013, respectively. | ||||||||||
In the aggregate, amortization for intangibles and other assets existing as of December 31, 2013 for future periods is expected to be approximately $23.5 million, $20.8 million, $18.9 million, $10.0 million and $5.1 million for the years ending December 31, 2014, 2015, 2016, 2017 and 2018, respectively. | ||||||||||
During the fourth quarter of 2013, the Company completed the annual impairment test of the acquired trade name recorded in connection with the LoopNet acquisition and concluded that this indefinite-lived intangible asset was not impaired. |
LONGTERM_DEBT
LONG-TERM DEBT | 12 Months Ended | |||
Dec. 31, 2013 | ||||
Long-term Debt, Current and Noncurrent [Abstract] | ' | |||
LONG-TERM DEBT | ' | |||
LONG-TERM DEBT | ||||
On February 16, 2012, the Company entered into a term loan facility and revolving credit facility pursuant to the Credit Agreement dated February 16, 2012, by and among the Company, as borrower, CoStar Realty Information, Inc. ("CoStar Realty"), as co-borrower, J.P. Morgan Bank, as administrative agent, and the other lenders thereto. The Credit Agreement provides for a $175.0 million term loan facility and a $50.0 million revolving credit facility, each with a term of five years. On April 30, 2012, the Company borrowed $175.0 million under the term loan facility and used those proceeds, together with net proceeds from the Company's equity offering conducted in June 2011, to pay a portion of the merger consideration and transaction costs related to the LoopNet merger. The carrying value of the term loan facility approximates fair value and can be estimated through Level 3 unobservable inputs using an expected present value technique based on expected cash flows discounted using the current credit-adjusted risk-free rate, which approximates the rate of interest on the term loan facility at the origination. | ||||
The revolving credit facility includes a subfacility for swingline loans of up to $5.0 million and up to $10.0 million of the revolving credit facility is available for the issuances of letters of credit. The term loan facility amortizes in quarterly installments in amounts resulting in an annual amortization of 5% during the first year, 10% during the second year, 15% during the third year, 20% during the fourth year and 50% during the fifth year after the closing date. The loans under the Credit Agreement bear interest, at the Company's option, either (i) during any interest period selected by the Company, at the London interbank offered rate for deposits in U.S. dollars with a maturity comparable to such interest period, adjusted for statutory reserves (“LIBOR”), plus a spread of 2.00% per annum, or (ii) at the greatest of (x) the prime rate from time to time announced by J.P. Morgan Bank, (y) the federal funds effective rate plus ½ of 1.00% and (z) LIBOR for a one-month interest period plus 1.00%, plus a spread of 1.00% per annum. If an event of default occurs under the Credit Agreement, the interest rate on overdue amounts will increase by 2.00% per annum. The obligations under the Credit Agreement are guaranteed by all material subsidiaries of the Company and secured by a lien on substantially all of the assets of the Company and its material subsidiaries, in each case subject to certain exceptions. | ||||
The Credit Agreement requires the Company to maintain a Debt Service Coverage Ratio (as defined in the Credit Agreement) of at least 1.5 to 1.0 and a Total Leverage Ratio (as defined in the Credit Agreement) that does not exceed 2.75 to 1.00 during each of the three months ending December 31, 2013, March 31, 2014 and June 30, 2014; and 2.50 to 1.00 thereafter. The Credit Agreement also includes other covenants that were effective as of April 30, 2012, including covenants that, subject to certain exceptions, restrict the ability of the Company and its subsidiaries (i) to incur additional indebtedness, (ii) to create, incur, assume or permit to exist any liens, (iii) to enter into mergers, consolidations or similar transactions, (iv) to make investments and acquisitions, (v) to make certain dispositions of assets, (vi) to make dividends, distributions and prepayments of certain indebtedness, and (vii) to enter into certain transactions with affiliates. The Company was in compliance with the covenants in the Credit Agreement as of December 31, 2013. | ||||
Commencing with the fiscal year ended December 31, 2012, the Credit Agreement requires the Company to make an annual prepayment of the term loan facility equal to a percentage of Excess Cash Flow (as defined in the Credit Agreement) to reduce the principal amount outstanding under the term loan facility. The prepayment percentage is 50% when the Total Leverage Ratio exceeds 3.00 to 1.00; 25% when the Total Leverage Ratio is greater than 2.50 to 1.00 but equal to or less than 3.00 to 1.00; and 0% when the Total Leverage Ratio is equal to or less than 2.50 to 1.00. This prepayment requirement is reduced by the amount of prior voluntary prepayments during the respective fiscal year, subject to certain exceptions set forth in the Credit Agreement. The Excess Cash Flow payment, if required, is due within ten business days of the date on which the annual financial statements are delivered or required to be delivered to the lenders pursuant to the Credit Agreement. For the fiscal year ended December 31, 2013, the Company was not required to make an Excess Cash Flow payment. | ||||
In connection with obtaining the term loan facility and revolving credit facility, the Company incurred approximately $11.5 million in debt issuance costs, which were capitalized and are being amortized as interest expense over the term of the Credit Agreement using the effective interest method. The debt issuance costs are comprised of approximately $9.2 million in underwriting fees and approximately $2.3 million primarily related to legal fees associated with the debt issuance. | ||||
As of December 31, 2012 and 2013, no amounts were outstanding under the revolving credit facility. Total interest expense for the term loan facility was approximately $0, $4.8 million and $6.9 million for the years ended December 31, 2011, 2012 and 2013, respectively. Interest expense included amortized debt issuance costs of approximately $0, $2.0 million and $3.0 million for the years ended December 31, 2011, 2012 and 2013, respectively. Total interest paid for the term loan facility was approximately $0, $2.5 million and $4.3 million for the years ended December 31, 2011, 2012 and 2013, respectively. | ||||
9 | LONG-TERM DEBT — (CONTINUED) | |||
Maturities of the Company's borrowings under the Credit Agreement for each of the next four years as of December 31, 2013 are as follows (in thousands): | ||||
Year ending December 31, | Maturities | |||
Due in: | ||||
2014 | $ | 24,063 | ||
2015 | 32,812 | |||
2016 | 61,250 | |||
2017 | 35,000 | |||
Long-term debt, including current maturities | $ | 153,125 | ||
INCOME_TAXES
INCOME TAXES | 12 Months Ended | |||||||||||
Dec. 31, 2013 | ||||||||||||
Income Tax Disclosure [Abstract] | ' | |||||||||||
INCOME TAXES | ' | |||||||||||
INCOME TAXES | ||||||||||||
The components of the provision (benefit) for income taxes attributable to operations consist of the following (in thousands): | ||||||||||||
Year Ended December 31, | ||||||||||||
2011 | 2012 | 2013 | ||||||||||
Current: | ||||||||||||
Federal | $ | 22,779 | $ | (2,260 | ) | $ | 26,516 | |||||
State | 2,226 | 1,974 | 3,996 | |||||||||
Foreign | 12 | 55 | 31 | |||||||||
Total current | 25,017 | (231 | ) | 30,543 | ||||||||
Deferred: | ||||||||||||
Federal | (14,661 | ) | 15,512 | (10,919 | ) | |||||||
State | (2,425 | ) | (2,067 | ) | (1,849 | ) | ||||||
Foreign | (18 | ) | 5 | 28 | ||||||||
Total deferred | (17,104 | ) | 13,450 | (12,740 | ) | |||||||
Total provision for income taxes | $ | 7,913 | $ | 13,219 | $ | 17,803 | ||||||
10 | INCOME TAXES — (CONTINUED) | |||||||||||
The components of deferred tax assets and liabilities consists of the following (in thousands): | ||||||||||||
December 31, | ||||||||||||
2012 | 2013 | |||||||||||
Deferred tax assets: | ||||||||||||
Reserve for bad debts | $ | 1,106 | $ | 1,274 | ||||||||
Accrued compensation | 4,830 | 6,725 | ||||||||||
Stock compensation | 4,946 | 13,381 | ||||||||||
Net operating losses | 20,431 | 17,457 | ||||||||||
Accrued reserve and other | 6,007 | 4,284 | ||||||||||
Unrealized loss on securities | 928 | 786 | ||||||||||
Deferred rent | 1,845 | 4,329 | ||||||||||
Deferred revenue | 1,220 | 1,538 | ||||||||||
Deferred gain from sale of building | 12,386 | 11,499 | ||||||||||
Total deferred tax assets | 53,699 | 61,273 | ||||||||||
Deferred tax liabilities: | ||||||||||||
Prepaids | (1,433 | ) | (1,096 | ) | ||||||||
Depreciation | (3,676 | ) | (6,033 | ) | ||||||||
Intangibles | (62,915 | ) | (55,284 | ) | ||||||||
Total deferred tax liabilities | (68,024 | ) | (62,413 | ) | ||||||||
Net deferred tax liabilities, prior to valuation allowance | (14,325 | ) | (1,140 | ) | ||||||||
Valuation allowance | (10,490 | ) | (10,936 | ) | ||||||||
Net deferred tax liabilities | $ | (24,815 | ) | $ | (12,076 | ) | ||||||
As of December 31, 2012 and 2013, a valuation allowance has been established for certain deferred tax assets due to the uncertainty of realization. The valuation allowance as of December 31, 2012 and 2013 includes an allowance for unrealized losses on ARS investments, foreign deferred tax assets and certain state net operating loss carryforwards. The valuation allowance for the deferred tax asset for unrealized losses on ARS has been recorded as an adjustment to accumulated other comprehensive loss. | ||||||||||||
The Company established the valuation allowance because it is more likely than not that a portion of the deferred tax asset for certain items will not be realized based on the weight of available evidence. A valuation allowance was established for the unrealized losses on securities as the Company has not historically generated capital gains, and it is uncertain whether the Company will generate sufficient capital gains in the future to absorb the capital losses. In 2011, the Company sold the office building located at 1331 L Street, NW, in downtown Washington, DC (the “DC Office Building") and the sale generated capital gains, but the Company does not expect to engage in similar transactions on a regular basis. The Company continues to maintain a valuation allowance as of December 31, 2013, for the unrealized losses on securities because it is uncertain as to whether the losses will be realized in a year such that the losses could be carried back to offset the gain from the Company’s sale of the DC Office Building. A valuation allowance was established for the foreign deferred tax assets due to the cumulative loss in recent years in those jurisdictions. The Company has not had sufficient taxable income historically to utilize the foreign deferred tax assets, and it is uncertain whether the Company will generate sufficient taxable income in the future to utilize the deferred tax assets. Similarly, the Company has established a valuation allowance for net operating losses in certain states where it is uncertain whether the Company will generate sufficient taxable income to utilize the net operating losses before they expire. | ||||||||||||
The Company’s change in valuation allowance was an increase of approximately $5.2 million for the year ended December 31, 2012 and an increase of approximately $446,000 for the year ended December 31, 2013. The increase for the year ended December 31, 2013 is primarily due to the increase in the valuation allowance for foreign deferred tax assets of approximately $765,000 partially offset by a decrease in the valuation allowance for deferred tax assets of approximately $319,000 primarily related to state net operating loss carryforwards. | ||||||||||||
10 | INCOME TAXES — (CONTINUED) | |||||||||||
The Company had U.S. income before income taxes of approximately $29.1 million, $36.1 million and $53.2 million for the years ended December 31, 2011, 2012 and 2013, respectively. The Company had foreign losses of approximately $6.6 million, $13.0 million and $5.6 million for the years ended December 31, 2011, 2012 and 2013, respectively. | ||||||||||||
The Company’s provision for income taxes resulted in effective tax rates that varied from the statutory federal income tax rate as follows (in thousands): | ||||||||||||
Year Ended December 31, | ||||||||||||
2011 | 2012 | 2013 | ||||||||||
Expected federal income tax provision at statutory rate | $ | 7,899 | $ | 8,097 | $ | 16,638 | ||||||
State income taxes, net of federal benefit | (123 | ) | (1,360 | ) | 885 | |||||||
Foreign income taxes, net effect | (961 | ) | (2,971 | ) | (724 | ) | ||||||
Stock compensation | (143 | ) | (313 | ) | (116 | ) | ||||||
Increase in valuation allowance | 643 | 2,978 | 588 | |||||||||
Nondeductible compensation | 448 | 656 | 431 | |||||||||
Nondeductible transaction costs | — | 5,829 | — | |||||||||
Other adjustments | 150 | 303 | 101 | |||||||||
Income tax expense, net | $ | 7,913 | $ | 13,219 | $ | 17,803 | ||||||
The Company’s U.K. subsidiaries with foreign losses are disregarded entities for U.S. income tax purposes. Accordingly, the losses from these disregarded entities are included in the Company’s consolidated federal income tax provision at the statutory rate. Federal income taxes attributable to income from these disregarded entities are reduced by foreign taxes paid by those disregarded entities. | ||||||||||||
The Company paid approximately $19.5 million, $2.6 million, and $6.5 million in income taxes for the years ended December 31, 2011, 2012 and 2013, respectively. | ||||||||||||
The Company has net operating loss carryforwards for international income tax purposes of approximately $31.2 million, which do not expire. The Company has federal net operating loss carryforwards of approximately $13.5 million that begin to expire in 2020, state net operating loss carryforwards with a tax value of approximately $4.9 million that begin to expire in 2020 and state income tax credit carryforwards with a tax value of approximately $1.8 million that begin to expire in 2020. The Company realized a cash benefit relating to the use of its tax loss carryforwards of approximately $12.2 million and $4.2 million in 2012 and 2013, respectively. | ||||||||||||
The following tables summarize the activity related to the Company’s unrecognized tax benefits (in thousands): | ||||||||||||
Unrecognized tax benefit as of December 31, 2010 | $ | 1,766 | ||||||||||
Increase for current year tax positions | 1,243 | |||||||||||
Increase for prior year tax positions | 445 | |||||||||||
Expiration of the statute of limitation for assessment of taxes | (107 | ) | ||||||||||
Unrecognized tax benefit as of December 31, 2011 | 3,347 | |||||||||||
Increase for current year tax positions | 792 | |||||||||||
Decrease for prior year tax positions | (161 | ) | ||||||||||
Expiration of the statute of limitation for assessment of taxes | (69 | ) | ||||||||||
Unrecognized tax benefit as of December 31, 2012 | 3,909 | |||||||||||
Increase for current year tax positions | 66 | |||||||||||
Increase for prior year tax positions | 2,037 | |||||||||||
Expiration of the statute of limitation for assessment of taxes | (55 | ) | ||||||||||
Unrecognized tax benefit as of December 31, 2013 | $ | 5,957 | ||||||||||
10 | INCOME TAXES — (CONTINUED) | |||||||||||
Approximately $1.6 million of the unrecognized tax benefit as of each of December 31, 2012 and 2013, would favorably affect the annual effective tax rate, if recognized in future periods. The Company recognized $39,000, $58,000 and $62,000 for interest and penalties in its consolidated statements of operations for the years ended December 31, 2011, 2012 and 2013, respectively. The Company had liabilities of $284,000, $342,000 and $404,000 for interest and penalties in its consolidated balance sheets as of December 31, 2011, 2012 and 2013, respectively. The Company does not anticipate the amount of the unrecognized tax benefits to change significantly over the next twelve months. | ||||||||||||
The Company’s federal and state income tax returns for tax years 2010 through 2012 remain open to examination. The Company’s U.K. income tax returns for tax years 2007 through 2012 remain open to examination. | ||||||||||||
The Company is subject to taxation in the U.S. and various states and foreign jurisdictions. The Company is currently under Internal Revenue Service ("IRS") audit in the U.S. for tax year 2010 and its subsidiary LoopNet is under IRS audit for tax years 2009, 2010, 2011 and the four months ended April 30, 2012. While no formal assessments have been received, the Company believes it has provided adequate reserves related to all matters in the tax periods open to examination. Although the timing of income tax audit resolutions and negotiations with taxing authorities is highly uncertain, the Company does not anticipate a significant change to the total amount of unrecognized income tax benefits within the next 12 months. |
COMMITMENTS_AND_CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended | |||
Dec. 31, 2013 | ||||
Commitments and Contingencies Disclosure [Abstract] | ' | |||
COMMITMENTS AND CONTINGENCIES | ' | |||
COMMITMENTS AND CONTINGENCIES | ||||
The Company leases office facilities and office equipment under various non-cancelable operating leases. The leases contain various renewal options. Rent expense for the years ended December 31, 2011, 2012 and 2013 was approximately $13.3 million, $16.7 million and $18.3 million, respectively. | ||||
Future minimum lease payments as of December 31, 2013 are as follows (in thousands): | ||||
2014 | $ | 17,004 | ||
2015 | 15,128 | |||
2016 | 14,104 | |||
2017 | 14,317 | |||
2018 | 13,916 | |||
2019 and thereafter | 69,475 | |||
Total future minimum lease payments | $ | 143,944 | ||
On February 16, 2012, the Company entered into the Credit Agreement. The Credit Agreement provides for a $175.0 million term loan facility and a $50.0 million revolving credit facility, each with a term of five years. See Note 9 for additional information regarding the Credit Agreement. | ||||
In May 2011, LoopNet, the Board of Directors of LoopNet (“the LoopNet Board”) and/or the Company were named as defendants in three purported class action lawsuits brought by alleged LoopNet stockholders challenging LoopNet's proposed merger with the Company. The stockholder actions alleged, among other things, that (i) each member of the LoopNet Board breached his fiduciary duties to LoopNet and its stockholders in authorizing the sale of LoopNet to the Company, (ii) the merger did not maximize value to LoopNet stockholders, (iii) LoopNet and the Company made incomplete or materially misleading disclosures about the transaction and (iv) LoopNet and the Company aided and abetted the breaches of fiduciary duty allegedly committed by the members of the LoopNet Board. The stockholder actions sought class action certification and equitable relief, including an injunction against consummation of the merger. The parties stipulated to the consolidation of the actions, and to permit the filing of a consolidated complaint. In June 2011, counsel for the parties entered into a memorandum of understanding in which they agreed on the terms of a settlement of this litigation, which could result in a loss to the Company of approximately $200,000. On March 20, 2013, the California Superior Court declined to grant preliminary approval to the proposed settlement and issued an order scheduling a hearing on June 11, 2013 to show good cause why the case should not be dismissed. Shortly before the hearing plaintiffs filed a third supplemental submission in support of their motion for preliminary approval of the proposed settlement, and the Court rescheduled the show cause hearing for February 11, 2014, and then rescheduled it again for May 13, 2014. | ||||
