Cover page
Cover page - USD ($) $ in Billions | 12 Months Ended | ||
Dec. 31, 2020 | Feb. 19, 2021 | Jun. 30, 2020 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2020 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Transition Report | false | ||
Entity File Number | 0-24531 | ||
Entity Registrant Name | CoStar Group, Inc. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 52-2091509 | ||
Entity Address, Address Line One | 1331 L Street, NW | ||
Entity Address, City or Town | Washington, | ||
Entity Address, State or Province | DC | ||
Entity Address, Postal Zip Code | 20005 | ||
City Area Code | 202) | ||
Local Phone Number | 346-6500 | ||
Title of 12(b) Security | Common Stock ($0.01 par value) | ||
Trading Symbol | CSGP | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Small Business Entity | false | ||
Emerging Growth | false | ||
ICFR Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Public Float | $ 24.6 | ||
Entity Common Stock, Shares Outstanding | 39,410,441 | ||
Documents Incorporated by Reference | Portions of the registrant’s definitive proxy statement, which is expected to be filed with the Securities and Exchange Commission within 120 days after the end of the registrant’s fiscal year ended December 31, 2020, are incorporated by reference into Part III of this Report. | ||
Entity Central Index Key | 0001057352 | ||
Document Fiscal Year Focus | 2020 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Income Statement [Abstract] | |||
Revenues | $ 1,659,019 | $ 1,399,719 | $ 1,191,832 |
Cost of revenues | 308,968 | 289,239 | 269,933 |
Gross profit | 1,350,051 | 1,110,480 | 921,899 |
Operating expenses: | |||
Selling and marketing (excluding customer base amortization) | 535,778 | 408,596 | 359,858 |
Software development | 162,916 | 125,602 | 100,937 |
General and administrative | 299,698 | 178,740 | 156,659 |
Customer base amortization | 62,457 | 33,995 | 30,881 |
Total operating expenses | 1,060,849 | 746,933 | 648,335 |
Income from operations | 289,202 | 363,547 | 273,564 |
Interest (expense) income | (17,395) | 16,742 | 10,539 |
Other (expense) income | (827) | 10,660 | (88) |
Income before income taxes | 270,980 | 390,949 | 284,015 |
Income tax expense | 43,852 | 75,986 | 45,681 |
Net income | $ 227,128 | $ 314,963 | $ 238,334 |
Net income (loss) per share — basic (in dollars per share) | $ 5.97 | $ 8.67 | $ 6.61 |
Net income (loss) per share — diluted (in dollars per share) | $ 5.93 | $ 8.60 | $ 6.54 |
Weighted average outstanding shares — basic (in shares) | 38,073 | 36,310 | 36,058 |
Weighted average outstanding shares — diluted (in shares) | 38,326 | 36,630 | 36,448 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Statement of Comprehensive Income [Abstract] | |||
Net income | $ 227,128 | $ 314,963 | $ 238,334 |
Other comprehensive income (loss), net of tax | |||
Foreign currency translation adjustment | 6,966 | 3,103 | (2,668) |
Unrealized gain on investments | 189 | 0 | 0 |
Reclassification adjustment for realized loss on investments included in net income | 541 | 0 | 0 |
Total other comprehensive income (loss) | 7,696 | 3,103 | (2,668) |
Total comprehensive income | $ 234,824 | $ 318,066 | $ 235,666 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash, cash equivalents and restricted cash | $ 3,755,912,000 | $ 1,070,731,000 |
Accounts receivable | 119,059,000 | 96,788,000 |
Less: Allowance for credit losses | (15,110,000) | (4,548,000) |
Accounts receivable, net | 103,949,000 | 92,240,000 |
Prepaid expenses and other current assets | 28,651,000 | 36,194,000 |
Total current assets | 3,888,512,000 | 1,199,165,000 |
Long-term investments | 0 | 10,070,000 |
Deferred income taxes, net | 4,983,000 | 5,408,000 |
Lease right-of-use assets | 108,740,000 | 115,084,000 |
Property and equipment, net | 126,325,000 | 107,529,000 |
Goodwill | 2,235,999,000 | 1,882,020,000 |
Intangible assets, net | 426,745,000 | 421,196,000 |
Deferred commission costs, net | 93,274,000 | 89,374,000 |
Deposits and other assets | 15,856,000 | 9,232,000 |
Income tax receivable | 14,986,000 | 14,908,000 |
Total assets | 6,915,420,000 | 3,853,986,000 |
Current liabilities: | ||
Accounts payable | 15,732,000 | 7,640,000 |
Accrued wages and commissions | 80,998,000 | 53,087,000 |
Accrued expenses | 110,305,000 | 38,680,000 |
Income taxes payable | 16,316,000 | 10,705,000 |
Lease liabilities | 32,648,000 | 29,670,000 |
Deferred revenue | 74,851,000 | 67,274,000 |
Total current liabilities | 330,850,000 | 207,056,000 |
Long-term debt, net | 986,715,000 | 0 |
Deferred income taxes, net | 72,991,000 | 87,096,000 |
Income taxes payable | 25,282,000 | 20,521,000 |
Lease and other long-term liabilities | 124,223,000 | 133,720,000 |
Total liabilities | 1,540,061,000 | 448,393,000 |
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; 39,414 and 36,668 issued and outstanding as of December 31, 2020 and 2019, respectively | 394,000 | 366,000 |
Additional paid-in capital | 4,208,252,000 | 2,473,338,000 |
Accumulated other comprehensive loss | (889,000) | (8,585,000) |
Retained earnings | 1,167,602,000 | 940,474,000 |
Total stockholders’ equity | 5,375,359,000 | 3,405,593,000 |
Total liabilities and stockholders’ equity | $ 6,915,420,000 | $ 3,853,986,000 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Dec. 31, 2020 | Dec. 31, 2019 |
Statement of Financial Position [Abstract] | ||
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) | 39,414,000 | 36,668,000 |
Common stock, shares outstanding (in shares) | 39,414,000 | 36,668,000 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Cumulative Effect, Period of Adoption, Adjustment | Cumulative Effect, Period of Adoption, Adjusted Balance | Common Stock | Common StockCumulative Effect, Period of Adoption, Adjusted Balance | Additional Paid-In Capital | Additional Paid-In CapitalCumulative Effect, Period of Adoption, Adjusted Balance | Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive LossCumulative Effect, Period of Adoption, Adjusted Balance | Retained Earnings | Retained EarningsCumulative Effect, Period of Adoption, Adjustment | Retained EarningsCumulative Effect, Period of Adoption, Adjusted Balance |
Balance (in shares) at Dec. 31, 2017 | 36,107,000 | 36,107,000 | ||||||||||
Balance at Dec. 31, 2017 | $ 2,651,250 | $ 54,464 | $ 2,705,714 | $ 361 | $ 361 | $ 2,339,253 | $ 2,339,253 | $ (9,020) | $ (9,020) | $ 320,656 | $ 54,464 | $ 375,120 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Net income | 238,334 | 238,334 | ||||||||||
Other comprehensive income (loss) | (2,668) | (2,668) | ||||||||||
Exercise of stock options (in shares) | 177,000 | |||||||||||
Exercise of stock options | 21,993 | $ 2 | 21,991 | |||||||||
Restricted stock grants (in shares) | 160,000 | |||||||||||
Restricted stock grants | 0 | $ 1 | (1) | |||||||||
Restricted stock grants surrendered (in shares) | (116,000) | |||||||||||
Restricted stock grants surrendered | (24,327) | $ (1) | (24,326) | |||||||||
Stock-based compensation expense | 40,889 | 40,889 | ||||||||||
Employee stock purchase plan (in shares) | 15,000 | |||||||||||
Employee stock purchase plan | 5,641 | $ 0 | 5,641 | |||||||||
Stock issued for equity offering (in shares) | 103,000 | |||||||||||
Stock issued for acquisitions | 36,366 | $ 1 | 36,365 | |||||||||
Balance (in shares) at Dec. 31, 2018 | 36,446,000 | 36,446,000 | ||||||||||
Balance at Dec. 31, 2018 | 3,021,942 | $ 12,057 | $ 3,033,999 | $ 364 | $ 364 | 2,419,812 | $ 2,419,812 | (11,688) | $ (11,688) | 613,454 | $ 12,057 | $ 625,511 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Net income | 314,963 | 314,963 | ||||||||||
Other comprehensive income (loss) | 3,103 | 3,103 | ||||||||||
Exercise of stock options (in shares) | 116,000 | |||||||||||
Exercise of stock options | 18,652 | $ 1 | 18,651 | |||||||||
Restricted stock grants (in shares) | 168,000 | |||||||||||
Restricted stock grants | 0 | $ 2 | (2) | |||||||||
Restricted stock grants surrendered (in shares) | (76,000) | |||||||||||
Restricted stock grants surrendered | (27,577) | $ (1) | (27,576) | |||||||||
Stock-based compensation expense | 51,818 | 51,818 | ||||||||||
Management stock purchase plan | 3,491 | 3,491 | ||||||||||
Employee stock purchase plan (in shares) | 14,000 | |||||||||||
Employee stock purchase plan | 7,144 | $ 0 | 7,144 | |||||||||
Balance (in shares) at Dec. 31, 2019 | 36,668,000 | |||||||||||
Balance at Dec. 31, 2019 | 3,405,593 | $ 366 | 2,473,338 | (8,585) | 940,474 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Net income | 227,128 | 227,128 | ||||||||||
Other comprehensive income (loss) | 7,696 | 7,696 | ||||||||||
Exercise of stock options (in shares) | 96,000 | |||||||||||
Exercise of stock options | 21,871 | $ 1 | 21,870 | |||||||||
Restricted stock grants (in shares) | 100,000 | |||||||||||
Restricted stock grants | 0 | $ 1 | (1) | |||||||||
Restricted stock grants surrendered (in shares) | (97,000) | |||||||||||
Restricted stock grants surrendered | (38,867) | $ 0 | (38,867) | |||||||||
Stock-based compensation expense | 52,624 | 52,624 | ||||||||||
Employee stock purchase plan (in shares) | 13,000 | |||||||||||
Employee stock purchase plan | 9,343 | $ 0 | 9,343 | |||||||||
Stock issued for equity offering (in shares) | 2,634,000 | |||||||||||
Stock issued for acquisitions | 1,689,971 | $ 26 | 1,689,945 | |||||||||
Balance (in shares) at Dec. 31, 2020 | 39,414,000 | |||||||||||
Balance at Dec. 31, 2020 | $ 5,375,359 | $ 394 | $ 4,208,252 | $ (889) | $ 1,167,602 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Operating activities: | |||
Net income | $ 227,128,000 | $ 314,963,000 | $ 238,334,000 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 116,944,000 | 81,165,000 | 77,743,000 |
Amortization of deferred commissions costs | 60,516,000 | 53,421,000 | 48,313,000 |
Amortization of senior notes discount and issuance costs | 1,658,000 | 876,000 | 876,000 |
Non-cash lease expense | 26,326,000 | 22,748,000 | 0 |
Stock-based compensation expense | 53,450,000 | 52,255,000 | 41,214,000 |
Deferred income taxes, net | (11,530,000) | 8,220,000 | 3,666,000 |
Credit loss expense | 25,212,000 | 10,978,000 | 6,542,000 |
Other operating activities, net | 288,000 | 105,000 | 73,000 |
Changes in operating assets and liabilities, net of acquisitions: | |||
Accounts receivable | (36,118,000) | (5,014,000) | (27,819,000) |
Prepaid expenses and other current assets | 1,936,000 | (14,244,000) | (1,651,000) |
Deferred commissions | (64,355,000) | (66,688,000) | (53,497,000) |
Accounts payable and other liabilities | 100,846,000 | 17,751,000 | (14,132,000) |
Lease liabilities | (30,497,000) | (25,442,000) | 0 |
Income taxes payable | 10,352,000 | (577,000) | 9,632,000 |
Deferred revenue | 2,188,000 | 7,911,000 | 7,879,000 |
Other assets | 1,762,000 | (648,000) | (1,715,000) |
Net cash provided by operating activities | 486,106,000 | 457,780,000 | 335,458,000 |
Investing activities: | |||
Proceeds from sale and settlement of investments | 10,259,000 | 0 | 0 |
Purchases of property and equipment and other assets | (48,347,000) | (46,197,000) | (29,632,000) |
Cash paid for acquisitions, net of cash acquired | (426,075,000) | (437,556,000) | (418,369,000) |
Net cash used in investing activities | (464,163,000) | (483,753,000) | (448,001,000) |
Financing activities: | |||
Proceeds from long-term debt | 1,744,210,000 | 0 | 0 |
Payments of long-term debt | (745,000,000) | 0 | 0 |
Payments of debt issuance costs | (16,647,000) | 0 | 0 |
Repurchase of restricted stock to satisfy tax withholding obligations | (38,867,000) | (27,577,000) | (24,327,000) |
Proceeds from equity offering, net of transaction costs | 1,689,971,000 | 0 | 0 |
Proceeds from exercise of stock options and employee stock purchase plan | 30,280,000 | 25,080,000 | 27,071,000 |
Other financing activities | (1,650,000) | (1,657,000) | 0 |
Net cash provided by (used in) financing activities | 2,662,297,000 | (4,154,000) | 2,744,000 |
Effect of foreign currency exchange rates on cash and cash equivalents | 941,000 | 442,000 | (1,248,000) |
Net increase (decrease) in cash and cash equivalents | 2,685,181,000 | (29,685,000) | (111,047,000) |
Cash, cash equivalents and restricted cash at beginning of year | 1,070,731,000 | 1,100,416,000 | 1,211,463,000 |
Cash, cash equivalents and restricted cash at end of year | 3,755,912,000 | 1,070,731,000 | 1,100,416,000 |
Supplemental cash flow disclosures: | |||
Interest paid | 5,948,000 | 1,998,000 | 1,421,000 |
Income taxes paid | 45,783,000 | 68,935,000 | 35,980,000 |
Supplemental non-cash investing and financing activities: | |||
Stock issued in connection with acquisition - ForRent | 0 | 0 | 36,366,000 |
Consideration owed for acquisitions | $ 793,000 | $ 1,650,000 | $ 1,534,000 |
ORGANIZATION
ORGANIZATION | 12 Months Ended |
Dec. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