11 | COMMITMENTS AND CONTINGENCIES — (CONTINUED) | |||
On January 3, 2012, LoopNet, the Company’s wholly owned subsidiary, was sued by CIVIX-DDI, LLC (“Civix”) in the U.S. District Court for the Eastern District of Virginia for alleged infringement of U.S. Patent Nos. 6,385,622 and 6,415,291. The complaint seeks unspecified damages, attorneys' fees and costs. On February 16, 2012, LoopNet filed an answer to Civix’s complaint and filed counterclaims against Civix seeking, among other things, declaratory relief that the asserted patents are invalid, not infringed, and that Civix committed inequitable conduct during the prosecution and re-examination of the asserted patents. On or about May 14, 2012, Civix filed a motion for leave to amend its complaint against LoopNet in the U.S. District Court for the Eastern District of Virginia seeking to add the Company as a defendant, alleging that the Company's products also infringe Civix's patents. The Company filed a motion opposing Civix's motion, and on June 21, 2012, the district court denied Civix's motion to amend its complaint. On June 21, 2012, the Company filed an action in the U.S. District Court for the Northern District of Illinois seeking a declaratory judgment of non-infringement and invalidity against Civix. On August 14, 2012, the Company amended its complaint against Civix to assert an affirmative claim against Civix for breach of contract, alleging Civix viloated its license agreement and covenant not to sue with one of the Company's technology licensors. On August 30, 2012, the Eastern District of Virginia transferred Civix's case against LoopNet to the Northern District of Illinois, where both cases are now pending. On October 29, 2012, Civix filed a separate action against LoopNet in the Northern District of Illinois alleging infringement of U.S. Patent No. 8,296,335. That case was later consolidated with Civix's original lawsuit against LoopNet. Civix amended its complaint against the Company on November 8, 2012 to add claims under Patent No. 8,296,335 as well. On November 15, 2012, LoopNet filed an amended answer and counterclaim against Civix, asserting an affirmative claim against Civix for breach of contract, alleging Civix violated its license agreement and covenant not to sue with one of LoopNet's technology licensors. The U.S. District Court for the Northern District of Illinois construed the language of the patent on September 23, 2013, and has issued a schedule providing for expert discovery and dispositive motions in this case through April 2014, but no trial date has been set. On November 25, 2013, Civix submitted its expert’s report of damages, which estimated the payment it deemed appropriate in the event that the Company is found liable of infringement. The Company believes that Civix’s calculation of damages is based on improper assumptions and miscalculations, and is otherwise unsupported. The Company submitted its own expert’s report of damages, which concluded that the appropriate payment to be made in the event that the Company is found liable of infringement is significantly less than Civix’s estimate of appropriate damages. Moreover, the Company’s expert's report of damages concluded that while Civix’s calculation of damages was fundamentally flawed and should not be used to determine damages, simply applying certain necessary adjustments to Civix's calculation as outlined in the Company’s report resulted in a significant reduction in Civix’s calculation of damages to approximately $3.7 million. On November 5, 2013 the Company offered to settle all outstanding litigation with Civix for $600,000. At this time the Company cannot predict the outcome of its litigation with Civix, but the Company intends to vigorously defend itself against Civix’s claims. While the Company believes it has meritorious defenses against Civix’s claims, the Company estimates that, based on the Company’s adjusted calculation of Civix’s alleged damages, the matter could result in a loss of up to $3.1 million in excess of the amount accrued. | ||||
Currently, and from time to time, the Company is involved in litigation incidental to the conduct of its business. In accordance with GAAP, the Company records a provision for a liability when it is both probable that a liability has been incurred and the amount can be reasonably estimated. At the present time, while it is reasonably possible that an unfavorable outcome may occur as a result of one or more of the Company’s current litigation matters, management has concluded that it is not probable that a loss has been incurred in connection with the Company’s current litigation other than as described above. In addition, other than as described above, the Company is unable to estimate the possible loss or range of loss that could result from an unfavorable outcome in the Company’s current litigation and accordingly, the Company has not recognized any liability in the consolidated financial statements for unfavorable results, if any, other than described above. Legal defense costs are expensed as incurred. |
SEGMENT_REPORTING
SEGMENT REPORTING | 12 Months Ended | |||||||||||
Dec. 31, 2013 | ||||||||||||
Segment Reporting [Abstract] | ' | |||||||||||
SEGMENT REPORTING | ' | |||||||||||
SEGMENT REPORTING | ||||||||||||
The Company manages its business geographically in two operating segments, with the primary areas of measurement and decision-making being the U.S. and International, which includes the U.K. and France. The Company’s subscription-based information services consist primarily of CoStar SuiteTM and FOCUSTM services. CoStar Suite is sold as a platform of service offerings consisting of CoStar Property Professional®, CoStar COMPS Professional® and CoStar Tenant® and through the Company's mobile application, CoStarGo®. CoStar Suite is the Company’s primary service offering in the U.S. operating segment. FOCUS is the Company’s primary service offering in the International operating segment. Additionally, the Company introduced CoStar Suite in the U.K. in the fourth quarter of 2012 and no longer offered FOCUS to new clients beginning in 2013. CoStar's and its subsidiaries' subscription-based services consist primarily of similar services offered over the Internet to commercial real estate industry and related professionals. Management relies on an internal management reporting process that provides revenue and operating segment EBITDA, which is the Company’s net income before interest, income taxes, depreciation and amortization. Management believes that operating segment EBITDA is an appropriate measure for evaluating the operational performance of the Company’s operating segments. EBITDA is used by management to internally measure operating and management performance and to evaluate the performance of the business. However, this measure should be considered in addition to, not as a substitute for or superior to, income from operations or other measures of financial performance prepared in accordance with GAAP. | ||||||||||||
Summarized information by operating segment was as follows (in thousands): | ||||||||||||
Year Ended December 31, | ||||||||||||
2011 | 2012 | 2013 | ||||||||||
Revenues | ||||||||||||
United States | $ | 233,381 | $ | 330,805 | $ | 420,817 | ||||||
International | ||||||||||||
External customers | 18,357 | 19,131 | 20,126 | |||||||||
Intersegment revenue | 1,140 | 1,514 | 339 | |||||||||
Total international revenue | 19,497 | 20,645 | 20,465 | |||||||||
Intersegment eliminations | (1,140 | ) | (1,514 | ) | (339 | ) | ||||||
Total revenues | $ | 251,738 | $ | 349,936 | $ | 440,943 | ||||||
EBITDA | ||||||||||||
United States | $ | 38,099 | $ | 70,199 | $ | 97,348 | ||||||
International | (3,476 | ) | (10,007 | ) | (3,136 | ) | ||||||
Total EBITDA | $ | 34,623 | $ | 60,192 | $ | 94,212 | ||||||
Reconciliation of EBITDA to net income | ||||||||||||
EBITDA | $ | 34,623 | $ | 60,192 | $ | 94,212 | ||||||
Purchase amortization in cost of revenues | (1,353 | ) | (8,634 | ) | (11,883 | ) | ||||||
Purchase amortization in operating expenses | (2,237 | ) | (13,607 | ) | (15,183 | ) | ||||||
Depreciation and other amortization | (9,262 | ) | (10,511 | ) | (12,992 | ) | ||||||
Interest income | 798 | 526 | 326 | |||||||||
Interest expense | — | (4,832 | ) | (6,943 | ) | |||||||
Income tax expense, net | (7,913 | ) | (13,219 | ) | (17,803 | ) | ||||||
Net income | $ | 14,656 | $ | 9,915 | $ | 29,734 | ||||||
Intersegment revenue is attributable to services performed for the Company’s wholly owned subsidiary, Property and Portfolio Research (“PPR”) by Property and Portfolio Research Ltd., a wholly owned subsidiary of PPR. Intersegment revenue is recorded at an amount the Company believes approximates fair value. U.S. EBITDA includes a corresponding cost for the services performed by Property and Portfolio Research Ltd. for PPR. | ||||||||||||
12 | SEGMENT REPORTING — (CONTINUED) | |||||||||||
There were no costs allocated to U.S. EBITDA for the years ended December 31, 2011 and 2012. U.S. EBITDA includes an allocation of approximately $800,000 for the year ended December 31, 2013. This allocation represents costs incurred for International employees involved in development activities of the Company's U.S. operating segment. | ||||||||||||
International EBITDA includes a corporate allocation of approximately $800,000, $5.3 million and $400,000 for the years ended December 31, 2011, 2012 and 2013, respectively. This allocation represents costs incurred for U.S. employees involved in management and expansion activities of the Company’s International operating segment. | ||||||||||||
Summarized information by operating segment consists of the following (in thousands): | ||||||||||||
December 31, | ||||||||||||
2012 | 2013 | |||||||||||
Property and equipment, net | ||||||||||||
United States | $ | 42,480 | $ | 53,733 | ||||||||
International | 3,828 | 3,986 | ||||||||||
Total property and equipment, net | $ | 46,308 | $ | 57,719 | ||||||||
Goodwill | ||||||||||||
United States | $ | 692,639 | $ | 692,639 | ||||||||
International | 25,439 | 25,948 | ||||||||||
Total goodwill | $ | 718,078 | $ | 718,587 | ||||||||
Assets | ||||||||||||
United States | $ | 1,215,949 | $ | 1,311,292 | ||||||||
International | 40,933 | 43,464 | ||||||||||
Total operating segment assets | $ | 1,256,882 | $ | 1,354,756 | ||||||||
Reconciliation of operating segment assets to total assets | ||||||||||||
Total operating segment assets | $ | 1,256,882 | $ | 1,354,756 | ||||||||
Investment in subsidiaries | (18,344 | ) | (18,344 | ) | ||||||||
Intersegment receivables | (73,399 | ) | (79,430 | ) | ||||||||
Total assets | $ | 1,165,139 | $ | 1,256,982 | ||||||||
Liabilities | ||||||||||||
United States | $ | 335,855 | $ | 324,626 | ||||||||
International | 70,108 | 79,266 | ||||||||||
Total operating segment liabilities | $ | 405,963 | $ | 403,892 | ||||||||
Reconciliation of operating segment liabilities to total liabilities | ||||||||||||
Total operating segment liabilities | $ | 405,963 | $ | 403,892 | ||||||||
Intersegment payables | (67,167 | ) | (74,772 | ) | ||||||||
Total liabilities | $ | 338,796 | $ | 329,120 | ||||||||
STOCKHOLDERS_EQUITY
STOCKHOLDERS' EQUITY | 12 Months Ended |
Dec. 31, 2013 | |
Stockholders' Equity Note [Abstract] | ' |
STOCKHOLDERS' EQUITY | ' |
STOCKHOLDERS’ EQUITY | |
Preferred Stock | |
The Company has 2,000,000 shares of preferred stock, $0.01 par value, authorized for issuance as of December 31, 2013. The Board of Directors may issue the preferred stock from time to time as shares of one or more classes or series. | |
Common Stock | |
The Company has 60,000,000 shares of common stock, $0.01 par value, authorized for issuance. On June 5, 2012, the Company amended and restated its Restated Certificate of Incorporation to increase the authorized shares of common stock by 30,000,000 shares to 60,000,000 shares. Dividends may be declared and paid on the common stock, subject in all cases to the rights and preferences of the holders of preferred stock and authorization by the Board of Directors. In the event of liquidation or winding up of the Company and after the payment of all preferential amounts required to be paid to the holders of any series of preferred stock, any remaining funds shall be distributed among the holders of the issued and outstanding common stock. |
NET_INCOME_PER_SHARE
NET INCOME PER SHARE | 12 Months Ended | |||||||||||
Dec. 31, 2013 | ||||||||||||
Earnings Per Share [Abstract] | ' | |||||||||||
NET INCOME PER SHARE | ' | |||||||||||
NET INCOME PER SHARE | ||||||||||||
The following table sets forth the calculation of basic and diluted net income per share (in thousands except per share data): | ||||||||||||
Year Ended December 31, | ||||||||||||
2011 | 2012 | 2013 | ||||||||||
Numerator: | ||||||||||||
Net income | $ | 14,656 | $ | 9,915 | $ | 29,734 | ||||||
Denominator: | ||||||||||||
Denominator for basic net income per share — weighted-average outstanding shares | 23,131 | 26,533 | 27,670 | |||||||||
Effect of dilutive securities: | ||||||||||||
Stock options and restricted stock | 396 | 416 | 542 | |||||||||
Denominator for diluted net income per share — weighted-average outstanding shares | 23,527 | 26,949 | 28,212 | |||||||||
Net income per share — basic | $ | 0.63 | $ | 0.37 | $ | 1.07 | ||||||
Net income per share — diluted | $ | 0.62 | $ | 0.37 | $ | 1.05 | ||||||
Employee stock options with exercise prices greater than the average market price of the Company’s common stock for the period are excluded from the calculation of diluted net income per share as their inclusion would be anti-dilutive. Stock options to purchase approximately 2,300 shares that were outstanding as of December 31, 2011 were not included in the computation of diluted net income per share because the exercise price of the stock options was greater than the average share price of the common shares during the period. No stock options to purchase shares were excluded from the calculation of diluted net income per share for the years ended December 31, 2012 and 2013. Additionally, shares of restricted common stock that vest based on Company performance conditions that have not been achieved as of the end of the period are not included in the computation of basic or diluted earnings per share. |
EMPLOYEE_BENEFIT_PLANS
EMPLOYEE BENEFIT PLANS | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Compensation Related Costs [Abstract] | ' | ||||||||||||||||
EMPLOYEE BENEFIT PLANS | ' | ||||||||||||||||
EMPLOYEE BENEFIT PLANS | |||||||||||||||||
Stock Incentive Plans | |||||||||||||||||
In June 1998, the Company’s Board of Directors adopted the 1998 Stock Incentive Plan (as amended, the “1998 Plan”) prior to consummation of the Company’s initial public offering. In April 2007, the Company’s Board of Directors adopted the CoStar Group, Inc. 2007 Stock Incentive Plan (as amended, the “2007 Plan”), subject to stockholder approval, which was obtained on June 7, 2007. All shares of common stock that were authorized for issuance under the 1998 Plan that, as of June 7, 2007, remained available for issuance under the 1998 Plan (excluding shares subject to outstanding awards) were rolled into the 2007 Plan and, as of that date, no shares of common stock were available for new awards under the 1998 Plan. The 1998 Plan continues to govern unexercised and unexpired awards issued under the 1998 Plan prior to June 7, 2007. The 1998 Plan provided for the grant of stock and stock options to officers, directors and employees of the Company and its subsidiaries. Stock options granted under the 1998 Plan could be incentive or non-qualified, and the exercise price for an incentive stock option may not be less than the fair market value of the Company’s common stock on the date of grant. The vesting period of the options and restricted stock grants under the 1998 Plan was determined by the Board of Directors or a committee thereof and was generally three to four years. Upon the occurrence of a Change of Control, as defined in the 1998 Plan, all outstanding unexercisable options and restricted stock grants under the 1998 Plan immediately become exercisable. | |||||||||||||||||
The 2007 Plan provides for the grant of stock options, restricted stock, restricted stock units, and stock appreciation rights to officers, employees, directors and consultants of the Company and its subsidiaries. Stock options granted under the 2007 Plan may be non-qualified or may qualify as incentive stock options. Except in limited circumstances related to a merger or other acquisition, the exercise price for an option may not be less than the fair market value of the Company’s common stock on the date of grant. The vesting period for each grant of options, restricted stock, restricted stock units and stock appreciation rights under the 2007 Plan is determined by the Board of Directors or a committee thereof and is generally three to four years, subject to minimum vesting periods for restricted stock and restricted stock units of at least one year. In some cases, vesting of awards under the 2007 Plan may be based on performance conditions. The Company has issued and/or reserved the following shares of common stock for issuance under the 2007 Plan (including an increase of 1,300,000 shares of common stock pursuant to an amendment to the 2007 Plan approved by the Company’s stockholders on June 2, 2010 and an increase of 900,000 shares of common stock pursuant to an amendment to the 2007 Plan approved by the Company’s stockholders on June 5, 2012): (a) 3,200,000 shares of common stock, plus (b) 121,875 shares of common stock that were authorized for issuance under the 1998 Plan that, as of June 7, 2007, remained available for issuance under the 1998 Plan (not including any Shares that were subject as of such date to outstanding awards under the 1998 Plan), and (c) any shares of common stock subject to outstanding awards under the 1998 Plan as of June 7, 2007, that on or after such date cease for any reason to be subject to such awards (other than by reason of exercise or settlement of the awards to the extent they are exercised for or settled in vested and nonforfeitable shares). Unless terminated sooner, the 2007 Plan will terminate in April 2017, but will continue to govern unexercised and unexpired awards issued under the 2007 Plan prior to that date. Approximately 1.4 million and 1.2 million shares were available for future grant under the 2007 Plan as of December 31, 2012 and 2013, respectively. | |||||||||||||||||