ORGANIZATION | ORGANIZATION CoStar Group, Inc. (the “Company” or “CoStar”) provides information, analytics and online marketplace services to the commercial real estate and related business community through its comprehensive, proprietary database of commercial real estate information. The Company provides online marketplaces for commercial real estate, apartment rentals, lands for-sale and businesses for-sale, 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 at least one year. The Company operates within two operating segments, North America, which includes the United States (“U.S.”) and Canada, and International, which primarily includes Europe, Asia-Pacific and Latin America. On October 22, 2019, the Company acquired STR, Inc. and STR Global, Ltd. (together with STR, Inc., referred to as "STR"). STR provides benchmarking and analytics for the hospitality industry. On June 24, 2020, the Company acquired Ten-X Holding Company, Inc. and its subsidiaries ("Ten-X"), which operate an online auction platform for commercial real estate. On October 26, 2020, the Company acquired Emporis GmbH, a Germany-based provider of international commercial real estate data and images. On December 22, 2020, the Company acquired Homesnap, Inc (“Homesnap”), which operates an online mobile software platform for residential real estate agents and brokers. See Notes 5 and 9 to the accompanying Notes to the Consolidated Financial Statements for further discussion of these acquisitions. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2020 | |
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. On an ongoing basis, the Company evaluates its estimates and assumptions, including those related to revenue recognition, allowance for doubtful accounts, the useful lives and recoverability of long-lived and intangible assets, and goodwill; income taxes, accounting for business combinations, stock-based compensation, estimating the Company's incremental borrowing rate for its leases, and contingencies, among others. The Company bases these estimates on historical and anticipated results, trends, and various other assumptions that it believes are reasonable, including assumptions as to future events. These estimates form the basis for making judgments about the carrying values of assets and liabilities and recorded revenues and expenses. Actual results could differ from these estimates. Revenue Recognition The Company derives revenues primarily by (i) providing access to its proprietary database of commercial real estate information and (ii) providing online marketplaces for professional property management companies, property owners, brokers and landlords, in each case, typically through a fixed monthly fee for its subscription-based services. The Company's subscription-based services consist primarily of information, analytics and online marketplace services offered over the Internet to the commercial real estate industry and related professionals. Subscription contract rates are based on the number of sites, number of users, organization size, the client’s business focus, geography, the number and types of services to which a client subscribes, the number of properties a client advertises and the prominence and placement of a client's advertised properties in the search results. The Company’s subscription-based license agreements typically renew automatically, and a majority have a term of at least one year. The Company also provides (i) market research, portfolio and debt analysis, management and reporting capabilities, (ii) real estate and lease management solutions, including lease administration and abstraction services, to commercial customers, real estate investors, and lenders, (iii) benchmarking and analytics for the hospitality industry through STR, (iv) an online auction platform for commercial real estate through Ten-X and its subsidiaries, which were acquired in June 2020, and (v) an online and mobile software platform that provides applications to optimize residential real estate agent workflow through Homesnap, which was acquired in December 2020. See Note 5 for details of the acquisitions. The Company analyzes contracts to determine the appropriate revenue recognition using the following steps: (i) identification of contracts with customers, (ii) identification of distinct performance obligations in the contract, (iii) determination of contract transaction price, (iv) allocation of contract transaction price to the performance obligations, and (v) determination of revenue recognition based on timing of satisfaction of the performance obligations. The Company recognizes revenues upon the satisfaction of its performance obligation(s) (upon transfer of control of promised services to its customers) in an amount that reflects the consideration to which it expects to be entitled to in exchange for those services. Revenues from subscription-based services are recognized on a straight-line basis over the term of the agreement. In limited circumstances, the Company's contracts with customers include promises to transfer multiple services, such as contracts for its subscription-based services and professional services. For these contracts, the Company accounts for individual performance obligations separately if they are distinct, which involves the determination of the standalone selling price for each distinct performance obligation. Deferred revenue results from amounts billed in advance to customers or cash received from customers in advance of the Company's fulfillment of its performance obligation(s) and is recognized as those obligations are satisfied. Contract assets represent a conditional right to consideration for satisfied performance obligations that become a receivable when the conditions are satisfied. Contract assets are generated when contractual billing schedules differ from revenue recognition timing. Certain sales commissions are considered incremental and recoverable costs of obtaining a contract with a customer. Sales commissions incurred for obtaining new contracts are deferred and then amortized as selling and marketing expenses on a straight-line basis over a period of benefit that the Company has determined to be three years. The three-year amortization period was determined based on several factors, including the nature of the technology and proprietary data underlying the services being purchased, customer contract renewal rates and industry competition. Certain commission costs are not capitalized as they do not represent incremental costs of obtaining a contract. See Note 3 for further discussion of the Company's revenue recognition. Cost of Revenues Cost of revenues principally consists of salaries, benefits, bonuses and stock-based compensation expenses and other indirect costs 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 online marketplaces and for employees that support these products. Additionally, cost of revenues