In February 2012, the Compensation Committee (the “Committee”) of the Board of Directors of the Company approved grants of restricted common stock to the executive officers that vest based on the achievement of Company performance conditions. These awards support the Committee’s goals of aligning executive incentives with long-term stockholder value and ensuring that executive officers have a continuing stake in the long-term success of the Company. In May and December of 2012, the Company granted additional shares of restricted common stock that vest based on the achievement of the Company's performance conditions to other employees. These shares of performance-based restricted common stock vest upon the Company’s achievement of $90.0 million of cumulative EBITDA over a period of four consecutive calendar quarters, and are subject to forfeiture in the event the foregoing performance condition is not met by March 31, 2017. The Company granted a total of 399,413 shares of performance-based restricted common stock during the year ended December 31, 2012. There were no shares of performance-based restricted common stock granted by the Company during the year ended December 31, 2013. All of the awards were made under the 2007 Plan and pursuant to the Company’s standard form of restricted stock grant agreement. The number of shares granted was based on the fair market value of the Company’s common stock on the grant date. As of March 31, 2013, the Company initially determined that it was probable that the performance condition for these performance-based restricted common stock awards would be met by the March 31, 2017 forfeiture date. As of December 31, 2013, the Company reassessed the probability of achieving this performance condition and determined that it was still probable that the performance condition for these awards would be met by the March 31, 2017 forfeiture date, subject to certain approvals under the 2007 Plan. As a result, the Company recorded a total of approximately $21.8 million of stock-based compensation expense related to performance-based restricted common stock for the year ended December 31, 2013. There was no stock-based compensation expense related to performance-based restricted common stock recorded for the years ended December 31, 2011 and 2012. | |||||||||||||||||
15 | EMPLOYEE BENEFIT PLANS — (CONTINUED) | ||||||||||||||||
Stock Incentive Plans — (Continued) | |||||||||||||||||
Option activity was as follows: | |||||||||||||||||
Number of | Range of | Weighted- | Weighted- | Aggregate | |||||||||||||
Shares | Exercise Price | Average | Average | Intrinsic | |||||||||||||
Exercise | Remaining | Value | |||||||||||||||
Price | Contract | (in thousands) | |||||||||||||||
Life (in years) | |||||||||||||||||
Outstanding at December 31, 2010 | 945,696 | $17.34 - $55.07 | $ | 36.1 | |||||||||||||
Granted | 111,470 | $57.16 - $60.23 | $ | 57.28 | |||||||||||||
Exercised | (198,132 | ) | $17.97 - $54.51 | $ | 31.37 | ||||||||||||
Canceled or expired | (11,932 | ) | $36.48 - $54.51 | $ | 40.65 | ||||||||||||
Outstanding at December 31, 2011 | 847,102 | $17.34 - $60.23 | $ | 39.93 | |||||||||||||
Granted | 102,000 | $58.95 - $58.95 | $ | 58.95 | |||||||||||||
Exercised | (274,842 | ) | $17.34 - $57.16 | $ | 34.04 | ||||||||||||
Canceled or expired | (541 | ) | $54.51 - $54.51 | $ | 54.51 | ||||||||||||
Outstanding at December 31, 2012 | 673,719 | $25.00 - $60.23 | $ | 45.2 | |||||||||||||
Granted | 126,800 | $102.16 - $102.16 | $ | 102.16 | |||||||||||||
Exercised | (409,799 | ) | $25.00 - $58.95 | $ | 41.05 | ||||||||||||
Canceled or expired | (16,380 | ) | $36.48 - $58.95 | $ | 47.54 | ||||||||||||
Outstanding at December 31, 2013 | 374,340 | $36.48 - $102.16 | $ | 68.94 | 7.34 | $ | 43,289 | ||||||||||
Exercisable at December 31, 2011 | 558,849 | $17.34 - $55.07 | $ | 37.15 | |||||||||||||
Exercisable at December 31, 2012 | 432,196 | $25.00 - $60.23 | $ | 40.22 | |||||||||||||
Exercisable at December 31, 2013 | 146,161 | $36.48 - $60.23 | $ | 47.72 | 5.44 | $ | 20,004 | ||||||||||
The aggregate intrinsic value is calculated as the difference between (i) the closing price of the common stock at December 31, 2011, 2012 and 2013 and (ii) the exercise prices of the underlying awards, multiplied by the shares underlying options as of December 31, 2011, 2012 and 2013, that had an exercise price less than the closing price on that date. Options to purchase 198,132, 274,842 and 409,799 shares were exercised for the years ended December 31, 2011, 2012, and 2013, respectively. The aggregate intrinsic value of options exercised, determined as of the date of option exercise, was $6.1 million, $11.9 million and $39.0 million for the years ended December 31, 2011, 2012, and 2013, respectively. | |||||||||||||||||
At December 31, 2013, there was $38.6 million of unrecognized compensation cost related to stock-based payments, net of forfeitures, which is expected to be recognized over a weighted-average-period of 2.4 years. The $38.6 million of unrecognized compensation cost at December 31, 2013 included approximately $2.1 million of unrecognized compensation costs related to shares of restricted common stock that vest based on the achievement of Company performance conditions. | |||||||||||||||||
The weighted-average grant date fair value of each option granted during the years ended December 31, 2011, 2012 and 2013 using the Black-Scholes option-pricing model was $21.57, $20.99 and $34.10 respectively. | |||||||||||||||||
15 | EMPLOYEE BENEFIT PLANS — (CONTINUED) | ||||||||||||||||
Stock Incentive Plans — (Continued) | |||||||||||||||||
The Company estimated the fair value of each option granted on the date of grant using the Black-Scholes option-pricing model, using the assumptions noted in the following table: | |||||||||||||||||
Year Ended December 31, | |||||||||||||||||
2011 | 2012 | 2013 | |||||||||||||||
Dividend yield | 0 | % | 0 | % | 0 | % | |||||||||||
Expected volatility | 40 | % | 40 | % | 37 | % | |||||||||||
Risk-free interest rate | 2.2 | % | 0.9 | % | 0.9 | % | |||||||||||
Expected life (in years) | 5 | 5 | 5 | ||||||||||||||
The assumptions above and the estimation of expected forfeitures are based on multiple facts, including historical employee behavior patterns of exercising options and post-employment termination behavior, expected future employee option exercise patterns, and the historical volatility of the Company’s stock price. | |||||||||||||||||
The following table summarizes information regarding options outstanding at December 31, 2013: | |||||||||||||||||
Options Outstanding | Options Exercisable | ||||||||||||||||
Range of | Number of | Weighted-Average Remaining Contractual Life (in years) | Weighted- | Number of | Weighted- | ||||||||||||
Exercise Price | Shares | Average | Shares | Average | |||||||||||||
Exercise Price | Exercise Price | ||||||||||||||||
$36.48 - $41.21 | 16,991 | 4.94 | $ | 37.84 | 16,991 | $ | 37.84 | ||||||||||
$41.22 - $42.50 | 45,900 | 6.19 | $ | 42.29 | 45,900 | $ | 42.29 | ||||||||||
$42.51 - $53.22 | 38,296 | 2.33 | $ | 46.14 | 36,037 | $ | 46.35 | ||||||||||
$53.23 - $55.83 | 4,054 | 6.92 | $ | 54.51 | 3,243 | $ | 54.51 | ||||||||||
$55.84 - $57.61 | 61,198 | 7.17 | $ | 57.16 | 28,930 | $ | 57.16 | ||||||||||
$57.62 - $58.51 | 745 | 7.09 | $ | 58.06 | — | $ | — | ||||||||||
$58.52 - $59.59 | 78,036 | 8.14 | $ | 58.95 | 13,900 | $ | 58.95 | ||||||||||
$59.60 - $81.19 | 2,320 | 7.42 | $ | 60.23 | 1,160 | $ | 60.23 | ||||||||||
$81.20 - $102.16 | 126,800 | 9.19 | $ | 102.16 | — | $ | — | ||||||||||
$36.48 - $102.16 | 374,340 | 7.34 | $ | 68.94 | 146,161 | $ | 47.72 | ||||||||||
15 | EMPLOYEE BENEFIT PLANS — (CONTINUED) | ||||||||||||||||
Stock Incentive Plans — (Continued) | |||||||||||||||||
The following table presents unvested restricted stock awards activity for the year ended December 31, 2013: | |||||||||||||||||
Number of | Weighted-Average | ||||||||||||||||
Shares | Grant Date | ||||||||||||||||
Fair Value per Share | |||||||||||||||||
Unvested restricted stock at December 31, 2012 | 1,020,673 | $ | 66.17 | ||||||||||||||
Granted | 238,314 | $ | 119.84 | ||||||||||||||
Vested | (206,248 | ) | $ | 58.64 | |||||||||||||
Canceled | (84,469 | ) | $ | 71.51 | |||||||||||||
Unvested restricted stock at December 31, 2013 | 968,270 | $ | 80.52 | ||||||||||||||
Employee 401(k) Plan | |||||||||||||||||
The Company maintains a 401(k) Plan (the “401(k)”) as a defined contribution retirement plan for all eligible employees. The 401(k) provides for tax-deferred contributions of employees’ salaries, limited to a maximum annual amount as established by the Internal Revenue Service. In 2011 and 2012, the Company matched 50% of employee contributions up to a maximum of 6% of total compensation. In 2013, the Company matched 100% of employee contributions up to a maximum of 4% of total compensation. Amounts contributed to the 401(k) by the Company to match employee contributions for the years ended December 31, 2011, 2012 and 2013 were approximately $1.9 million, $2.7 million and $5.1 million, respectively. The Company had no administrative expenses in connection with the 401(k) plan for the years ended December 31, 2011, 2012 and 2013, respectively. | |||||||||||||||||
Employee Pension Plan | |||||||||||||||||
The Company maintains a company personal pension plan for all eligible employees in the Company’s U.K. offices. The plan is a defined contribution plan. Employees are eligible to contribute a portion of their salaries, subject to a maximum annual amount as established by Her Majesty's Revenue and Customs. In 2011 and 2012, the Company matched 50% of employee contributions up to a maximum of 6% of total compensation. In 2013, the Company's matching contribution was based on the percentage contributed by the employee, up to a maximum of 6% of total compensation. Amounts contributed to the plan by the Company to match employee contributions for the years ended December 31, 2011, 2012 and 2013 were approximately $160,000, $180,000 and $280,000, respectively. | |||||||||||||||||
Employee Stock Purchase Plan | |||||||||||||||||
As of August 1, 2006, the Company introduced an Employee Stock Purchase Plan (“ESPP”), pursuant to which eligible employees participating in the plan authorize the Company to withhold specified amounts from the employees’ compensation and use the withheld amounts to purchase shares of the Company's common stock at 90% of the market price. Participating employees are able to purchase common stock under this plan during each offering period. An offering period begins the second Saturday before each of the Company’s regular pay dates and ends on each of the Company’s regular pay dates. There were 46,186 and 34,895 shares available for purchase under the ESPP as of December 31, 2012 and 2013, respectively and approximately 10,153 and 11,291 shares of the Company’s common stock were purchased under the ESPP during 2012 and 2013, respectively. |
Schedule_II_Valuation_and_Qual
Schedule II Valuation and Qualifying Accounts | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||
Valuation and Qualifying Accounts [Abstract] | ' | ||||||||||||||||||||
Schedule II - Valuation and Qualifying Accounts | ' | ||||||||||||||||||||
Schedule II – Valuation and Qualifying Accounts | |||||||||||||||||||||
Years Ended December 31, 2011, 2012, and 2013 (in thousands): | |||||||||||||||||||||
Allowance for doubtful accounts and billing adjustments (1) | Balance at | Charged to | Charged to | Write-offs, | Balance at | ||||||||||||||||
Beginning | Expense | Other | Net of | End of Year | |||||||||||||||||
of Year | Accounts (2) | Recoveries | |||||||||||||||||||
Year ended December 31, 2011 | $ | 2,415 | $ | 1,525 | $ | — | $ | 1,416 | $ | 2,524 | |||||||||||
Year ended December 31, 2012 | $ | 2,524 | $ | 1,456 | $ | 475 | $ | 1,520 | $ | 2,935 | |||||||||||
Year ended December 31, 2013 | $ | 2,935 | $ | 2,317 | $ | — | $ | 1,855 | $ | 3,397 | |||||||||||
(1) | Additions to the allowance for doubtful accounts are charged to bad debt expense. | ||||||||||||||||||||
(2) | Amounts represent opening balances from acquired businesses. |
SUMMARY_OF_SIGNIFICANT_ACCOUNT1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Accounting Policies [Abstract] | ' | |||||||
Basis of Presentation | ' | |||||||
Basis of Presentation | ||||||||
The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. Accounting policies are consistent for each operating segment. | ||||||||
Use of Estimates | ' | |||||||
Use of Estimates | ||||||||
The preparation of financial statements in conformity with U.S. generally accepted accounting principles (“GAAP”) requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. | ||||||||
Reclassifications | ' | |||||||
Reclassifications | ||||||||
Certain previously reported amounts in the consolidated statements of cash flows have been reclassified to conform to the Company’s current presentation. | ||||||||
Revenue Recognition | ' | |||||||
Revenue Recognition | ||||||||
The Company primarily derives revenues by providing access to its proprietary database of commercial real estate information. The Company generally charges a fixed monthly amount for its subscription-based services. Subscription contract rates are based on the number of sites, number of users, organization size, the client’s business focus, geography and the number of services to which a client subscribes. A majority of the subscription-based license agreements typically have a term of one year and renew automatically. | ||||||||
Revenue is recognized when (1) there is persuasive evidence of an arrangement, (2) the fee is fixed and determinable, (3) services have been rendered and payment has been contractually earned and (4) collectability is reasonably assured. | ||||||||
Revenues from subscription-based services are recognized on a straight-line basis over the term of the agreement. Deferred revenue results from advance cash receipts from customers or amounts billed in advance to customers from the sales of subscription licenses and is recognized over the term of the license agreement. | ||||||||
Cost of Revenues | ' | |||||||
Cost of Revenues | ||||||||
Cost of revenues principally consists of salaries and related expenses for the Company’s researchers who collect and analyze the commercial real estate data that is the basis for the Company’s information, analytics and marketing services. Additionally, cost of revenues includes the cost of data from third party data sources, credit card and other transaction fees relating to processing customer transactions, which are expensed as incurred, and the amortization of acquired trade names and database technology. | ||||||||
Foreign Currency Translation | ' | |||||||
Foreign Currency Translation | ||||||||
The Company’s functional currency in its foreign locations is the local currency. Assets and liabilities are translated into U.S. dollars as of the balance sheet dates. Revenues, expenses, gains and losses are translated at the average exchange rates in effect during each period. Gains and losses resulting from translation are included in accumulated other comprehensive income (loss). Net gains or losses resulting from foreign currency exchange transactions are included in the consolidated statements of operations. There were no material gains or losses from foreign currency exchange transactions for the years ended December 31, 2011, 2012 and 2013. | ||||||||
Accumulated Other Comprehensive Loss | ' | |||||||
Accumulated Other Comprehensive Loss | ||||||||
The components of accumulated other comprehensive loss were as follows (in thousands): | ||||||||
Year Ended December 31, | ||||||||
2012 | 2013 | |||||||
Foreign currency translation adjustment | $ | (4,613 | ) | $ | (4,003 | ) | ||
Accumulated net unrealized loss on investments, net of tax | (1,905 | ) | (1,527 | ) | ||||
Total accumulated other comprehensive loss | $ | (6,518 | ) | $ | (5,530 | ) | ||
Advertising Costs | ' | |||||||
Advertising Costs | ||||||||
The Company expenses advertising costs as incurred. E-commerce advertising expenses were approximately $2.5 million, $4.4 million and $5.7 million for the years ended December 31, 2011, 2012 and 2013, respectively. | ||||||||
Income Taxes | ' | |||||||
Income Taxes | ||||||||
Deferred income taxes result from temporary differences between the tax basis of assets and liabilities and the basis reported in the Company’s consolidated financial statements. Deferred tax liabilities and assets are determined based on the difference between the financial statement and the tax basis of assets and liabilities using enacted rates expected to be in effect during the year in which the differences reverse. Valuation allowances are provided against assets, including net operating losses, if it is anticipated that some or all of an asset may not be realized through future taxable earnings or implementation of tax planning strategies. Interest and penalties related to income tax matters are recognized in income tax expense. | ||||||||
Net Income Per Share | ' | |||||||
Net Income Per Share | ||||||||
Net income per share is computed by dividing net income by the weighted average number of common shares outstanding during the period on a basic and diluted basis. The Company’s potentially dilutive securities include stock options and restricted stock. Diluted net income per share considers the impact of potentially dilutive securities except in periods in which there is a net loss, as the inclusion of the potentially dilutive common shares would have an anti-dilutive effect. | ||||||||
Stock-Based Compensation | ' | |||||||
Stock-Based Compensation | ||||||||
Equity instruments issued in exchange for employee services are accounted for using a fair-value based method and the fair value of such equity instruments is recognized as expense in the consolidated statements of operations. | ||||||||
2 | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES — (CONTINUED) | |||||||
Stock-Based Compensation — (Continued) | ||||||||
Stock-based compensation expense is measured at the grant date of the stock-based awards that vest over set time periods based on their fair values, and is recognized on a straight line basis as expense over the vesting periods of the awards, net of an estimated forfeiture rate. For equity instruments that vest based on performance, the Company assesses the probability of the achievement of the performance conditions at the end of each reporting period, or more frequently based upon the occurrence of events that may change the probability of whether the performance conditions would be met. If the Company's initial estimates of the achievement of the performance conditions change, the related stock-based compensation expense and timing of recognition may fluctuate from period to period based on those estimates. If the performance conditions are not met, no stock-based compensation expense will be recognized and any previously recognized stock-based compensation expense will be reversed. | ||||||||
In 2012, the Company granted performance-based restricted common stock awards that vest upon the Company's achievement of $90.0 million of cumulative net income before interest, income taxes, depreciation and amortization ("EBITDA") over a period of four consecutive calendar quarters if such performance is achieved by March 31, 2017, subject to certain approvals under the CoStar Group, Inc. 2007 Stock Incentive Plan. As of March 31, 2013, the Company initially determined that it was probable that the performance condition for these performance-based restricted common stock awards would be met by the March 31, 2017 forfeiture date. As of December 31, 2013, the Company reassessed the probability of achieving this performance condition and determined that it was still probable that the performance condition for these awards would be met by the March 31, 2017 forfeiture date. As a result, the Company recorded a total of approximately $21.8 million of stock-based compensation expense related to performance-based restricted common stock for the year ended December 31, 2013. There was no stock-based compensation expense related to performance-based restricted common stock recorded for the years ended December 31, 2011 and December 31, 2012. The Company expects to record additional estimated unrecognized stock-based compensation expense related to performance-based restricted common stock of approximately $2.1 million in 2014. | ||||||||
Cash flows resulting from excess tax benefits are classified as part of cash flows from operating and financing activities. Excess tax benefits represent tax benefits related to stock-based compensation in excess of the associated deferred tax asset for such equity compensation. | ||||||||
Cash and Cash Equivalents | ' | |||||||
Cash and Cash Equivalents | ||||||||
The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. Cash equivalents consist of money market fund investments and commercial paper. As of December 31, 2012 and 2013, cash of approximately $0 and $105,000, respectively, was held to support letters of credit for security deposits. | ||||||||
Investments | ' | |||||||
Investments | ||||||||
The Company determines the appropriate classification of debt and equity investments at the time of purchase and re-evaluates such designation as of each balance sheet date. The Company considers all of its investments to be available-for-sale. Short-term investments consisted of government/federal notes and bonds with maturities greater than 90 days at the time of purchase. Available-for-sale short-term investments with contractual maturities beyond one year were classified as current in the Company’s consolidated balance sheets because they represented the investment of cash that is available for current operations. Long-term investments consist of variable rate debt instruments with an auction reset feature, referred to as auction rate securities (“ARS”). Investments are carried at fair value. | ||||||||
Concentration of Credit Risk and Financial Instruments | ' | |||||||
Concentration of Credit Risk and Financial Instruments | ||||||||
The Company performs ongoing credit evaluations of its customers’ financial condition and generally does not require that its customers’ obligations to the Company be secured. The Company maintains reserves for estimated inherent credit losses, and such losses have been within management’s expectations. The large size and widespread nature of the Company’s customer base and the Company’s lack of dependence on any individual customer mitigates the risk of nonpayment of the Company’s accounts receivable. No single customer accounted for more than 5% of the Company’s revenues for each of the years ended December 31, 2011, 2012 and 2013. The carrying amount of the accounts receivable approximates the net realizable value. The carrying value of the accounts receivable, accounts payable, accrued expenses and long-term debt approximates fair value. | ||||||||
Accounts Receivable, Net of Allowance for Doubtful Accounts | ' | |||||||
Accounts Receivable, Net of Allowance for Doubtful Accounts | ||||||||
Accounts receivable are recorded at the invoiced amount. Accounts receivable payment terms vary and amounts due from customers are stated in the financial statements net of an allowance for doubtful accounts. The allowance for doubtful accounts is based on the Company’s assessment of the collectability of customer accounts. The Company regularly reviews the allowance by considering factors such as historical experience, the aging of the balances, and current economic conditions that may affect a customer’s ability to pay. | ||||||||
Property and Equipment | ' | |||||||
Property and Equipment | ||||||||
Property and equipment are stated at cost. All repairs and maintenance costs are expensed as incurred. Depreciation and amortization are calculated on a straight-line basis over the following estimated useful lives of the assets: | ||||||||
Leasehold improvements | Shorter of lease term or useful life | |||||||
Furniture and office equipment | Five to ten years | |||||||
Research vehicles | Five years | |||||||
Computer hardware and software | Two to five years | |||||||
Qualifying internal-use software costs incurred during the application development stage, which consists primarily of outside services, purchased software license costs and internal product development costs are capitalized and amortized over the estimated useful life of the asset. All other costs are expensed as incurred. | ||||||||
Goodwill, Intangibles and Other Assets | ' | |||||||
Goodwill, Intangibles and Other Assets | ||||||||
Goodwill represents the excess of costs over the fair value of assets of acquired businesses. Goodwill and intangible assets acquired in a business combination and determined to have an indefinite useful life are not amortized, but instead tested for impairment at least annually by reporting unit. The Company’s operating segments, U.S. and International, are the reporting units tested for potential impairment. To determine whether it is necessary to perform the two-step goodwill impairment test, the Company may first assess qualitative factors to evaluate whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount. If the Company concludes that it is more likely than not that the fair value of a reporting unit is less than its carrying amount or if the Company elects not to assess qualitative factors, then the Company performs the two-step process. The first step is to determine the fair value of each reporting unit. The estimate of the fair value of each reporting unit is based on a projected discounted cash flow model that includes significant assumptions and estimates including the Company's discount rate, growth rate and future financial performance. Assumptions about the discount rate are based on a weighted average cost of capital for comparable companies. Assumptions about the growth rate and future financial performance of a reporting unit are based on the Company's forecasts, business plans, economic projections and anticipated future cash flows. The fair value of each reporting unit is compared to the carrying amount of the reporting unit. If the carrying value of the reporting unit exceeds the fair value, then the second step of the process is performed to measure the impairment loss. The impairment loss is measured based on a projected discounted cash flow method using a discount rate determined by the Company’s management to be commensurate with the risk in its current business model. | ||||||||
To determine whether it is necessary to perform the quantitative impairment test for indefinite-lived intangible assets, the Company may first assess qualitative factors to evaluate whether it is more likely than not that the fair value of the indefinite-lived intangible assets is less than the carrying amount. If the Company concludes that it is more likely than not that the fair value of the indefinite-lived intangible assets is less than the carrying amount or if the Company elects not to assess qualitative factors, then the Company performs the quantitative impairment test similar to the test performed on goodwill discussed above. | ||||||||
Intangible assets with estimable useful lives that arose from acquisitions on or after July 1, 2001 are amortized over their respective estimated useful lives using a method of amortization that reflects the pattern in which the economic benefits of the intangible assets are consumed or otherwise used up, and are reviewed at least annually for impairment. | ||||||||
Acquired database technology, customer base and trade names and other are related to the Company’s acquisitions (see Notes 3, 7 and 8). With the exception of the acquired trade name recorded in connection with the acquisition of LoopNet, acquired database technology and trade names and other are amortized on a straight-line basis over periods ranging from two to ten years. The acquired trade name recorded in connection with the LoopNet acquisition has an indefinite estimated useful life and is not amortized, but is subject to annual impairment tests. The acquired intangible asset characterized as customer base consists of one distinct intangible asset composed of acquired customer contracts and the related customer relationships. Acquired customer bases are typically amortized on an accelerated basis related to the expected economic benefit of the intangible asset. The cost of capitalized building photography is amortized on a straight-line basis over five years. | ||||||||
Long-Lived Assets | ' | |||||||
Long-Lived Assets | ||||||||
Long-lived assets, such as property, plant, and equipment, and purchased intangibles subject to amortization, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to estimated undiscounted future cash flows expected to be generated by the asset or asset group. If the carrying amount of an asset exceeds its estimated future cash flows, an impairment charge is recognized in the amount by which the carrying amount of the asset exceeds the fair value of the asset. | ||||||||
Assets to be disposed of would be separately presented in the balance sheet and reported at the lower of the carrying amount or fair value less costs to sell, and would no longer be depreciated. The assets and liabilities of a disposal group classified as held for sale would be presented separately in the appropriate asset and liability sections of the balance sheet. | ||||||||
Capitalized Product Development Costs | ' | |||||||
Capitalized Product Development Costs | ||||||||
Product development costs are expensed as incurred until technological feasibility has been established, at which time such costs are capitalized. Costs are capitalized, to the extent that the capitalizable costs do not exceed the realizable value of such costs, until the product is available for general release to customers. The Company defines the establishment of technological feasibility as the completion of all planning, designing, coding and testing activities that are necessary to establish products that meet design specifications including functions, features and technical performance requirements. The Company’s capitalized product development costs had a total net book value of approximately $302,000 and $111,000 as of December 31, 2012 and 2013, respectively. These capitalized product development costs are included in intangible and other assets in the Company’s consolidated balance sheets. Amortization is computed using a straight-line method over the remaining estimated economic life of the product, typically three to five years after the software is ready for its intended use. The Company amortized capitalized product development costs of approximately $80,000, $191,000 and $191,000 for the years ended December 31, 2011, 2012 and 2013, respectively. | ||||||||
Debt Issuance Costs | ' | |||||||
Debt Issuance Costs | ||||||||
Costs incurred in connection with the issuance of long-term debt are capitalized and amortized as interest expense over the term of the related debt using the effective interest method. The Company had capitalized debt issuance costs of approximately $9.6 million and $6.5 million as of December 31, 2012 and 2013, respectively. The debt issuance costs are associated with the financing commitment received from JPMorgan Chase Bank, N.A. (“J.P. Morgan Bank”) on April 27, 2011 and the subsequent term loan facility and revolving credit facility established under a credit agreement dated February 16, 2012 (the “Credit Agreement”). See Note 9 for additional information regarding the financing commitment with J.P. Morgan Bank and the Credit Agreement. No amortization expense for debt issuance costs was recognized by the Company for the year ended December 31, 2011. The Company amortized debt issuance costs of approximately $2.0 million and $3.0 million for the years ended December 31, 2012 and 2013, respectively. | ||||||||
Recent Accounting Pronouncements | ' | |||||||
Recent Accounting Pronouncements | ||||||||
In July 2012, the Financial Accounting Standards Board ("FASB") issued authoritative guidance to simplify how companies test indefinite-lived intangible assets for impairment. The guidance permits a company to first assess qualitative factors to determine whether it is more likely than not that an indefinite-lived intangible asset is impaired as a basis for determining whether it is necessary to perform the quantitative impairment test. This guidance is effective for annual and interim impairment tests performed for fiscal years beginning after September 15, 2012, with early adoption permitted. This guidance did not have a material impact on the Company's results of operations or financial position. | ||||||||
In February 2013, the FASB issued authoritative guidance to improve the reporting of reclassifications out of accumulated other comprehensive income. This guidance requires a company to present, either on the consolidated statements of operations or in the notes to the consolidated financial statements, significant amounts reclassified out of accumulated other comprehensive income by the respective line items of net income, but only if the amount reclassified is required under GAAP to be reclassified in its entirety to net income. For other amounts that are not required under GAAP to be reclassified in their entirety to net income in the same reporting period, an entity is required to cross-reference other disclosures required under GAAP that provide additional detail about those amounts. This guidance is effective prospectively for financial statements issued for interim and annual periods beginning after December 15, 2012. This guidance did not have a material impact on the Company's results of operations or financial position, but the Company provided additional disclosures in its financial statements. | ||||||||
There are no accounting pronouncements that have been recently issued but not yet adopted by the Company that would have a material impact on the Company’s results of operations or financial position. |
SUMMARY_OF_SIGNIFICANT_ACCOUNT2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2013 | ||||||||||||
Accounting Policies [Abstract] | ' | |||||||||||
Schedule of accumulated other comprehensive loss | ' | |||||||||||
The components of accumulated other comprehensive loss were as follows (in thousands): | ||||||||||||
Year Ended December 31, | ||||||||||||
2012 | 2013 | |||||||||||
Foreign currency translation adjustment | $ | (4,613 | ) | $ | (4,003 | ) | ||||||
Accumulated net unrealized loss on investments, net of tax | (1,905 | ) | (1,527 | ) | ||||||||
Total accumulated other comprehensive loss | $ | (6,518 | ) | $ | (5,530 | ) | ||||||
Stock-based compensation expense for stock options and restricted stock | ' | |||||||||||
Stock-based compensation expense for stock options and restricted stock issued under equity incentive plans and stock purchases under the ESPP included in the Company's results of operations were as follows (in thousands): | ||||||||||||
Year Ended December 31, | ||||||||||||
2011 | 2012 | 2013 | ||||||||||
Cost of revenues | $ | 1,635 | $ | 2,556 | $ | 4,553 | ||||||
Selling and marketing | 1,339 | 1,966 | 4,954 | |||||||||
Software development | 1,130 | 2,241 | 7,244 | |||||||||
General and administrative | 3,999 | 5,519 | 24,798 | |||||||||
Total stock-based compensation | $ | 8,103 | $ | 12,282 | $ | 41,549 | ||||||
Property and equipment estimated useful lives | ' | |||||||||||
Property and equipment are stated at cost. All repairs and maintenance costs are expensed as incurred. Depreciation and amortization are calculated on a straight-line basis over the following estimated useful lives of the assets: | ||||||||||||
Leasehold improvements | Shorter of lease term or useful life | |||||||||||
Furniture and office equipment | Five to ten years | |||||||||||
Research vehicles | Five years | |||||||||||
Computer hardware and software | Two to five years |
ACQUISITION_Tables
ACQUISITION (Tables) (LoopNet [Member]) | 12 Months Ended | |||
Dec. 31, 2013 | ||||
LoopNet [Member] | ' | |||
Business Acquisition [Line Items] | ' | |||
Schedule of consideration paid to acquire business | ' | |||
The following table summarizes the consideration paid for LoopNet (in thousands except share and per share data): | ||||
Cash | $ | 746,393 | ||
Equity interest (1,880,300 shares at $72.89) | 137,055 | |||
Fair value of total consideration transferred | $ | 883,448 | ||
Schedule of assets acquired and liabilities assumed | ' | |||
The following table summarizes the amounts for acquired assets and liabilities recorded at their fair values as of the acquisition date (in thousands): | ||||
Cash and cash equivalents | $ | 105,464 | ||
Accounts receivable | 3,021 | |||
Goodwill | 625,174 | |||
Acquired trade names and other | 48,700 | |||
Acquired customer base | 71,500 | |||
Acquired database technology | 52,100 | |||
Deferred income taxes, net | (32,623 | ) | ||
Other assets and liabilities | 10,112 | |||
Fair value of identifiable net assets acquired | $ | 883,448 | ||
INVESTMENTS_Tables
INVESTMENTS (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2013 | ||||||||||||||||
Investments, Debt and Equity Securities [Abstract] | ' | |||||||||||||||
Scheduled maturities of investments classified as available-for-sale | ' | |||||||||||||||
Scheduled maturities of investments classified as available-for-sale as of December 31, 2013 are as follows (in thousands): | ||||||||||||||||
Maturity | Fair Value | |||||||||||||||
Due in: | ||||||||||||||||
2014 | $ | — | ||||||||||||||
2015 — 2018 | 853 | |||||||||||||||
2019 — 2023 | — | |||||||||||||||
2024 and thereafter | 21,137 | |||||||||||||||
Available-for-sale investments | $ | 21,990 | ||||||||||||||
Schedule of available for sale securities reconciliation | ' | |||||||||||||||
As of December 31, 2013, the amortized cost basis and fair value of investments classified as available-for-sale were as follows (in thousands): | ||||||||||||||||
Amortized | Gross | Gross | Fair Value | |||||||||||||
Cost | Unrealized | Unrealized | ||||||||||||||
Gains | Losses | |||||||||||||||
Auction rate securities | $ | 23,517 | $ | 411 | $ | (1,938 | ) | $ | 21,990 | |||||||
Available-for-sale investments | $ | 23,517 | $ | 411 | $ | (1,938 | ) | $ | 21,990 | |||||||
4 | INVESTMENTS — (CONTINUED) | |||||||||||||||
As of December 31, 2012, the amortized cost basis and fair value of investments classified as available-for-sale were as follows (in thousands): | ||||||||||||||||