includes the cost of data from third-party data sources and costs related to advertising purchased on behalf of customers, credit card and other transaction fees relating to processing customer transactions, which are expensed as incurred, and the amortization of acquired trade names, technology and other intangible assets. Foreign Currency Translation The Company’s reporting currency is the U.S. dollar. The functional currency for the majority of its operations is the local currency, with the exception of certain international locations of STR for which the functional currency is the British Pound. Assets and liabilities denominated in a foreign currency are translated into U.S. dollars using the exchange rates in effect as of the balance sheet date. Gains and losses resulting from translation are included in accumulated other comprehensive loss. Currency g ains and losses on the translation of intercompany loans made to foreign subsidiaries that are of a long-term investment nature are also included in accumulated other comprehensive loss. Gains and losses resulting from transactions denominated in a currency other than the functional currency of the entity are included in other (expense) income in the consolidated statements of operations using the average exchange rates in effect during the period. The Company recognized net foreign currency losses of $0.2 million, $0.6 million and $0.1 million for the years ended December 31, 2020, 2019 and 2018, respectively, which are included in other (expense) income on the consolidated statement of operations. Accumulated Other Comprehensive Loss The components of accumulated other comprehensive loss, net of tax were as follows (in thousands): As of December 31, 2020 2019 Foreign currency translation adjustment $ (889) $ (7,855) Net unrealized loss on investments, net of tax — (730) Total accumulated other comprehensive loss $ (889) $ (8,585) During the year ended December 31, 2020, the Company sold its long-term variable debt instruments with an auction reset feature, referred to as auction rate securities ("ARS") and reclassified out of accumulated other comprehensive loss a realized loss of $0.5 million to earnings which is included in other (expense) income in the consolidated statement of operations. There were no amounts reclassified out of accumulated other comprehensive loss to the consolidated statements of operations for the years ended December 31, 2019 and 2018. Advertising Costs The Company expenses advertising costs as incurred. Advertising costs include e-commerce, television, radio, print and other media advertising. Advertising costs were approximately $270 million, $168 million and $125 million for the years ended December 31, 2020, 2019 and 2018, 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 in effect during the year in which the Company expects differences to reverse. Valuation allowances are provided against assets, including net operating losses, if the Company determines it is more likely than not that some portion or all of an asset may not be realized. Interest and penalties related to income tax matters are recognized in income tax expense. The Company has elected to record the global intangible low taxed income inclusion ("GILTI") under the current-period cost method. See Note 12 for additional information regarding income taxes. 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 weighted-average number of common shares outstanding during the period used for purposes of calculating basic earnings per share excludes outstanding stock options, and unvested stock-based awards which include restricted stock awards that vest over a specific service period, restricted stock awards with a performance and market conditions, restricted stock units and awards of matching restricted stock units ("Matching RSUs") awarded under the Company's Management Stock Purchase Plan (the “MSPP”). The Company’s potentially dilutive securities include outstanding stock options and unvested stock-based awards. Shares underlying unvested restricted stock awards that vest based on performance and market 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. Diluted net income per share considers the impact of potentially dilutive securities except when the inclusion of the potentially dilutive securities would have an anti-dilutive effect. See Note 16 for additional information on the Company's calculation of net income per share. Stock-Based Compensation Equity instruments issued in exchange for services performed by officers, employees, and directors of the Company 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. For stock-based awards that vest over a specific service period, compensation expense is measured based on the fair value of the awards at the grant date, and is recognized on a straight-line basis over the vesting period of the awards, net of an estimated forfeiture rate. For equity instruments that vest based on achievement of a performance condition, stock-based compensation expense is recognized based on the expected achievement of the related performance conditions at the end of each reporting period over the vesting period of the awards. If the Company's initial estimates of the achievement of the performance conditions change, the related stock-based compensation expense and timing 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. For awards with both a performance and a market condition, the Company estimates the fair value of each equity instrument granted on the date of grant using a Monte-Carlo simulation model. This pricing model uses multiple simulations to evaluate the probability of achieving the market condition to calculate the fair value of the awards. Stock-based compensation expense for stock options, restricted stock awards and restricted stock units issued under equity incentive plans, stock purchases under the Employee Stock Purchase Plan, Deferred Stock Units ("DSUs") and Matching RSUs awarded under the MSPP included in the Company’s results of operations were as follows (in thousands): Year Ended December 31, 2020 2019 2018 Cost of revenues $ 10,879 $ 9,273 $ 7,688 Selling and marketing (excluding customer base amortization) 5,194 6,809 6,881 Software development 10,325 8,985 7,454 General and administrative 27,706 27,188 20,695 Total stock-based compensation expense (1) $ 54,104 $ 52,255 $ 42,718 __________________________ (1) Stock-based compensation expense for the years ended December 31, 2020 and 2018 includes $0.7 million and $1.5 million of expense related to the cash settlement of