Amortized | Gross | Gross | Fair Value | |||||||||||||
Cost | Unrealized | Unrealized | ||||||||||||||
Gains | Losses | |||||||||||||||
Government-sponsored enterprise obligations | $ | 37 | $ | — | $ | — | $ | 37 | ||||||||
Auction rate securities | 23,567 | 101 | (2,006 | ) | 21,662 | |||||||||||
Available-for-sale investments | $ | 23,604 | $ | 101 | $ | (2,006 | ) | $ | 21,699 | |||||||
Schedule of unrealized loss on investments | ' | |||||||||||||||
The components of the Company’s investments in an unrealized loss position for more than twelve months were as follows (in thousands): | ||||||||||||||||
December 31, | ||||||||||||||||
2012 | 2013 | |||||||||||||||
Aggregate | Gross | Aggregate | Gross | |||||||||||||
Fair | Unrealized | Fair | Unrealized | |||||||||||||
Value | Losses | Value | Losses | |||||||||||||
Government-sponsored enterprise obligations | $ | 37 | $ | — | $ | — | $ | — | ||||||||
Auction rate securities | 21,119 | (2,006 | ) | 21,137 | (1,938 | ) | ||||||||||
Investments in an unrealized loss position | $ | 21,156 | $ | (2,006 | ) | $ | 21,137 | $ | (1,938 | ) | ||||||
FAIR_VALUE_Tables
FAIR VALUE (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2013 | ||||||||||||||||
Fair Value Disclosures [Abstract] | ' | |||||||||||||||
Summary of fair value hierarchy for the company's financial assets and liabilities measured at fair value on a recurring basis | ' | |||||||||||||||
The following table represents the Company's fair value hierarchy for its financial assets (cash, cash equivalents and investments) and liabilities measured at fair value on a recurring basis as of December 31, 2013 (in thousands): | ||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | |||||||||||||
Assets: | ||||||||||||||||
Cash | $ | 134,989 | $ | — | $ | — | $ | 134,989 | ||||||||
Money market funds | 50,593 | — | — | 50,593 | ||||||||||||
Commercial paper | 70,371 | — | — | 70,371 | ||||||||||||
Auction rate securities | — | — | 21,990 | 21,990 | ||||||||||||
Total assets measured at fair value | $ | 255,953 | $ | — | $ | 21,990 | $ | 277,943 | ||||||||
Liabilities: | ||||||||||||||||
Deferred consideration | $ | — | $ | — | $ | 1,344 | $ | 1,344 | ||||||||
Total liabilities measured at fair value | $ | — | $ | — | $ | 1,344 | $ | 1,344 | ||||||||
The following table represents the Company's fair value hierarchy for its financial assets (cash, cash equivalents and investments) and liabilities measured at fair value on a recurring basis as of December 31, 2012 (in thousands): | ||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | |||||||||||||
Assets: | ||||||||||||||||
Cash | $ | 135,232 | $ | — | $ | — | $ | 135,232 | ||||||||
Money market funds | 20,775 | — | — | 20,775 | ||||||||||||
Commercial paper | 20 | — | — | 20 | ||||||||||||
Government-sponsored enterprise obligations | — | 37 | — | 37 | ||||||||||||
Auction rate securities | — | — | 21,662 | 21,662 | ||||||||||||
Total assets measured at fair value | $ | 156,027 | $ | 37 | $ | 21,662 | $ | 177,726 | ||||||||
Liabilities: | ||||||||||||||||
Deferred consideration | $ | — | $ | — | $ | 2,304 | $ | 2,304 | ||||||||
Total liabilities measured at fair value | $ | — | $ | — | $ | 2,304 | $ | 2,304 | ||||||||
Summary of changes in the fair value of the company's level 3 assets | ' | |||||||||||||||
The following table summarizes changes in fair value of the Company’s Level 3 assets from December 31, 2007 to December 31, 2013 (in thousands): | ||||||||||||||||
Auction | ||||||||||||||||
Rate | ||||||||||||||||
Securities | ||||||||||||||||
Balance at December 31, 2007 | $ | 53,975 | ||||||||||||||
Increase in unrealized loss included in accumulated other comprehensive loss | (3,710 | ) | ||||||||||||||
Settlements | (20,925 | ) | ||||||||||||||
Balance at December 31, 2008 | 29,340 | |||||||||||||||
Decrease in unrealized loss included in accumulated other comprehensive loss | 684 | |||||||||||||||
Settlements | (300 | ) | ||||||||||||||
Balance at December 31, 2009 | 29,724 | |||||||||||||||
Decrease in unrealized loss included in accumulated other comprehensive loss | 40 | |||||||||||||||
Settlements | (575 | ) | ||||||||||||||
Balance at December 31, 2010 | 29,189 | |||||||||||||||
Decrease in unrealized loss included in accumulated other comprehensive loss | 245 | |||||||||||||||
Settlements | (4,850 | ) | ||||||||||||||
Balance at December 31, 2011 | 24,584 | |||||||||||||||
Auction rate securities upon acquisition | 442 | |||||||||||||||
Decrease in unrealized loss included in accumulated other comprehensive loss | 836 | |||||||||||||||
Settlements | (4,200 | ) | ||||||||||||||
Balance at December 31, 2012 | 21,662 | |||||||||||||||
Decrease in unrealized loss included in accumulated other comprehensive loss | 378 | |||||||||||||||
Settlements | (50 | ) | ||||||||||||||
Balance at December 31, 2013 | $ | 21,990 | ||||||||||||||
Summary of changes in the fair value of the company's level 3 liabilities | ' | |||||||||||||||
The following table summarizes changes in fair value of the Company’s Level 3 liabilities from December 31, 2011 to December 31, 2013 (in thousands): | ||||||||||||||||
Deferred | ||||||||||||||||
Consideration | ||||||||||||||||
Balance at December 31, 2011 | $ | — | ||||||||||||||
Deferred consideration upon acquisition | 2,011 | |||||||||||||||
Accretion for 2012 | 293 | |||||||||||||||
Balance at December 31, 2012 | 2,304 | |||||||||||||||
Accretion for 2013 | 384 | |||||||||||||||
Payments made in 2013 | (1,344 | ) | ||||||||||||||
Balance at December 31, 2013 | $ | 1,344 | ||||||||||||||
PROPERTY_AND_EQUIPMENT_Tables
PROPERTY AND EQUIPMENT (Tables) | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Property, Plant and Equipment [Abstract] | ' | |||||||
Schedule of property, plant and equipment | ' | |||||||
Property and equipment consists of the following (in thousands): | ||||||||
December 31, | ||||||||
2012 | 2013 | |||||||
Leasehold improvements | $ | 28,527 | $ | 36,933 | ||||
Furniture, office equipment and research vehicles | 25,837 | 27,395 | ||||||
Computer hardware and software | 36,688 | 36,391 | ||||||
91,052 | 100,719 | |||||||
Accumulated depreciation and amortization | (44,744 | ) | (43,000 | ) | ||||
Property and equipment, net | $ | 46,308 | $ | 57,719 | ||||
GOODWILL_Tables
GOODWILL (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2013 | ||||||||||||
Goodwill [Abstract] | ' | |||||||||||
Schedule of Goodwill | ' | |||||||||||
The changes in the carrying amount of goodwill by operating segment consist of the following (in thousands): | ||||||||||||
United States | International | Total | ||||||||||
Goodwill, December 31, 2011 | $ | 67,465 | $ | 24,319 | $ | 91,784 | ||||||
Acquisitions | 625,174 | — | 625,174 | |||||||||
Effect of foreign currency translation | — | 1,120 | 1,120 | |||||||||
Goodwill, December 31, 2012 | 692,639 | 25,439 | 718,078 | |||||||||
Effect of foreign currency translation | — | 509 | 509 | |||||||||
Goodwill, December 31, 2013 | $ | 692,639 | $ | 25,948 | $ | 718,587 | ||||||
INTANGIBLES_AND_OTHER_ASSETS_T
INTANGIBLES AND OTHER ASSETS (Tables) | 12 Months Ended | |||||||||
Dec. 31, 2013 | ||||||||||
Intangibles and Other Assets [Abstract] | ' | |||||||||
Schedule of acquired finite-lived intangible assets by major class | ' | |||||||||
Intangibles and other assets consist of the following (in thousands, except amortization period data): | ||||||||||
December 31, | Weighted- Average | |||||||||
Amortization Period | ||||||||||
2012 | 2013 | (in years) | ||||||||
Capitalized product development cost | $ | 2,140 | $ | 2,140 | 4 | |||||
Accumulated amortization | (1,838 | ) | (2,029 | ) | ||||||
Capitalized product development cost, net | 302 | 111 | ||||||||
Building photography | 12,474 | 13,743 | 5 | |||||||
Accumulated amortization | (11,639 | ) | (12,005 | ) | ||||||
Building photography, net | 835 | 1,738 | ||||||||
Acquired database technology | 77,328 | 77,368 | 5 | |||||||
Accumulated amortization | (29,673 | ) | (41,073 | ) | ||||||
Acquired database technology, net | 47,655 | 36,295 | ||||||||
Acquired customer base | 130,683 | 130,960 | 10 | |||||||
Accumulated amortization | (59,218 | ) | (74,734 | ) | ||||||
Acquired customer base, net | 71,465 | 56,226 | ||||||||
Acquired trade names and other (1) | 59,255 | 59,336 | 7 | |||||||
Accumulated amortization | (8,880 | ) | (9,234 | ) | ||||||
Acquired trade names and other, net | 50,375 | 50,102 | ||||||||
Intangibles and other assets, net | $ | 170,632 | $ | 144,472 | ||||||
(1) The weighted-average amortization period for acquired trade names excludes $48.7 million for acquired trade names recorded in connection with the LoopNet acquisition on April 30, 2012, which amount is not amortized, but is subject to annual impairment tests. |
LONGTERM_DEBT_Tables
LONG-TERM DEBT (Tables) | 12 Months Ended | |||
Dec. 31, 2013 | ||||
Long-term Debt, Current and Noncurrent [Abstract] | ' | |||
Schedule of Maturities of Long-term Debt | ' | |||
Maturities of the Company's borrowings under the Credit Agreement for each of the next four years as of December 31, 2013 are as follows (in thousands): | ||||
Year ending December 31, | Maturities | |||
Due in: | ||||
2014 | $ | 24,063 | ||
2015 | 32,812 | |||
2016 | 61,250 | |||
2017 | 35,000 | |||
Long-term debt, including current maturities | $ | 153,125 | ||
INCOME_TAXES_Tables
INCOME TAXES (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2013 | ||||||||||||
Income Tax Disclosure [Abstract] | ' | |||||||||||
Schedule of components of income tax expense (benefit) | ' | |||||||||||
The components of the provision (benefit) for income taxes attributable to operations consist of the following (in thousands): | ||||||||||||
Year Ended December 31, | ||||||||||||
2011 | 2012 | 2013 | ||||||||||
Current: | ||||||||||||
Federal | $ | 22,779 | $ | (2,260 | ) | $ | 26,516 | |||||
State | 2,226 | 1,974 | 3,996 | |||||||||
Foreign | 12 | 55 | 31 | |||||||||
Total current | 25,017 | (231 | ) | 30,543 | ||||||||
Deferred: | ||||||||||||
Federal | (14,661 | ) | 15,512 | (10,919 | ) | |||||||
State | (2,425 | ) | (2,067 | ) | (1,849 | ) | ||||||
Foreign | (18 | ) | 5 | 28 | ||||||||
Total deferred | (17,104 | ) | 13,450 | (12,740 | ) | |||||||
Total provision for income taxes | $ | 7,913 | $ | 13,219 | $ | 17,803 | ||||||
Schedule of deferred tax assets and liabilities | ' | |||||||||||
The components of deferred tax assets and liabilities consists of the following (in thousands): | ||||||||||||
December 31, | ||||||||||||
2012 | 2013 | |||||||||||
Deferred tax assets: | ||||||||||||
Reserve for bad debts | $ | 1,106 | $ | 1,274 | ||||||||
Accrued compensation | 4,830 | 6,725 | ||||||||||
Stock compensation | 4,946 | 13,381 | ||||||||||
Net operating losses | 20,431 | 17,457 | ||||||||||
Accrued reserve and other | 6,007 | 4,284 | ||||||||||
Unrealized loss on securities | 928 | 786 | ||||||||||
Deferred rent | 1,845 | 4,329 | ||||||||||
Deferred revenue | 1,220 | 1,538 | ||||||||||
Deferred gain from sale of building | 12,386 | 11,499 | ||||||||||
Total deferred tax assets | 53,699 | 61,273 | ||||||||||
Deferred tax liabilities: | ||||||||||||
Prepaids | (1,433 | ) | (1,096 | ) | ||||||||
Depreciation | (3,676 | ) | (6,033 | ) | ||||||||
Intangibles | (62,915 | ) | (55,284 | ) | ||||||||
Total deferred tax liabilities | (68,024 | ) | (62,413 | ) | ||||||||
Net deferred tax liabilities, prior to valuation allowance | (14,325 | ) | (1,140 | ) | ||||||||
Valuation allowance | (10,490 | ) | (10,936 | ) | ||||||||
Net deferred tax liabilities | $ | (24,815 | ) | $ | (12,076 | ) | ||||||
Schedule of effective income tax rate reconciliation | ' | |||||||||||
The Company’s provision for income taxes resulted in effective tax rates that varied from the statutory federal income tax rate as follows (in thousands): | ||||||||||||
Year Ended December 31, | ||||||||||||
2011 | 2012 | 2013 | ||||||||||
Expected federal income tax provision at statutory rate | $ | 7,899 | $ | 8,097 | $ | 16,638 | ||||||
State income taxes, net of federal benefit | (123 | ) | (1,360 | ) | 885 | |||||||
Foreign income taxes, net effect | (961 | ) | (2,971 | ) | (724 | ) | ||||||
Stock compensation | (143 | ) | (313 | ) | (116 | ) | ||||||
Increase in valuation allowance | 643 | 2,978 | 588 | |||||||||
Nondeductible compensation | 448 | 656 | 431 | |||||||||
Nondeductible transaction costs | — | 5,829 | — | |||||||||
Other adjustments | 150 | 303 | 101 | |||||||||
Income tax expense, net | $ | 7,913 | $ | 13,219 | $ | 17,803 | ||||||
Schedule of unrecognized tax benefits | ' | |||||||||||
The following tables summarize the activity related to the Company’s unrecognized tax benefits (in thousands): | ||||||||||||
Unrecognized tax benefit as of December 31, 2010 | $ | 1,766 | ||||||||||
Increase for current year tax positions | 1,243 | |||||||||||
Increase for prior year tax positions | 445 | |||||||||||
Expiration of the statute of limitation for assessment of taxes | (107 | ) | ||||||||||
Unrecognized tax benefit as of December 31, 2011 | 3,347 | |||||||||||
Increase for current year tax positions | 792 | |||||||||||
Decrease for prior year tax positions | (161 | ) | ||||||||||
Expiration of the statute of limitation for assessment of taxes | (69 | ) | ||||||||||
Unrecognized tax benefit as of December 31, 2012 | 3,909 | |||||||||||
Increase for current year tax positions | 66 | |||||||||||
Increase for prior year tax positions | 2,037 | |||||||||||
Expiration of the statute of limitation for assessment of taxes | (55 | ) | ||||||||||
Unrecognized tax benefit as of December 31, 2013 | $ | 5,957 | ||||||||||
COMMITMENTS_AND_CONTINGENCIES_
COMMITMENTS AND CONTINGENCIES (Tables) | 12 Months Ended | |||
Dec. 31, 2013 | ||||
Commitments and Contingencies Disclosure [Abstract] | ' | |||
Future minimum lease payments | ' | |||
Future minimum lease payments as of December 31, 2013 are as follows (in thousands): | ||||
2014 | $ | 17,004 | ||
2015 | 15,128 | |||
2016 | 14,104 | |||
2017 | 14,317 | |||
2018 | 13,916 | |||
2019 and thereafter | 69,475 | |||
Total future minimum lease payments | $ | 143,944 | ||
SEGMENT_REPORTING_Tables
SEGMENT REPORTING (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2013 | ||||||||||||
Segment Reporting [Abstract] | ' | |||||||||||
Summarized information by operating segment | ' | |||||||||||
Summarized information by operating segment was as follows (in thousands): | ||||||||||||
Year Ended December 31, | ||||||||||||
2011 | 2012 | 2013 | ||||||||||
Revenues | ||||||||||||
United States | $ | 233,381 | $ | 330,805 | $ | 420,817 | ||||||
International | ||||||||||||
External customers | 18,357 | 19,131 | 20,126 | |||||||||
Intersegment revenue | 1,140 | 1,514 | 339 | |||||||||
Total international revenue | 19,497 | 20,645 | 20,465 | |||||||||
Intersegment eliminations | (1,140 | ) | (1,514 | ) | (339 | ) | ||||||
Total revenues | $ | 251,738 | $ | 349,936 | $ | 440,943 | ||||||
EBITDA | ||||||||||||
United States | $ | 38,099 | $ | 70,199 | $ | 97,348 | ||||||
International | (3,476 | ) | (10,007 | ) | (3,136 | ) | ||||||
Total EBITDA | $ | 34,623 | $ | 60,192 | $ | 94,212 | ||||||
Reconciliation of EBITDA to net income | ' | |||||||||||
Reconciliation of EBITDA to net income | ||||||||||||
EBITDA | $ | 34,623 | $ | 60,192 | $ | 94,212 | ||||||
Purchase amortization in cost of revenues | (1,353 | ) | (8,634 | ) | (11,883 | ) | ||||||
Purchase amortization in operating expenses | (2,237 | ) | (13,607 | ) | (15,183 | ) | ||||||
Depreciation and other amortization | (9,262 | ) | (10,511 | ) | (12,992 | ) | ||||||
Interest income | 798 | 526 | 326 | |||||||||
Interest expense | — | (4,832 | ) | (6,943 | ) | |||||||
Income tax expense, net | (7,913 | ) | (13,219 | ) | (17,803 | ) | ||||||
Net income | $ | 14,656 | $ | 9,915 | $ | 29,734 | ||||||
Summarized information by operating segment, assets and liabilities | ' | |||||||||||
Summarized information by operating segment consists of the following (in thousands): | ||||||||||||
December 31, | ||||||||||||
2012 | 2013 | |||||||||||
Property and equipment, net | ||||||||||||
United States | $ | 42,480 | $ | 53,733 | ||||||||
International | 3,828 | 3,986 | ||||||||||
Total property and equipment, net | $ | 46,308 | $ | 57,719 | ||||||||
Goodwill | ||||||||||||
United States | $ | 692,639 | $ | 692,639 | ||||||||
International | 25,439 | 25,948 | ||||||||||
Total goodwill | $ | 718,078 | $ | 718,587 | ||||||||
Assets | ||||||||||||
United States | $ | 1,215,949 | $ | 1,311,292 | ||||||||
International | 40,933 | 43,464 | ||||||||||
Total operating segment assets | $ | 1,256,882 | $ | 1,354,756 | ||||||||
Reconciliation of operating segment assets to total assets | ||||||||||||
Total operating segment assets | $ | 1,256,882 | $ | 1,354,756 | ||||||||
Investment in subsidiaries | (18,344 | ) | (18,344 | ) | ||||||||
Intersegment receivables | (73,399 | ) | (79,430 | ) | ||||||||
Total assets | $ | 1,165,139 | $ | 1,256,982 | ||||||||
Liabilities | ||||||||||||
United States | $ | 335,855 | $ | 324,626 | ||||||||
International | 70,108 | 79,266 | ||||||||||
Total operating segment liabilities | $ | 405,963 | $ | 403,892 | ||||||||
Reconciliation of operating segment liabilities to total liabilities | ||||||||||||
Total operating segment liabilities | $ | 405,963 | $ | 403,892 | ||||||||
Intersegment payables | (67,167 | ) | (74,772 | ) | ||||||||
Total liabilities | $ | 338,796 | $ | 329,120 | ||||||||
NET_INCOME_PER_SHARE_Tables
NET INCOME PER SHARE (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2013 | ||||||||||||
Earnings Per Share [Abstract] | ' | |||||||||||
Calculation of basic and diluted net income per share | ' | |||||||||||
The following table sets forth the calculation of basic and diluted net income per share (in thousands except per share data): | ||||||||||||
Year Ended December 31, | ||||||||||||
2011 | 2012 | 2013 | ||||||||||
Numerator: | ||||||||||||
Net income | $ | 14,656 | $ | 9,915 | $ | 29,734 | ||||||
Denominator: | ||||||||||||
Denominator for basic net income per share — weighted-average outstanding shares | 23,131 | 26,533 | 27,670 | |||||||||
Effect of dilutive securities: | ||||||||||||
Stock options and restricted stock | 396 | 416 | 542 | |||||||||
Denominator for diluted net income per share — weighted-average outstanding shares | 23,527 | 26,949 | 28,212 | |||||||||
Net income per share — basic | $ | 0.63 | $ | 0.37 | $ | 1.07 | ||||||
Net income per share — diluted | $ | 0.62 | $ | 0.37 | $ | 1.05 | ||||||
EMPLOYEE_BENEFIT_PLANS_Tables
EMPLOYEE BENEFIT PLANS (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Compensation Related Costs [Abstract] | ' | ||||||||||||||||
Schedule of option activity | ' | ||||||||||||||||
Option activity was as follows: | |||||||||||||||||
Number of | Range of | Weighted- | Weighted- | Aggregate | |||||||||||||
Shares | Exercise Price | Average | Average | Intrinsic | |||||||||||||
Exercise | Remaining | Value | |||||||||||||||
Price | Contract | (in thousands) | |||||||||||||||
Life (in years) | |||||||||||||||||
Outstanding at December 31, 2010 | 945,696 | $17.34 - $55.07 | $ | 36.1 | |||||||||||||
Granted | 111,470 | $57.16 - $60.23 | $ | 57.28 | |||||||||||||
Exercised | (198,132 | ) | $17.97 - $54.51 | $ | 31.37 | ||||||||||||
Canceled or expired | (11,932 | ) | $36.48 - $54.51 | $ | 40.65 | ||||||||||||
Outstanding at December 31, 2011 | 847,102 | $17.34 - $60.23 | $ | 39.93 | |||||||||||||
Granted | 102,000 | $58.95 - $58.95 | $ | 58.95 | |||||||||||||
Exercised | (274,842 | ) | $17.34 - $57.16 | $ | 34.04 | ||||||||||||
Canceled or expired | (541 | ) | $54.51 - $54.51 | $ | 54.51 | ||||||||||||
Outstanding at December 31, 2012 | 673,719 | $25.00 - $60.23 | $ | 45.2 | |||||||||||||
Granted | 126,800 | $102.16 - $102.16 | $ | 102.16 | |||||||||||||
Exercised | (409,799 | ) | $25.00 - $58.95 | $ | 41.05 | ||||||||||||
Canceled or expired | (16,380 | ) | $36.48 - $58.95 | $ | 47.54 | ||||||||||||
Outstanding at December 31, 2013 | 374,340 | $36.48 - $102.16 | $ | 68.94 | 7.34 | $ | 43,289 | ||||||||||
Exercisable at December 31, 2011 | 558,849 | $17.34 - $55.07 | $ | 37.15 | |||||||||||||
Exercisable at December 31, 2012 | 432,196 | $25.00 - $60.23 | $ | 40.22 | |||||||||||||
Exercisable at December 31, 2013 | 146,161 | $36.48 - $60.23 | $ | 47.72 | 5.44 | $ | 20,004 | ||||||||||
Fair value assumption for options granted | ' | ||||||||||||||||
The Company estimated the fair value of each option granted on the date of grant using the Black-Scholes option-pricing model, using the assumptions noted in the following table: | |||||||||||||||||
Year Ended December 31, | |||||||||||||||||
2011 | 2012 | 2013 | |||||||||||||||
Dividend yield | 0 | % | 0 | % | 0 | % | |||||||||||
Expected volatility | 40 | % | 40 | % | 37 | % | |||||||||||
Risk-free interest rate | 2.2 | % | 0.9 | % | 0.9 | % | |||||||||||
Expected life (in years) | 5 | 5 | 5 | ||||||||||||||
Summarized information regarding options outstanding | ' | ||||||||||||||||
The following table summarizes information regarding options outstanding at December 31, 2013: | |||||||||||||||||
Options Outstanding | Options Exercisable | ||||||||||||||||
Range of | Number of | Weighted-Average Remaining Contractual Life (in years) | Weighted- | Number of | Weighted- | ||||||||||||
Exercise Price | Shares | Average | Shares | Average | |||||||||||||
Exercise Price | Exercise Price | ||||||||||||||||
$36.48 - $41.21 | 16,991 | 4.94 | $ | 37.84 | 16,991 | $ | 37.84 | ||||||||||
$41.22 - $42.50 | 45,900 | 6.19 | $ | 42.29 | 45,900 | $ | 42.29 | ||||||||||
$42.51 - $53.22 | 38,296 | 2.33 | $ | 46.14 | 36,037 | $ | 46.35 | ||||||||||
$53.23 - $55.83 | 4,054 | 6.92 | $ | 54.51 | 3,243 | $ | 54.51 | ||||||||||
$55.84 - $57.61 | 61,198 | 7.17 | $ | 57.16 | 28,930 | $ | 57.16 | ||||||||||
$57.62 - $58.51 | 745 | 7.09 | $ | 58.06 | — | $ | — | ||||||||||
$58.52 - $59.59 | 78,036 | 8.14 | $ | 58.95 | 13,900 | $ | 58.95 | ||||||||||
$59.60 - $81.19 | 2,320 | 7.42 | $ | 60.23 | 1,160 | $ | 60.23 | ||||||||||
$81.20 - $102.16 | 126,800 | 9.19 | $ | 102.16 | — | $ | — | ||||||||||
$36.48 - $102.16 | 374,340 | 7.34 | $ | 68.94 | 146,161 | $ | 47.72 | ||||||||||
Unvested unrestricted stock awards activity | ' | ||||||||||||||||
The following table presents unvested restricted stock awards activity for the year ended December 31, 2013: | |||||||||||||||||
Number of | Weighted-Average | ||||||||||||||||
Shares | Grant Date | ||||||||||||||||
Fair Value per Share | |||||||||||||||||
Unvested restricted stock at December 31, 2012 | 1,020,673 | $ | 66.17 | ||||||||||||||
Granted | 238,314 | $ | 119.84 | ||||||||||||||
Vested | (206,248 | ) | $ | 58.64 | |||||||||||||
Canceled | (84,469 | ) | $ | 71.51 | |||||||||||||
Unvested restricted stock at December 31, 2013 | 968,270 | $ | 80.52 | ||||||||||||||
Schedule_II_Valuation_and_Qual1
Schedule II Valuation and Qualifying Accounts (Tables) | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||
Valuation and Qualifying Accounts [Abstract] | ' | ||||||||||||||||||||
Allowance for doubtful accounts and billing adjustments | ' | ||||||||||||||||||||
Years Ended December 31, 2011, 2012, and 2013 (in thousands): | |||||||||||||||||||||
Allowance for doubtful accounts and billing adjustments (1) | Balance at | Charged to | Charged to | Write-offs, | Balance at | ||||||||||||||||
Beginning | Expense | Other | Net of | End of Year | |||||||||||||||||
of Year | Accounts (2) | Recoveries | |||||||||||||||||||
Year ended December 31, 2011 | $ | 2,415 | $ | 1,525 | $ | — | $ | 1,416 | $ | 2,524 | |||||||||||
Year ended December 31, 2012 | $ | 2,524 | $ | 1,456 | $ | 475 | $ | 1,520 | $ | 2,935 | |||||||||||
Year ended December 31, 2013 | $ | 2,935 | $ | 2,317 | $ | — | $ | 1,855 | $ | 3,397 | |||||||||||
(1) | Additions to the allowance for doubtful accounts are charged to bad debt expense. | ||||||||||||||||||||
(2) | Amounts represent opening balances from acquired businesses. |
ORGANIZATION_Details
ORGANIZATION (Details) | 12 Months Ended |
Dec. 31, 2013 | |
operating_segments | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
Number of business segments (in segments) | 2 |
Term of subscription-based license agreements (in years) | '1 year |
SUMMARY_OF_SIGNIFICANT_ACCOUNT3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Summary of Significant Accounting Policies [Line Items] | ' | ' | ' |
Term of subscription-based license agreements (in years) | '1 year | ' | ' |
Material gains or losses from foreign currency exchange transactions | $0 | $0 | $0 |
Reclassifications out of accumulated other comprehensive loss | 0 | 0 | 0 |
Advertising costs | 5,700,000 | 4,400,000 | 2,500,000 |
Maximum original maturity of highly liquid investments to be considered cash equivalents (in months) | '3 months | ' | ' |
Cash held to support letters of credit for security deposits | 105,000 | 0 | ' |
Short-term investment maturities (in days) | '90 days | ' | ' |
Available for sale short term investment contractual maturities (in years) | '1 year | ' | ' |
Number of customers accouting for more than 5% of revenue (in customers) | 0 | 0 | 0 |
Significant customer revenue threshold percent | 5.00% | 5.00% | 5.00% |
Amortization expense for capitalized product development costs | 15,183,000 | 13,607,000 | 2,237,000 |
Capitalized product development costs, net | 144,472,000 | 170,632,000 | ' |
Capitalized debt issuance costs | 6,542,000 | 9,556,000 | ' |
Amortization of debt issuance costs | 3,014,000 | 1,989,000 | 0 |
Minimum [Member] | ' | ' | ' |
Summary of Significant Accounting Policies [Line Items] | ' | ' | ' |
Short-term investment maturities (in days) | '90 days | ' | ' |
Available for sale short term investment contractual maturities (in years) | '1 year | ' | ' |
Building [Member] | ' | ' | ' |
Summary of Significant Accounting Policies [Line Items] | ' | ' | ' |
Property and equipment, estimated useful life (in years) | '39 years | ' | ' |
Furniture and Office Equipment [Member] | Minimum [Member] | ' | ' | ' |
Summary of Significant Accounting Policies [Line Items] | ' | ' | ' |
Property and equipment, estimated useful life (in years) | '5 years | ' | ' |
Furniture and Office Equipment [Member] | Maximum [Member] | ' | ' | ' |
Summary of Significant Accounting Policies [Line Items] | ' | ' | ' |
Property and equipment, estimated useful life (in years) | '10 years | ' | ' |
Vehicles [Member] | ' | ' | ' |
Summary of Significant Accounting Policies [Line Items] | ' | ' | ' |
Property and equipment, estimated useful life (in years) | '5 years | ' | ' |
Computer Hardware and Software [Member] | Minimum [Member] | ' | ' | ' |
Summary of Significant Accounting Policies [Line Items] | ' | ' | ' |
Property and equipment, estimated useful life (in years) | '2 years | ' | ' |
Computer Hardware and Software [Member] | Maximum [Member] | ' | ' | ' |
Summary of Significant Accounting Policies [Line Items] | ' | ' | ' |
Property and equipment, estimated useful life (in years) | '5 years | ' | ' |
Acquired Database Technology [Member] | ' | ' | ' |
Summary of Significant Accounting Policies [Line Items] | ' | ' | ' |
Capitalized product development costs, net | 36,295,000 | 47,655,000 | ' |
Acquired Database Technology [Member] | Minimum [Member] | ' | ' | ' |
Summary of Significant Accounting Policies [Line Items] | ' | ' | ' |
Finite-lived intangible asset, useful life (in years) | '2 years | ' | ' |
Acquired Database Technology [Member] | Maximum [Member] | ' | ' | ' |
Summary of Significant Accounting Policies [Line Items] | ' | ' | ' |
Finite-lived intangible asset, useful life (in years) | '10 years | ' | ' |
Acquired Trade Names and Other [Member] | ' | ' | ' |
Summary of Significant Accounting Policies [Line Items] | ' | ' | ' |
Capitalized product development costs, net | 50,102,000 | 50,375,000 | ' |
Acquired Trade Names and Other [Member] | Minimum [Member] | ' | ' | ' |
Summary of Significant Accounting Policies [Line Items] | ' | ' | ' |
Finite-lived intangible asset, useful life (in years) | '2 years | ' | ' |
Acquired Trade Names and Other [Member] | Maximum [Member] | ' | ' | ' |
Summary of Significant Accounting Policies [Line Items] | ' | ' | ' |
Finite-lived intangible asset, useful life (in years) | '10 years | ' | ' |
Acquired Customer Base [Member] | ' | ' | ' |
Summary of Significant Accounting Policies [Line Items] | ' | ' | ' |
Number of distinct intangible asset | 1 | ' | ' |
Capitalized product development costs, net | 56,226,000 | 71,465,000 | ' |
Building Photography [Member] | ' | ' | ' |
Summary of Significant Accounting Policies [Line Items] | ' | ' | ' |
Finite-lived intangible asset, useful life (in years) | '5 years | ' | ' |
Capitalized product development costs, net | 1,738,000 | 835,000 | ' |
Capitalized Product Development Costs [Member] | ' | ' | ' |
Summary of Significant Accounting Policies [Line Items] | ' | ' | ' |
Amortization expense for capitalized product development costs | 191,000 | 191,000 | 80,000 |
Capitalized product development costs, net | $111,000 | $302,000 | ' |
Capitalized Product Development Costs [Member] | Minimum [Member] | ' | ' | ' |
Summary of Significant Accounting Policies [Line Items] | ' | ' | ' |
Finite-lived intangible asset, useful life (in years) | '3 years | ' | ' |
Capitalized Product Development Costs [Member] | Maximum [Member] | ' | ' | ' |
Summary of Significant Accounting Policies [Line Items] | ' | ' | ' |
Finite-lived intangible asset, useful life (in years) | '5 years | ' | ' |
SUMMARY_OF_SIGNIFICANT_ACCOUNT4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS), NET OF TAX (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Accumulated Other Comprehensive Income (Loss) Net of Tax [Abstract] | ' | ' |
Foreign currency translation adjustment | ($4,003) | ($4,613) |
Accumulated net unrealized loss on investments, net of tax | -1,527 | -1,905 |
Total accumulated other comprehensive loss | ($5,530) | ($6,518) |
SUMMARY_OF_SIGNIFICANT_ACCOUNT5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, STOCK BASED COMPENSATION EXPENSE (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Stock-Based Compensation Expense [Abstract] | ' | ' | ' |
Compensation expense | $41,549,000 | $12,282,000 | $8,103,000 |
Net cash proceeds from the exercise of stock options and ESPP | 18,133,000 | 9,868,000 | 6,622,000 |
Excess tax benefit from stock-based compensation | 19,585,000 | 198,000 | 2,541,000 |
Cost of revenues | ' | ' | ' |
Stock-Based Compensation Expense [Abstract] | ' | ' | ' |
Compensation expense | 4,553,000 | 2,556,000 | 1,635,000 |
Selling and marketing | ' | ' | ' |
Stock-Based Compensation Expense [Abstract] | ' | ' | ' |
Compensation expense | 4,954,000 | 1,966,000 | 1,339,000 |
Software development | ' | ' | ' |
Stock-Based Compensation Expense [Abstract] | ' | ' | ' |
Compensation expense | 7,244,000 | 2,241,000 | 1,130,000 |
General and administrative | ' | ' | ' |
Stock-Based Compensation Expense [Abstract] | ' | ' | ' |
Compensation expense | 24,798,000 | 5,519,000 | 3,999,000 |
Performance-Based Restricted Common Stock [Member] | ' | ' | ' |
Stock-Based Compensation Expense [Abstract] | ' | ' | ' |
Compensation expense | 21,752,000 | 0 | 0 |
Unrecognized compensation cost expected to be recognized in future years | $2,100,000 | ' | ' |
ACQUISITION_Details
ACQUISITION (Details) (USD $) | Apr. 26, 2012 | 3-May-12 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Apr. 30, 2012 | Dec. 31, 2013 | Apr. 30, 2012 | Dec. 31, 2013 | Apr. 30, 2012 |
LoopNet [Member] | LoopNet [Member] | LoopNet [Member] | LoopNet [Member] | LoopNet [Member] | Acquired Customer Base [Member] | Acquired Customer Base [Member] | Acquired Database Technology [Member] | Acquired Database Technology [Member] | ||
distinct_intangible_asset | distinct_intangible_asset | LoopNet [Member] | LoopNet [Member] | |||||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of outstanding stock controlled by company | ' | ' | ' | ' | ' | 100.00% | ' | ' | ' | ' |
Number of distinct intangible asset | ' | ' | ' | ' | ' | 1 | 1 | ' | ' | ' |
Estimated useful life of acquired assets | ' | ' | ' | ' | ' | ' | '10 years | '10 years | '5 years | '5 years |
Business combination, recognized goodwill acquired | ' | ' | ' | ' | ' | $625,174,000 | ' | ' | ' | ' |
Goodwill tax deductible amount | ' | ' | ' | ' | ' | 0 | ' | ' | ' | ' |
Incurred acquisition-related costs | ' | ' | 0 | 5,200,000 | 14,200,000 | ' | ' | ' | ' | ' |
Term of consent order public comment period | '30 days | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from sale of Xcelignet | ' | 4,200,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Gain on sale of Xceligent | ' | $0 | ' | ' | ' | ' | ' | ' | ' | ' |
ACQUISITION_Schedule_of_Consid
ACQUISITION (Schedule of Consideration Paid to Aquire LoopNet) (Details) (LoopNet [Member], USD $) | 0 Months Ended |
In Thousands, except Share data, unless otherwise specified | Apr. 30, 2012 |
LoopNet [Member] | ' |
Business Acquisition [Line Items] | ' |
Cash | $746,393 |
Equity interest, number of shares (in shares) | 1,880,300 |
Equity interest, price per share (in dollars per share) | $72.89 |
Equity interest (1,880,300 shares at $72.89) | 137,055 |
Fair value of total consideration transferred | $883,448 |
ACQUISITION_Schedule_of_Assets
ACQUISITION (Schedule of Assets Acquired and Liabilities Assumed of Loopnet Acquisition) (Details) (LoopNet [Member], USD $) | Apr. 30, 2012 |
In Thousands, unless otherwise specified | |
LoopNet [Member] | ' |
Business Acquisition [Line Items] | ' |
Cash and cash equivalents | $105,464 |
Accounts receivable | 3,021 |
Goodwill | 625,174 |
Acquired trade names and other | 48,700 |
Acquired customer base | 71,500 |
Acquired database technology | 52,100 |
Deferred income taxes, net | -32,623 |
Other assets and liabilities | 10,112 |
Fair value of identifiable net assets acquired | $883,448 |
INVESTMENTS_Details
INVESTMENTS (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Short-term investment maturities (in days) | '90 days | ' |
Available for sale short term investment contractual maturities (in years) | '1 year | ' |
Debt Maturities Fair Value [Abstract] | ' | ' |
2014 | $0 | ' |
2015 — 2018 | 853 | ' |
2019 — 2023 | 0 | ' |
2024 and thereafter | 21,137 | ' |
Available-for-sale investments | $21,990 | $21,699 |
Minimum [Member] | ' | ' |
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Short-term investment maturities (in days) | '90 days | ' |
Available for sale short term investment contractual maturities (in years) | '1 year | ' |
INVESTMENTS_AVAILABLEFORSALE_S
INVESTMENTS, AVAILABLE-FOR-SALE SECURITIES (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Schedule of Available-for-sale Securities [Line Items] | ' | ' | ' |
Available-for-sale Securities, Continuous Unrealized Loss Position, Less than 12 Months, Aggregate Losses | $0 | $0 | ' |
Available-for-sale Securities, Gross Realized Gains | 0 | 0 | 0 |
Available-for-sale Securities, Gross Realized Losses | 0 | 0 | 0 |
Available-for-sale Securities Reconciliation [Abstract] | ' | ' | ' |
Amortized Cost | 23,517,000 | 23,604,000 | ' |
Gross Unrealized Gains | 411,000 | 101,000 | ' |
Gross Unrealized Losses | -1,938,000 | -2,006,000 | ' |
Available-for-sale investments | 21,990,000 | 21,699,000 | ' |
Available-for-sale securities, unrealized loss positions | ' | ' | ' |
Aggregate Fair Value | 21,137,000 | 21,156,000 | ' |
Government-Sponsored Enterprise Obligations [Member] | ' | ' | ' |
Available-for-sale Securities Reconciliation [Abstract] | ' | ' | ' |
Amortized Cost | ' | 37,000 | ' |
Gross Unrealized Gains | ' | 0 | ' |
Gross Unrealized Losses | 0 | 0 | ' |
Available-for-sale investments | ' | 37,000 | ' |
Available-for-sale securities, unrealized loss positions | ' | ' | ' |
Aggregate Fair Value | 0 | 37,000 | ' |
Auction Rate Securities [Member] | ' | ' | ' |
Available-for-sale Securities Reconciliation [Abstract] | ' | ' | ' |
Amortized Cost | 23,517,000 | 23,567,000 | ' |
Gross Unrealized Gains | 411,000 | 101,000 | ' |
Gross Unrealized Losses | -1,938,000 | -2,006,000 | ' |
Available-for-sale investments | 21,990,000 | 21,662,000 | ' |
Available-for-sale securities, unrealized loss positions | ' | ' | ' |
Aggregate Fair Value | $21,137,000 | $21,119,000 | ' |
FAIR_VALUE_Details
FAIR VALUE (Details) (USD $) | 12 Months Ended | 12 Months Ended | 12 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | Dec. 31, 2009 | Dec. 31, 2008 | Dec. 31, 2013 | Mar. 28, 2013 | Dec. 31, 2013 | Mar. 28, 2013 | Dec. 31, 2012 | |
Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Auction Rate Securities [Member] | Auction Rate Securities [Member] | Auction Rate Securities [Member] | Auction Rate Securities [Member] | Auction Rate Securities [Member] | Auction Rate Securities [Member] | LandsofAmerica [Member] | LandsofAmerica [Member] | Reaction Web [Member] | Reaction Web [Member] | LoopNet [Member] | |||
Cash [Member] | Cash [Member] | Money Market Funds [Member] | Money Market Funds [Member] | Commercial Paper [Member] | Commercial Paper [Member] | Government-Sponsored Enterprise Obligations [Member] | Auction Rate Securities [Member] | Auction Rate Securities [Member] | Fair Value, Inputs, Level 1 [Member] | Fair Value, Inputs, Level 1 [Member] | Fair Value, Inputs, Level 1 [Member] | Fair Value, Inputs, Level 1 [Member] | Fair Value, Inputs, Level 1 [Member] | Fair Value, Inputs, Level 1 [Member] | Fair Value, Inputs, Level 1 [Member] | Fair Value, Inputs, Level 1 [Member] | Fair Value, Inputs, Level 1 [Member] | Fair Value, Inputs, Level 1 [Member] | Fair Value, Inputs, Level 1 [Member] | Fair Value, Inputs, Level 2 [Member] | Fair Value, Inputs, Level 2 [Member] | Fair Value, Inputs, Level 2 [Member] | Fair Value, Inputs, Level 2 [Member] | Fair Value, Inputs, Level 2 [Member] | Fair Value, Inputs, Level 2 [Member] | Fair Value, Inputs, Level 2 [Member] | Fair Value, Inputs, Level 2 [Member] | Fair Value, Inputs, Level 2 [Member] | Fair Value, Inputs, Level 2 [Member] | Fair Value, Inputs, Level 2 [Member] | Fair Value, Inputs, Level 3 [Member] | Fair Value, Inputs, Level 3 [Member] | Fair Value, Inputs, Level 3 [Member] | Fair Value, Inputs, Level 3 [Member] | Fair Value, Inputs, Level 3 [Member] | Fair Value, Inputs, Level 3 [Member] | Fair Value, Inputs, Level 3 [Member] | Fair Value, Inputs, Level 3 [Member] | Fair Value, Inputs, Level 3 [Member] | Fair Value, Inputs, Level 3 [Member] | Fair Value, Inputs, Level 3 [Member] | ||||||||||||||||