stock options in connection with the acquisitions of Ten-X and Cozy Services, Ltd, respectively. See Note 5 for details of the acquisitions. Cash, Cash Equivalents and Restricted Cash The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. Cash, cash equivalents, and restricted cash consisted of the following as of December 31, 2020 and 2019 (in thousands): As of December 31, 2020 2019 Cash and cash equivalents $ 3,693,813 $ 1,070,731 Restricted cash: RentPath break fee held in escrow under the terms of the Asset Purchase Agreement 58,750 — Other restricted cash related to acquisitions 3,349 — Total restricted cash 62,099 — Cash, cash equivalents and restricted cash $ 3,755,912 $ 1,070,731 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. As of December 31, 2019, the Company's investments consisted of long-term variable rate debt instruments with an auction reset feature, referred to as auction rate securities. The Company's auction rate security investments were classified as available-for-sale and carried at fair value, with any changes in unrealized holding gains and losses, net of the related tax effect excluded from earnings and reported as a separate component of accumulated other comprehensive loss in stockholders’ equity until realized. A decline in market value of any investment 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. Concentration of Credit Risk and Financial Instruments The Company’s customer base creates a lack of dependence on any individual customer that 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, 2020, 2019, and 2018. The carrying amount of the accounts receivable approximates the net realizable value. The Company holds cash at major financial institutions that often exceed Federal Deposit Insurance Corporation insured limits. The Company manages its credit risk associated with cash concentrations by diversifying cash holdings across AAA rated Government and Treasury Money Market Funds and multiple high quality financial institutions, and by periodically evaluating the credit quality of the primary financial institutions holding such deposits. The carrying value of cash approximates fair value. Historically, the Company has not experienced any losses due to such cash concentrations. Allowance for Credit Losses On January 1, 2020, the Company adopted Accounting Standards Updates ("ASU") 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments ; ASU 2018-19, Codification Improvements to Topic 326, Financial Instruments - Credit Losses ; ASU 2019-04, Codification Improvements to Financial Instruments - Credit Losses (Topic 326) ; ASU 2019-05, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instrument ; ASU 2019-11, Codification Improvements to Financial Instruments - Credit Losses (Topic 326) and ASU 2020-02, Financial Instruments-Credit Losses (Topic 326) and Leases (Topic 842) , later codified as Accounting Standards Codification ("ASC") 326 ("ASC 326"), using the modified retrospective transition approach. Refer to the Company’s Annual Report on Form 10-K for the year ended December 31, 2019, filed with the Securities and Exchange Commission on February 26, 2020, for further details of the Company’s policy prior to the adoption of ASC 326. As of January 1, 2020, the Company maintained an allowance for credit losses to cover its current expected credit losses ("CECL") on its trade receivables and contract assets arising from the failure of customers to make contractual payments. The Company estimates credit losses expected over the life of its trade receivables and contract assets based on historical information combined with current conditions that may affect a customer’s ability to pay and reasonable and supportable forecasts. While the Company uses various credit quality metrics, it primarily monitors collectability by reviewing the duration of collection pursuits on its delinquent trade receivables. Based on the Company’s experience, the customer's delinquency status is the strongest indicator of the credit quality of the underlying trade receivables, which is analyzed monthly. In most instances, the Company’s policy is to write-off trade receivables when they are deemed uncollectible. A majority of the Company's trade receivables are less than 365 days outstanding. Under the CECL impairment model, the Company develops and documents its allowance for credit losses on its trade receivables based on four portfolio segments. The determination of portfolio segments is based primarily on the qualitative consideration of the nature of the Company’s business operations and the characteristics of the underlying trade receivables, as follows: • CoStar Suite Portfolio Segment - The CoStar Suite portfolio segment consists of two classes of trade receivables based on geographical location: CoStar Suite, North America and CoStar Suite, International. • Information Services Portfolio Segment - The information services portfolio segment consists of four classes of trade receivables: Real Estate Manager; information services, North America; STR, US; and STR, International. • Multifamily Portfolio Segment - The multifamily portfolio segment consists of one class of trade receivables. • Commercial Property and Land Portfolio Segment - The commercial property and land portfolio segment consists of two classes of trade receivables: LoopNet; and other commercial property and land online marketplaces. See Note 4 for further discussion of the Company’s accounting for allowance for credit losses. Leases The determination of whether an arrangement contains a lease and the classification of a lease, if applicable, is made at the commencement of the arrangement, at which time the Company also measures and recognizes a right-of-use ("ROU") asset, representing the Company’s right to use the underlying asset, and a lease liability, representing the Company’s obligation to make lease payments under the terms of the arrangement. For the purposes of recognizing ROU assets and lease liabilities associated with the Company’s leases, the Company has elected the practical expedient to not recognize a ROU asset or lease liability for short-term leases, which are leases with a term of twelve months or less. The lease term is defined as the noncancelable portion of the lease term, plus any periods covered by an option to extend the lease if it is reasonably certain that that the option will be exercised. In determining the amount of lease payments used in measuring ROU assets and lease liabilities, the Company has elected the practical expedient not to separate non-lease components