Cash [Member] | Cash [Member] | Money Market Funds [Member] | Money Market Funds [Member] | Commercial Paper [Member] | Commercial Paper [Member] | Government-Sponsored Enterprise Obligations [Member] | Auction Rate Securities [Member] | Auction Rate Securities [Member] | Cash [Member] | Cash [Member] | Money Market Funds [Member] | Money Market Funds [Member] | Commercial Paper [Member] | Commercial Paper [Member] | Government-Sponsored Enterprise Obligations [Member] | Auction Rate Securities [Member] | Auction Rate Securities [Member] | Cash [Member] | Cash [Member] | Money Market Funds [Member] | Money Market Funds [Member] | Commercial Paper [Member] | Commercial Paper [Member] | Government-Sponsored Enterprise Obligations [Member] | Auction Rate Securities [Member] | Auction Rate Securities [Member] | |||||||||||||||||||||||||||||||
Assets: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total assets measured at fair value | ' | ' | $277,943,000 | $177,726,000 | $134,989,000 | $135,232,000 | $50,593,000 | $20,775,000 | $70,371,000 | $20,000 | $37,000 | $21,990,000 | $21,662,000 | $255,953,000 | $156,027,000 | $134,989,000 | $135,232,000 | $50,593,000 | $20,775,000 | $70,371,000 | $20,000 | $0 | $0 | $0 | $0 | $37,000 | $0 | $0 | $0 | $0 | $0 | $0 | $37,000 | $0 | $0 | $21,990,000 | $21,662,000 | $0 | $0 | $0 | $0 | $0 | $0 | $0 | $21,990,000 | $21,662,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unobservable inputs assets (level 3) [Roll forward] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Beginning balance | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 21,662,000 | 24,584,000 | 29,189,000 | 29,724,000 | 29,340,000 | 53,975,000 | ' | ' | ' | ' | ' |
Auction rate securities upon acquisition | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 442,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Change in unrealized gain (loss) included in accumulated other comprehensive loss | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 378,000 | 836,000 | 245,000 | 40,000 | 684,000 | -3,710,000 | ' | ' | ' | ' | ' |
Settlements | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -50,000 | -4,200,000 | -4,850,000 | -575,000 | -300,000 | -20,925,000 | ' | ' | ' | ' | ' |
Ending balance | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 21,990,000 | 21,662,000 | 24,584,000 | 29,189,000 | 29,724,000 | 29,340,000 | ' | ' | ' | ' | ' |
Auction rate securities variable rate debt instruments interest rate reset period | '28 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
The minimum contractual maturities on the underlying securities involved in the auction rate securities (in years) | '20 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Par value of company held auction rate securities | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 24,300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Temporary impairment of the auction rates security investments | -1,527,000 | -1,905,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -1,527,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Liabilities: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Deferred consideration | ' | ' | 1,344,000 | 2,304,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,344,000 | 2,304,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unobservable inputs liabilities (level 3) [Roll forward] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Beginning balance | 2,304,000 | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Accretion | 384,000 | 293,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Deferred consideration upon acquisition | ' | 2,011,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Payments | -1,344,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Ending balance | 1,344,000 | 2,304,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business acquisition deferred consideration potential cash payment (undiscounted) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,000,000 | ' | 344,000 | ' | ' |
Discount rate (in percent) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4.90% | 5.10% | ' | ' | ' | ' | ' | ' | ' | ' | 23.50% |
Business acquisition deferred consideration cash payment | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1,000,000 | ' | $344,000 | ' |
PROPERTY_AND_EQUIPMENT_Details
PROPERTY AND EQUIPMENT (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Property, Plant and Equipment [Line Items] | ' | ' | ' |
Property and equipment, gross | $100,719 | $91,052 | ' |
Accumulated depreciation and amortization | -43,000 | -44,744 | ' |
Property and equipment, net | 57,719 | 46,308 | ' |
Depreciation expense for property and equipment | 12,495 | 10,053 | 8,435 |
Leasehold Improvements [Member] | ' | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' | ' |
Property and equipment, gross | 36,933 | 28,527 | ' |
Furniture, Office Equipment and Research Vehicles [Member] | ' | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' | ' |
Property and equipment, gross | 27,395 | 25,837 | ' |
Computer Hardware and Software [Member] | ' | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' | ' |
Property and equipment, gross | $36,391 | $36,688 | ' |
GOODWILL_Details
GOODWILL (Details) (USD $) | 12 Months Ended | 0 Months Ended | 12 Months Ended | ||||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Apr. 30, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 |
LoopNet [Member] | United States [Member] | United States [Member] | International [Member] | International [Member] | |||
Goodwill [Line Items] | ' | ' | ' | ' | ' | ' | ' |
Goodwill, period increase (decrease) | ' | ' | $625,174 | ' | ' | ' | ' |
Goodwill [Roll Forward] | ' | ' | ' | ' | ' | ' | ' |
Goodwill, beginning balance | 718,078 | 91,784 | ' | 692,639 | 67,465 | 25,439 | 24,319 |
Acquisitions | ' | 625,174 | ' | ' | 625,174 | ' | 0 |
Effect of foreign currency translation | 509 | 1,120 | ' | 0 | 0 | 509 | 1,120 |
Goodwill, ending balance | $718,587 | $718,078 | ' | $692,639 | $692,639 | $25,948 | $25,439 |
INTANGIBLES_AND_OTHER_ASSETS_D
INTANGIBLES AND OTHER ASSETS (Details) (USD $) | 12 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | 0 Months Ended | ||||||||||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Apr. 30, 2012 | Apr. 30, 2012 | Apr. 30, 2012 | |
Capitalized Product Development Costs [Member] | Capitalized Product Development Costs [Member] | Building Photography [Member] | Building Photography [Member] | Acquired Database Technology [Member] | Acquired Database Technology [Member] | Acquired Customer Base [Member] | Acquired Customer Base [Member] | Acquired Trade Names and Other [Member] | Acquired Trade Names and Other [Member] | LoopNet [Member] | LoopNet [Member] | LoopNet [Member] | ||||
Acquired Database Technology [Member] | Acquired Customer Base [Member] | |||||||||||||||
Acquired Finite-Lived Intangible Assets [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Finite-lived intangible assets, gross | ' | ' | ' | $2,140,000 | $2,140,000 | $13,743,000 | $12,474,000 | $77,368,000 | $77,328,000 | $130,960,000 | $130,683,000 | $59,336,000 | $59,255,000 | ' | ' | ' |
Finite-lived intangible assets, accumulated amortization | ' | ' | ' | -2,029,000 | -1,838,000 | -12,005,000 | -11,639,000 | -41,073,000 | -29,673,000 | -74,734,000 | -59,218,000 | -9,234,000 | -8,880,000 | ' | ' | ' |
Finite-lived intangible assets, net | 144,472,000 | 170,632,000 | ' | 111,000 | 302,000 | 1,738,000 | 835,000 | 36,295,000 | 47,655,000 | 56,226,000 | 71,465,000 | 50,102,000 | 50,375,000 | ' | ' | ' |
Weighted-average amortization period (in years} | ' | ' | ' | '4 years | ' | '5 years | ' | '5 years | ' | '10 years | ' | '7 years | ' | ' | '5 years | '10 years |
Acquired trade names and other | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 48,700,000 | ' | ' |
Amortization of Intangible Assets | 27,563,000 | 22,699,000 | 4,417,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amortization expense for 2014 | 23,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amortization expense for 2015 | 20,800,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amortization expense for 2016 | 18,900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amortization expense for 2017 | 10,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amortization expense for 2018 | $5,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
LONGTERM_DEBT_Details
LONG-TERM DEBT (Details) (USD $) | 0 Months Ended | 12 Months Ended | 27 Months Ended | 12 Months Ended | 0 Months Ended | 0 Months Ended | 0 Months Ended | |||||||||||
Feb. 16, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Feb. 16, 2012 | Feb. 16, 2012 | Apr. 30, 2012 | Feb. 16, 2012 | Feb. 16, 2012 | Feb. 16, 2012 | Feb. 16, 2012 | Feb. 16, 2012 | Feb. 16, 2012 | Feb. 16, 2012 | |
New Term Loan [Member] | New Term Loan [Member] | New Term Loan [Member] | CoStar Group [Member] | CoStar Group [Member] | CoStar Group [Member] | CoStar Group [Member] | Minimum [Member] | Maximum [Member] | Maximum [Member] | Maximum [Member] | Federal Funds Rate [Member] | LIBOR [Member] | ||||||
LoopNet [Member] | LoopNet [Member] | LoopNet [Member] | LoopNet [Member] | CoStar Group [Member] | CoStar Group [Member] | |||||||||||||
Committed Term Loan [Member] | New Term Loan [Member] | New Term Loan [Member] | New Revolving Credit Facility [Member] | Swingline Loan [Member] | Letter of Credit [Member] | |||||||||||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt instrument borrowing capacity | ' | ' | ' | ' | ' | ' | ' | ' | ' | $175,000,000 | ' | $50,000,000 | ' | ' | ' | ' | ' | ' |
Term of loan (in years) | ' | ' | ' | ' | ' | ' | ' | ' | ' | '5 years | ' | '5 years | ' | ' | ' | ' | ' | ' |
Line of credit facility, amount outstanding | ' | 0 | 0 | ' | 0 | ' | ' | ' | ' | ' | 175,000,000 | ' | ' | ' | ' | ' | ' | ' |
Revolving credit sub-facility for swing-line loans | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5,000,000 | 10,000,000 | ' | ' |
Annual amortization, first year after closing (in percent) | ' | ' | ' | ' | ' | ' | ' | ' | 5.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Annual amortization, second year after closing (in percent) | ' | ' | ' | ' | ' | ' | ' | ' | 10.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Annual amortization, third year after closing (in percent) | ' | ' | ' | ' | ' | ' | ' | ' | 15.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Annual amortization, fourth year after closing (in percent) | ' | ' | ' | ' | ' | ' | ' | ' | 20.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Annual amortization, fifth year after closing (in percent) | ' | ' | ' | ' | ' | ' | ' | ' | 50.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Basis spread on federal funds rate (in percent) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.50% | 2.00% |
LIBOR period (in months) | '1 month | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Basis spread on variable rate, one month interest period (in percent) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.00% |
Basis spread on variable rate, per annum (in percent) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.00% |
Default interest rate per annum on overdue amounts (in percent) | 2.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Maximum debt service coverage ratio (in percent) | 150.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Maximum total leverage ratio for fifth through eighth quarters after closing date (in percent) | 275.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Maximum total leverage ratio after eight fiscal quarters (in percent) | 250.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Excess cash flow payment maturity period within issuance of financial statements | '10 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
First excess cash flow repayment percentage | 50.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
First excess cash flow repayment requirement (in percent) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 300.00% | ' | ' | ' | ' | ' |
Second excess cash flow repayment requirement (in percent) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 250.00% | 300.00% | ' | ' | ' | ' |
Second excess cash flow repayment percentage | 25.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Third excess cash flow repayment requirement (in percent) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 250.00% | ' | ' | ' | ' |
Third excess cash flow repayment percentage | 0.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unamortized debt issuance expense | ' | 11,500,000 | ' | ' | 11,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt issuance underwriting fees | ' | ' | ' | ' | 9,200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Legal fees associated with the debt issuance | ' | ' | ' | ' | 2,300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt interest expense | ' | ' | ' | ' | ' | 6,943,000 | 4,832,000 | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amortization of debt issuance costs | ' | 3,014,000 | 1,989,000 | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest paid | ' | $4,291,000 | $2,480,000 | $0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
LONGTERM_DEBT_Schedule_of_Matu
LONG-TERM DEBT (Schedule of Maturities of Long-Term Debt) (Details) (USD $) | Dec. 31, 2013 |
In Thousands, unless otherwise specified | |
Long-term Debt, Current and Noncurrent [Abstract] | ' |
2014 | $24,063 |
2015 | 32,812 |
2016 | 61,250 |
2017 | 35,000 |
Long-term debt, including current maturities | $153,125 |
INCOME_TAXES_Details
INCOME TAXES (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Current: | ' | ' | ' |
Federal | $26,516,000 | ($2,260,000) | $22,779,000 |
State | 3,996,000 | 1,974,000 | 2,226,000 |
Foreign | 31,000 | 55,000 | 12,000 |
Total current | 30,543,000 | -231,000 | 25,017,000 |
Deferred: | ' | ' | ' |
Federal | -10,919,000 | 15,512,000 | -14,661,000 |
State | -1,849,000 | -2,067,000 | -2,425,000 |
Foreign | 28,000 | 5,000 | -18,000 |
Total deferred | -12,740,000 | 13,450,000 | -17,104,000 |
Total provision for income taxes | 17,803,000 | 13,219,000 | 7,913,000 |
Deferred tax assets: | ' | ' | ' |
Reserve for bad debts | 1,274,000 | 1,106,000 | ' |
Accrued compensation | 6,725,000 | 4,830,000 | ' |
Stock compensation | 13,381,000 | 4,946,000 | ' |
Net operating losses | 17,457,000 | 20,431,000 | ' |
Accrued reserve and other | 4,284,000 | 6,007,000 | ' |
Unrealized loss on securities | 786,000 | 928,000 | ' |
Deferred rent | 4,329,000 | 1,845,000 | ' |
Deferred revenue | 1,538,000 | 1,220,000 | ' |
Deferred gain from sale of building | 11,499,000 | 12,386,000 | ' |
Total deferred tax assets | 61,273,000 | 53,699,000 | ' |
Deferred tax liabilities: | ' | ' | ' |
Prepaids | -1,096,000 | -1,433,000 | ' |
Depreciation | -6,033,000 | -3,676,000 | ' |
Intangibles | -55,284,000 | -62,915,000 | ' |
Total deferred tax liabilities | -62,413,000 | -68,024,000 | ' |
Net deferred tax liabilities, prior to valuation allowance | -1,140,000 | -14,325,000 | ' |
Valuation allowance | -10,936,000 | -10,490,000 | ' |
Net deferred tax liabilities | -12,076,000 | -24,815,000 | ' |
Income from U.S. sources | 53,200,000 | 36,100,000 | 29,100,000 |
Loss from foreign sources | -5,600,000 | -13,000,000 | -6,600,000 |
Effective tax rate reconciliation [Abstract] | ' | ' | ' |
Expected federal income tax provision at statutory rate | 16,638,000 | 8,097,000 | 7,899,000 |
State income taxes, net of federal benefit | 885,000 | -1,360,000 | -123,000 |
Foreign income taxes, net effect | -724,000 | -2,971,000 | -961,000 |
Stock compensation | -116,000 | -313,000 | -143,000 |
Increase in valuation allowance | 588,000 | 2,978,000 | 643,000 |
Nondeductible compensation | 431,000 | 656,000 | 448,000 |
Nondeductible transaction costs | 0 | 5,829,000 | 0 |
Other adjustments | 101,000 | 303,000 | 150,000 |
Total provision for income taxes | 17,803,000 | 13,219,000 | 7,913,000 |
Income taxes paid | 6,500,000 | 2,600,000 | 19,500,000 |
Operating Loss Carryforwards [Line Items] | ' | ' | ' |
Change in valuation allowance | -446,000 | -5,220,000 | ' |
Cash tax benefits resulting in net operating loss carryforward | 4,200,000 | 12,200,000 | ' |
Unrecognized Tax Benefits [Roll Forward] | ' | ' | ' |
Unrecognized tax benefit beginning balance | 3,909,000 | 3,347,000 | 1,766,000 |
Increase for current year tax positions | 66,000 | 792,000 | 1,243,000 |
Decrease for prior period tax positions | ' | -161,000 | ' |
Increase for prior year tax positions | 2,037,000 | ' | 445,000 |
Expiration of the statute of limitation for assessment of taxes | -55,000 | -69,000 | -107,000 |
Unrecognized tax benefit ending balance | 5,957,000 | 3,909,000 | 3,347,000 |
Unrecognized tax benefit that would favorably affect the annual effective tax rate if recognized in future periods | 1,600,000 | 1,600,000 | ' |
Interest and penalties on income taxes recognized | 62,000 | 58,000 | 39,000 |
Interest and penalties accrued on income taxes | 404,000 | 342,000 | 284,000 |
Foreign Country [Member] | ' | ' | ' |
Operating Loss Carryforwards [Line Items] | ' | ' | ' |
Change in valuation allowance | -765,000 | ' | ' |
Net operating loss carryforward | 31,200,000 | ' | ' |
Domestic Country [Member] | ' | ' | ' |
Operating Loss Carryforwards [Line Items] | ' | ' | ' |
Net operating loss carryforward | 13,500,000 | ' | ' |
Operating loss carryforwards, first expiration date | 31-Dec-20 | ' | ' |
State and Local Jurisdiction [Member] | ' | ' | ' |
Operating Loss Carryforwards [Line Items] | ' | ' | ' |
Change in valuation allowance | -319,000 | ' | ' |
Net operating loss carryforward | 4,900,000 | ' | ' |
Operating loss carryforwards, first expiration date | 31-Dec-20 | ' | ' |
Income tax credit carryforward | $1,800,000 | ' | ' |
COMMITMENTS_AND_CONTINGENCIES_1
COMMITMENTS AND CONTINGENCIES (Details) (USD $) | 1 Months Ended | 12 Months Ended | 0 Months Ended | |||||
31-May-11 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2013 | Feb. 16, 2012 | Feb. 16, 2012 | |
class_action_lawsuits | current_litigation_matters | LoopNet Stockholders [Member] | Civix [Member] | LoopNet [Member] | LoopNet [Member] | |||
CoStar Group [Member] | CoStar Group [Member] | |||||||
New Term Loan [Member] | New Revolving Credit Facility [Member] | |||||||
Operating Leases Rent Expense [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' |
Rent expense for operating leases | ' | $18,300,000 | $16,700,000 | $13,300,000 | ' | ' | ' | ' |
Future Minimum Lease Payments [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' |
2014 | ' | 17,004,000 | ' | ' | ' | ' | ' | ' |
2015 | ' | 15,128,000 | ' | ' | ' | ' | ' | ' |
2016 | ' | 14,104,000 | ' | ' | ' | ' | ' | ' |
2017 | ' | 14,317,000 | ' | ' | ' | ' | ' | ' |
2018 | ' | 13,916,000 | ' | ' | ' | ' | ' | ' |
2019 and thereafter | ' | 69,475,000 | ' | ' | ' | ' | ' | ' |
Total future minimum lease payments | ' | 143,944,000 | ' | ' | ' | ' | ' | ' |
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Debt instrument borrowing capacity | ' | ' | ' | ' | ' | ' | 175,000,000 | 50,000,000 |
Term of loan (in years) | ' | ' | ' | ' | ' | ' | '5 years | '5 years |
Number of class action lawsuits brought by alleged LoopNet stockholders | 3 | ' | ' | ' | ' | ' | ' | ' |
Loss contingency accrual | ' | ' | ' | ' | 200,000 | 600,000 | ' | ' |
Loss contingency, estimated damages sought | ' | 3,700,000 | ' | ' | ' | ' | ' | ' |