from lease components for all classes of underlying assets. Consideration deemed part of the lease payments used to measure ROU assets and lease liabilities generally includes fixed payments and variable payments based on either an index or a rate, offset by lease incentives. Upon commencement, the initial ROU asset also includes any lease prepayments. ROU assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. The rates implicit within the Company's leases are generally not determinable. Therefore, the Company's incremental borrowing rate is used to determine the present value of lease payments. The determination of the Company’s incremental borrowing rate requires judgment and is determined at lease commencement, or as of January 1, 2019 for operating leases in existence upon adoption of ASC 842. The incremental borrowing rate is subsequently reassessed upon a modification to the lease arrangement. Lease costs related to the Company's operating leases are generally recognized as a single ratable lease cost over the lease term. See Note 7 for further discussion of the Company’s accounting for leases. Property and Equipment, Net Property and equipment are stated at cost, net of accumulated depreciation and amortization. All repairs and maintenance costs are expensed as incurred. Costs related to acquisition of additional aircraft components or the replacement of existing aircraft components are capitalized and depreciated over the estimated useful life of the aircraft or the added or replaced component, whichever is less. Depreciation and amortization are calculated on a straight-line basis over the following estimated useful lives of the assets: Buildings Twenty to thirty-nine years Land Indefinite Aircrafts Ten to twenty years Furniture and office equipment Five to ten years Vehicles Five years Computer hardware and software Three to five years Leasehold improvements Shorter of lease terms or useful life Qualifying internal-use software costs incurred during the application development stage, which consist primarily of internal product development costs, outside services and purchased software license costs are capitalized and amortized over the estimated useful life of the asset. All other costs are expensed as incurred. Long-Lived Assets, Intangible Assets and Goodwill Long-lived assets, such as property 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 the 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 undiscounted 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. Acquired technology and data, customer base assets, trade names and other intangible assets are related to the Company’s acquisitions (see Notes 5, 9 and 10). Acquired technology and data is amortized on a straight-line basis over periods ranging from one year to eight years. Acquired intangible assets characterized as customer base assets consist of acquired customer contracts and the related customer relationships and are amortized over periods ranging from five years to thirteen years. Acquired customer bases are amortized on an accelerated or straight-line basis depending on the expected economic benefit of the intangible asset. Acquired trade names and other intangible assets are amortized on a straight-line basis over periods ranging from one year to fifteen years. Goodwill represents the future economic benefits arising from a business combination and is calculated as the excess of the purchase consideration paid in a business combination over the fair value of the net identifiable assets acquired. Goodwill is not amortized, but instead is assigned to each of the Company's reporting units and tested for impairment at least annually on October 1, or more frequently if an event or other circumstance indicates that the fair value of a reporting unit may be below its carrying amount. If it is determined that it is more likely than not that the fair value of a reporting unit is less than its carrying value, the Company then determines 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 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 an impairment loss is recognized for the difference. Debt Issuance Costs Costs incurred in connection with the issuance of long-term debt are deferred and amortized as interest expense over the term of the related debt using the effective interest method for term debt and on a straight-line basis for revolving debt. The Company made a policy election to classify deferred issuance costs on the revolving credit facility as a long-term asset on its consolidated balance sheets. Upon a refinancing or amendment, previously capitalized debt issuance costs are expensed and included in loss on extinguishment of debt if the Company determines that there has been a substantial modification of the related debt. If the Company determines that there has not been a substantial modification of the related debt, any previously capitalized debt issuance costs are amortized as interest expense over the term of the new debt instrument. See Note 11 for additional information regarding the Company's 2020 Credit Agreement and Senior Notes issuance. Business Combinations The Company allocates the purchase consideration to the tangible assets acquired, liabilities assumed and intangible assets acquired based on their estimated fair values. The purchase price is determined based on the fair value of the assets transferred, liabilities incurred and equity interests issued, after considering any transactions that are separate from the business combination. The excess of the fair value of purchase consideration over the fair values of these identifiable assets and liabilities is recorded as goodwill. The Company applies significant assumptions, estimates, and judgments in determining the fair value of assets acquired and liabilities assumed on the acquisition date, especially with respect to intangible assets and contingent liabilities. Significant estimates in valuing certain intangible assets include, but are not limited to, future expected cash flows from acquired customer bases, acquired technology and acquired trade names, useful lives, royalty rates and discount rates. Any adjustments to provisional amounts that are identified during the measurement period are recorded in the reporting period in which the adjustment amounts are determined. Upon the conclusion of the measurement period, any subsequent adjustments are recorded to earnings. For a given acquisition, the Company may identify certain pre-acquisition contingencies as of the acquisition date and may extend its review and evaluation of these pre-acquisition contingencies throughout the measurement period in order to obtain sufficient information to assess whether the Company includes these contingencies as a part of the fair value estimates of assets acquired and liabilities assumed and, if so, to determine their estimated amounts. If the Company cannot reasonably determine the fair value of a pre-acquisition contingency (non-income tax related) by the end of the measurement period, which is generally the case given the nature of such matters, the Company will recognize an asset or a liability for such pre-acquisition contingency if: (i) it is probable that an asset existed or a liability had been assumed at the acquisition date and (ii) the amount of the asset or liability can be reasonably estimated. Subsequent to the measurement period, changes in the Company's estimates of such contingencies will affect earnings and could have a material effect on its results of operations and financial position. Recent Accounting Pronouncements Recently Adopted Accounting Pronouncements On January 1, 2020, the Company adopted ASU 2019-12, Simplifying the Accounting for Income Taxes , on a prospective basis. The amounts related to the reclassification of franchise taxes from income from operations to income tax expense for the year ended December 31, 2020 did not have a material impact on the Company's consolidated financial statements and related disclosures. On January 1, 2020, the Company adopted ASU 2018-15, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract , on a prospective basis. ASU 2018-15 requires a customer in a cloud computing arrangement that is a service contract to follow the internal-use software guidance in ASC 350-40 to determine which implementation costs to defer and recognize as an asset. The adoption did not have a material impact on the Company's consolidated financial statements and related disclosures. On January 1, 2020, the Company adopted ASU 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments , using the modified retrospective method. This accounting standard replaced the prior incurred loss accounting model with a current expected credit loss approach. As of January 1, 2020, no cumulative transition adjustment was recorded to the beginning balance of retained earnings, as the adoption did not result in a higher allowance for credit losses under the CECL impairment model. The adoption did not have a material impact on the Company's consolidated financial statements and related disclosures. Recent Accounting Pronouncements Not Yet Adopted On January 16, 2020, the Financial Accounting Standards Board issued ASU 2020-01, Investments-Equity Securities (Topic 321), Investments-Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815) . The new standard clarifies the interaction of accounting for the transition into and out of the equity method. The new standard also clarifies the accounting for measuring certain purchased options and forward contracts to acquire investments. The ASU is effective for fiscal years beginning after December 15, 2020, including interim periods within those fiscal years. Early adoption is permitted, including adoption in an interim period. The Company will adopt this guidance in the first quarter of 2021 and does not expect it to have a material impact on its consolidated financial statements. On March 12, 2020, the Financial Accounting Standards Board issued ASU 2020-04, Reference Rate Reform (“ASC 848”): Facilitation of the Effects of Reference Rate Reform on Financial Reporting . ASC 848 contains optional expedients and exceptions for applying GAAP to debt, contracts, hedging relationships, and other transactions affected by reference rate reform. The provisions of ASC 848 must be applied to all contracts that are accounted for under a Topic, Subtopic or Industry Subtopic for all transactions other than derivatives, which may be applied at a hedging relationship level. This guidance is effective |
REVENUE FROM CONTRACTS WITH CUS
REVENUE FROM CONTRACTS WITH CUSTOMERS | 12 Months Ended |
Dec. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE FROM CONTRACTS WITH CUSTOMERS | REVENUE FROM CONTRACTS WITH CUSTOMERS Disaggregated Revenue The Company provides information, analytics and online marketplaces to the commercial real estate industry, hospitality industry, residential industry and related professionals. The revenues by operating segment and type of service consist of the following (in thousands): Year Ended December 31, 2020 2019 North America International Total North America International Total Information and analytics CoStar Suite $ 634,205 $ 30,530 $ 664,735 $ 590,222 $ 27,576 $ 617,798 Information services 104,117 25,953 130,070 76,950 11,496 88,446 Online marketplaces Multifamily 598,555 — 598,555 490,631 — 490,631 Commercial property and land 265,225 434 265,659 202,264 580 202,844 Total revenues $ 1,602,102 $ 56,917 $ 1,659,019 $ 1,360,067 $ 39,652 $ 1,399,719 Deferred Revenue Changes in deferred revenue for the period were as follows (in thousands): Balance at December 31, 2019 $ 70,620 Revenue recognized in the current period from the amounts in the beginning balance (66,140) New deferrals, net of amounts recognized in the current period 72,328 Effects of foreign currency 555 Balance at December 31, 2020 (1) $ 77,363 __________________________ (1) Deferred revenue was comprised of $74.9 million of current liabilities and $2.5 million of noncurrent liabilities classified within lease and other long-term liabilities on the Company’s consolidated balance sheet as of December 31, 2020. This balance includes $4 million of net new deferrals recognized in connection with business acquisitions made in 2020. See Note 5 for details. Contract Assets The Company had contract assets of $9 million and $4 million as of December 31, 2020 and December 31, 2019, respectively; which are generated when contractual billing schedules differ from revenue recognition timing. Contract assets represent a conditional right to consideration for satisfied performance obligations that becomes a receivable when the conditions are satisfied. Current contract assets are included in prepaid expenses and other current assets and non-current contract assets are included in deposits and other assets on the Company's consolidated balance sheets. The Company recognized revenue of $5 million from contract assets for the year ended December 31, 2020. Commissions Commissions expense is included in selling and marketing expense in the Company's consolidated statements of operations. The Company determined that no deferred commissions were impaired as of December 31, 2020. Commissions expense activity as of December 31, 2020 and December 31, 2019 was as follows (in thousands): Year Ended December 31, 2020 2019 Commissions incurred $ 97,183 $ 87,043 Commissions capitalized in the current period (64,355) (66,688) Amortization of deferred commissions costs 60,516 53,421 Total commissions expense $ 93,344 $ 73,776 Refer to Note 2 for the Company's policy on accounting for commissions. Unsatisfied Performance Obligations Remaining contract consideration for which revenue had not been recognized due to unsatisfied performance obligations was approximately $268 million at December 31, 2020, which the Company expects to recognize over the next five years. This amount does not include contract consideration for contracts with a duration of one year or less. |