Estimate of possible loss in excess of amount accrued | ' | ' | ' | ' | ' | $3,100,000 | ' | ' |
Number of minimum of current litigation matters (in claims) | ' | 1 | ' | ' | ' | ' | ' | ' |
SEGMENT_REPORTING_Details
SEGMENT REPORTING (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
operating_segments | |||
Segment Reporting Information [Line Items] | ' | ' | ' |
Number of business segments (in segments) | 2 | ' | ' |
Summarized information by operating segment [Abstract] | ' | ' | ' |
Revenues | $440,943,000 | $349,936,000 | $251,738,000 |
Property and equipment, net | 57,719,000 | 46,308,000 | ' |
Goodwill | 718,587,000 | 718,078,000 | 91,784,000 |
Reconciliation of EBITDA to net income [Abstract] | ' | ' | ' |
EBITDA | 94,212,000 | 60,192,000 | 34,623,000 |
Purchase amortization in cost of revenues | -11,883,000 | -8,634,000 | -1,353,000 |
Purchase amortization in operating expenses | -15,183,000 | -13,607,000 | -2,237,000 |
Depreciation and other amortization | -12,992,000 | -10,511,000 | -9,262,000 |
Interest income | 326,000 | 526,000 | 798,000 |
Interest expense | -6,943,000 | -4,832,000 | 0 |
Income tax expense, net | -17,803,000 | -13,219,000 | -7,913,000 |
Net income | 29,734,000 | 9,915,000 | 14,656,000 |
Reconciliation of operating segment assets to total assets [Abstract] | ' | ' | ' |
Total operating segment assets | 1,354,756,000 | 1,256,882,000 | ' |
Investment in subsidiaries | -18,344,000 | -18,344,000 | ' |
Intersegment receivables | -79,430,000 | -73,399,000 | ' |
Total assets | 1,256,982,000 | 1,165,139,000 | ' |
Reconciliation of operating segment liabilities to total liabilities [Abstract] | ' | ' | ' |
Total operating segment liabilities | 403,892,000 | 405,963,000 | ' |
Intersegment payables | -74,772,000 | -67,167,000 | ' |
Total liabilities | 329,120,000 | 338,796,000 | ' |
United States [Member] | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' |
Corporate allocation US | 800,000 | 0 | 0 |
Summarized information by operating segment [Abstract] | ' | ' | ' |
Revenues | 420,817,000 | 330,805,000 | 233,381,000 |
Property and equipment, net | 53,733,000 | 42,480,000 | ' |
Goodwill | 692,639,000 | 692,639,000 | 67,465,000 |
Reconciliation of EBITDA to net income [Abstract] | ' | ' | ' |
EBITDA | 97,348,000 | 70,199,000 | 38,099,000 |
Reconciliation of operating segment assets to total assets [Abstract] | ' | ' | ' |
Total operating segment assets | 1,311,292,000 | 1,215,949,000 | ' |
Reconciliation of operating segment liabilities to total liabilities [Abstract] | ' | ' | ' |
Total operating segment liabilities | 324,626,000 | 335,855,000 | ' |
International [Member] | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' |
Corporate allocation | 400,000 | 5,300,000 | 800,000 |
Summarized information by operating segment [Abstract] | ' | ' | ' |
Revenues | 20,465,000 | 20,645,000 | 19,497,000 |
Property and equipment, net | 3,986,000 | 3,828,000 | ' |
Goodwill | 25,948,000 | 25,439,000 | 24,319,000 |
Reconciliation of EBITDA to net income [Abstract] | ' | ' | ' |
EBITDA | -3,136,000 | -10,007,000 | -3,476,000 |
Reconciliation of operating segment assets to total assets [Abstract] | ' | ' | ' |
Total operating segment assets | 43,464,000 | 40,933,000 | ' |
Reconciliation of operating segment liabilities to total liabilities [Abstract] | ' | ' | ' |
Total operating segment liabilities | 79,266,000 | 70,108,000 | ' |
External Customers [Member] | ' | ' | ' |
Summarized information by operating segment [Abstract] | ' | ' | ' |
Revenues | 20,126,000 | 19,131,000 | 18,357,000 |
Intersegment Revenue [Member] | ' | ' | ' |
Summarized information by operating segment [Abstract] | ' | ' | ' |
Revenues | 339,000 | 1,514,000 | 1,140,000 |
Intersegment Elimination [Member] | ' | ' | ' |
Summarized information by operating segment [Abstract] | ' | ' | ' |
Revenues | ($339,000) | ($1,514,000) | ($1,140,000) |
STOCKHOLDERS_EQUITY_Details
STOCKHOLDERS' EQUITY (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 | Jun. 05, 2012 |
Preferred stock | ' | ' | ' |
Preferred stock authorized for issuance (in shares) | 2,000,000 | 2,000,000 | ' |
Preferred stock, par value (in dollars per share) | $0.01 | $0.01 | ' |
Common stock | ' | ' | ' |
Common stock authorized for issuance (in shares) | 60,000,000 | 60,000,000 | ' |
Common stock par value (in dollars per share) | $0.01 | $0.01 | ' |
Increase in shares authorized (in shares) | ' | ' | 30,000,000 |
NET_INCOME_PER_SHARE_Details
NET INCOME PER SHARE (Details) (USD $) | 12 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Numerator: | ' | ' | ' |
Net income | $29,734 | $9,915 | $14,656 |
Denominator: | ' | ' | ' |
Denominator for basic net income per share — weighted-average outstanding shares | 27,670,000 | 26,533,000 | 23,131,000 |
Effect of dilutive securities: | ' | ' | ' |
Stock options and restricted stock (in shares) | 542,000 | 416,000 | 396,000 |
Denominator for diluted net income per share — weighted-average outstanding shares | 28,212,000 | 26,949,000 | 23,527,000 |
Net income per share — basic (in dollars per share) | $1.07 | $0.37 | $0.63 |
Net income per share — diluted (in dollars per share) | $1.05 | $0.37 | $0.62 |
Stock Options [Member] | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' |
Antidilutive securities excluded from computation of earnings per share (in shares) | 0 | 0 | 2,300 |
EMPLOYEE_BENEFIT_PLANS_Details
EMPLOYEE BENEFIT PLANS (Details) (USD $) | 12 Months Ended | 0 Months Ended | 12 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Jun. 05, 2012 | Jun. 02, 2010 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Employee 401(k) Plan [Member] | Employee 401(k) Plan [Member] | Employee 401(k) Plan [Member] | Employee Pension Plan, London Office [Member] | Employee Pension Plan, London Office [Member] | Employee Pension Plan, London Office [Member] | Options Outstanding 1 [Member] | Options Outstanding 2 [Member] | Options Outstanding 3 [Member] | Options Outstanding 4 [Member] | Options Outstanding 5 [Member] | Options Outstanding 6 [Member] | Options Outstanding 7 [Member] | Options Outstanding 8 [Member] | Options Outstanding 9 [Member] | Options Outstanding 10 [Member] | Options Exercisable 1 [Member] | Options Exercisable 2 [Member] | Options Exercisable 3 [Member] | Options Exercisable 4 [Member] | Options Exercisable 5 [Member] | Options Exercisable 6 [Member] | Options Exercisable 7 [Member] | Options Exercisable 8 [Member] | Options Exercisable 9 [Member] | Options Exercisable 10 [Member] | 1998 Stock Incentive Plan [Member] | CoStar Group, Inc. 2007 Stock Incentive Plan [Member] | CoStar Group, Inc. 2007 Stock Incentive Plan [Member] | CoStar Group, Inc. 2007 Stock Incentive Plan [Member] | CoStar Group, Inc. 2007 Stock Incentive Plan [Member] | Employee Stock Purchase Plan [Member] | Employee Stock Purchase Plan [Member] | Stock Options [Member] | Stock Options [Member] | Stock Options [Member] | Restricted Stock [Member] | Performance-Based Restricted Common Stock [Member] | Performance-Based Restricted Common Stock [Member] | Performance-Based Restricted Common Stock [Member] | Minimum [Member] | Minimum [Member] | Minimum [Member] | Minimum [Member] | Minimum [Member] | Minimum [Member] | Maximum [Member] | Maximum [Member] | Maximum [Member] | Maximum [Member] | Maximum [Member] | ||||
quarters | 1998 Stock Incentive Plan [Member] | CoStar Group, Inc. 2007 Stock Incentive Plan [Member] | Stock Options [Member] | Stock Options [Member] | Stock Options [Member] | Restricted Stock [Member] | 1998 Stock Incentive Plan [Member] | CoStar Group, Inc. 2007 Stock Incentive Plan [Member] | Stock Options [Member] | Stock Options [Member] | Stock Options [Member] | |||||||||||||||||||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares available for future grant under the plan (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 | ' | ' | 1,200,000 | 1,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Vesting period of options and restricted stock grants | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '3 years | '3 years | ' | ' | ' | '1 year | '4 years | '4 years | ' | ' | ' |
Increase in shares of common stock pursuant to amendment to the plan (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Increase in shares of common stock issued pursuant to stock plan (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares of common stock authorized for issuance under the plan (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 121,875 | ' | ' | 3,200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cumulative EBITDA required for award shares to vest | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $90,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of consecutive quarters to mantain cumulative EBITDA required for award shares to vest (in quarters) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Compensation expense | 41,549,000 | 12,282,000 | 8,103,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 21,752,000 | 0 | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding at beginning of period (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 673,719 | 847,102 | 945,696 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Granted (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 126,800 | 102,000 | 111,470 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Exercised (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -409,799 | -274,842 | -198,132 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Canceled or expired (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -16,380 | -541 | -11,932 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding at end of period (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 374,340 | 673,719 | 847,102 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Exercisable at end of period (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 146,161 | 432,196 | 558,849 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding at beginning of period, (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $25 | $17.34 | $17.34 | ' | ' | ' | $60.23 | $60.23 | $55.07 |
Granted (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $102.16 | $58.95 | $57.16 | ' | ' | ' | $102.16 | $58.95 | $60.23 |
Exercised (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $25 | $17.34 | $17.97 | ' | ' | ' | $58.95 | $57.16 | $54.51 |
Canceled or expired (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $36.48 | $54.51 | $36.48 | ' | ' | ' | $58.95 | $54.51 | $54.51 |
Outstanding at end of period, (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $36.48 | $25 | $17.34 | ' | ' | ' | $102.16 | $60.23 | $60.23 |
Exercisable at end of period (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $36.48 | $25 | $17.34 | ' | ' | ' | $60.23 | $60.23 | $55.07 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding at beginning of period (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $45.20 | $39.93 | $36.10 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Granted (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $102.16 | $58.95 | $57.28 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Exercised (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $41.05 | $34.04 | $31.37 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Canceled or expired (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $47.54 | $54.51 | $40.65 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding at end of period (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $68.94 | $45.20 | $39.93 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Exercisable at end of period (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $47.72 | $40.22 | $37.15 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted average remaining contract life of options outstanding at end of period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '7 years 4 months 1 day | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted average remaining contract life of options exercisable at end of period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '5 years 5 months 7 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Aggregate intrinsic value of options outstanding at end of period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 43,289,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Aggregate intrinsic value of options exercisable at end of period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 20,004,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Exercised (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -409,799 | -274,842 | -198,132 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Aggregate intrinsic value of options exercised | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 39,000,000 | 11,900,000 | 6,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unrecognized compensation cost expected to be recognized in future years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 38,600,000 | ' | ' | ' | 2,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted-average-period expected to recognize the unrecognized compensation cost (in years) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '2 years 5 months 2 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted-average grant date fair value of each option granted during the period (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $34.10 | $20.99 | $21.57 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Dividend yield (in hundredths) | 0.00% | 0.00% | 0.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Expected volatility (in hundredths) | 37.00% | 40.00% | 40.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Risk-free interest rate (in hundredths) | 0.90% | 0.90% | 2.20% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Expected life (in years) | '5 years | '5 years | '5 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Range of Exercise Price, minimum, (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | $36.48 | $41.22 | $42.51 | $53.23 | $55.84 | $57.62 | $58.52 | $59.60 | $81.20 | $36.48 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Range of Exercise Price, maximum, (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | $41.21 | $42.50 | $53.22 | $55.83 | $57.61 | $58.51 | $59.59 | $81.19 | $102.16 | $102.16 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, End of Period [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of Shares (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | 16,991 | 45,900 | 38,296 | 4,054 | 61,198 | 745 | 78,036 | 2,320 | 126,800 | 374,340 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted-Average Remaining Contractual Life (in years) | ' | ' | ' | ' | ' | ' | ' | ' | ' | '4 years 11 months 7 days | '6 years 2 months 7 days | '2 years 3 months 28 days | '6 years 10 months 30 days | '7 years 2 months 0 days | '7 years 1 month 1 day | '8 years 1 month 19 days | '7 years 4 months 30 days | '9 years 2 months 7 days | '7 years 4 months 1 day | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted- Average Exercise Price (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | $37.84 | $42.29 | $46.14 | $54.51 | $57.16 | $58.06 | $58.95 | $60.23 | $102.16 | $68.94 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Options Exercisable [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of Shares (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 16,991 | 45,900 | 36,037 | 3,243 | 28,930 | 0 | 13,900 | 1,160 | 0 | 146,161 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted- Average Exercise Price (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $37.84 | $42.29 | $46.35 | $54.51 | $57.16 | $0 | $58.95 | $60.23 | $0 | $47.72 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unvested restricted stock at beginning of period (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,020,673 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Granted (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 238,314 | 0 | 399,413 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Vested (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -206,248 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Canceled (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -84,469 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unvested restricted stock at end of period (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 968,270 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Additional Disclosures [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unvested restricted stock at beginning of period (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $66.17 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Granted (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $119.84 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Vested (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $58.64 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Canceled (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $71.51 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unvested restricted stock at end of period (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $80.52 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Employee Plans [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of company match of employee contribution (in hundredths) | ' | ' | ' | 100.00% | 50.00% | 50.00% | ' | 50.00% | 50.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Maximum percentage of employee total compensation matched by employer (in hundredths) | ' | ' | ' | 4.00% | 6.00% | 6.00% | 6.00% | 6.00% | 6.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Company match to employee contributions (401k) | ' | ' | ' | 5,100,000 | 2,700,000 | 1,900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Administrative expense | ' | ' | ' | 0 | 0 | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Company match to employee contributions (pension) | ' | ' | ' | ' | ' | ' | $280,000 | $180,000 | $160,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of purchase price of Company's common stock to the market price (in hundredths) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 90.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares available for purchase (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 34,895 | 46,186 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares of Company's common stock purchased during the period (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 11,291 | 10,153 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Schedule_II_Valuation_and_Qual2
Schedule II Valuation and Qualifying Accounts (Details) (USD $) | 12 Months Ended | |||||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |||
Valuation and Qualifying Accounts [Abstract] | ' | ' | ' | |||
Balance at Beginning of Year | $2,935 | [1] | $2,524 | [1] | $2,415 | [1] |
Charged to Expense | 2,317 | [1] | 1,456 | [1] | 1,525 | [1] |
Charged to Other Accounts | 0 | [1],[2] | 475 | [1],[2] | 0 | [1],[2] |
Write-offs, Net of Recoveries | 1,855 | [1] | 1,520 | [1] | 1,416 | [1] |
Balance at End of Year | $3,397 | [1] | $2,935 | [1] | $2,524 | [1] |
[1] | Additions to the allowance for doubtful accounts are charged to bad debt expense. | |||||
[2] | Amounts represent opening balances from acquired businesses. |