ALLOWANCE FOR CREDIT LOSSES
ALLOWANCE FOR CREDIT LOSSES | 12 Months Ended |
Dec. 31, 2020 | |
Credit Loss [Abstract] | |
ALLOWANCE FOR CREDIT LOSSES | 4. ALLOWANCE FOR CREDIT LOSSES The following table details the activity related to the allowance for credit losses for trade receivables by portfolio segment (in thousands): Year Ended December 31, 2020 CoStar Suite Information services Multifamily Commercial property and land Total Beginning balance at December 31, 2019 $ 1,264 $ 624 $ 1,195 $ 1,465 $ 4,548 Current-period provision for expected credit losses (1), (2) 11,622 2,649 7,644 3,297 25,212 Write-offs charged against the allowance, net of recoveries and other (7,355) (534) (4,452) (2,309) (14,650) Ending balance at December 31, 2020 $ 5,531 $ 2,739 $ 4,387 $ 2,453 $ 15,110 __________________________ (1) Credit loss expense is included in general and administrative expenses on the consolidated statement of operations. (2) Credit loss expense related to contract assets was not material for the year ended December 31, 2020. |
ACQUISITIONS
ACQUISITIONS | 12 Months Ended |
Dec. 31, 2020 | |
Business Combinations [Abstract] | |
ACQUISITIONS | ACQUISITIONS Homesnap On December 22, 2020, pursuant to the Agreement and Plan of Merger, dated November 20, 2020, by and among CoStar Realty Information, Inc., a Delaware corporation and wholly owned subsidiary of the Company (“CRI”), Snapped Halo Merger Sub Corp., a Delaware corporation and wholly-owned subsidiary of CRI (“Merger Sub”), and Homesnap, Inc., a Delaware corporation ("Homesnap"), Merger Sub was merged with and into Homesnap (the “Homesnap Merger”), with Homesnap surviving the merger as a wholly-owned subsidiary of CRI. In connection with the Homesnap Merger, the Company acquired all of the issued and outstanding equity interests in Homesnap for a purchase price of $250 million in cash. Homesnap is an industry-leading online and mobile software platform that provides user-friendly applications to optimize residential real estate agent workflow and reinforce the agent-client relationship. Homesnap has relationships, data, software, and tools for residential real estate professionals that are complementary to CoStar’s existing offerings. The acquisition of Homesnap enables CoStar to enter the residential real estate market and expand the markets in which the Company competes. The following table summarizes the amounts recorded for acquired assets and assumed liabilities recorded at their fair values as of the acquisition date (in thousands): Preliminary: December 22, 2020 Cash, cash equivalents and restricted cash $ 10,225 Accounts receivable 595 Lease right-of-use assets 3,437 Goodwill 211,114 Intangible assets 32,000 Deferred tax assets, net 7,502 Lease liabilities (3,375) Deferred revenue (4,000) Other assets and liabilities (7,144) Fair value of identifiable net assets acquired $ 250,354 The net assets of Homesnap were recorded at their estimated fair values. In valuing the acquired assets and assumed liabilities, fair value estimates were based primarily on future expected cash flows, market rate assumptions for contractual obligations and appropriate discount rates. The purchase price allocation is preliminary, subject primarily to the Company's assessment of certain tax matters and intangibles valuation. The estimated fair value of the customer base assets incorporated significant assumptions that had a material impact on the estimated fair value, such as discount rates, projected revenue growth rates, customer attrition rates and profit margins. The following table summarizes the fair values (in thousands) of the identifiable intangible assets included in the Company's North America operating segment, their related estimated useful lives (in years) and their respective amortization methods: Estimated Fair Value Estimated Useful Life Amortization Method Customer base $ 10,000 6 Accelerated Trade name 7,000 10 Straight-line Technology 15,000 6 Straight-line Total intangible assets $ 32,000 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 Homesnap acquisition includes but is not limited to: (i) the expected synergies and other benefits that the Company believes will result from combining its operations with Homesnap's operations; and (ii) any intangible assets that do not qualify for separate recognition, such as the assembled workforce. The $211 million of goodwill recorded as part of the acquisition is associated with the Company's North America operating segment. Goodwill recorded in connection with this acquisition is not amortized, but is subject to an annual impairment test. Goodwill recognized is not deductible for income tax purposes. As of December 31, 2020, transaction costs associated with the Homesnap acquisition were not material. Ten-X On June 24, 2020, pursuant to the Agreement and Plan of Merger, dated May 13, 2020, by and among CoStar Realty Information, Inc., a Delaware corporation and wholly owned subsidiary of the Company (“CRI”), Crescendo Sub, Inc., a Delaware corporation and wholly-owned subsidiary of CRI (“Merger Sub”), Ten-X Holding Company, Inc., a Delaware corporation ("Ten-X Holding"), and Thomas H. Lee Equity Fund VII L.P., a Delaware limited partnership, solely in its capacity as representative thereunder, Merger Sub was merged with and into Ten-X Holding (the “Merger”), with Ten-X Holding surviving the Merger as a wholly-owned subsidiary of CRI. In connection with the Merger, the Company acquired all of the issued and outstanding equity interests in Ten-X Holding and Ten-X Holding's subsidiaries (collectively, "Ten-X") for a purchase price of $188 million in cash. Ten-X operates an online auction platform for commercial real estate. The Ten-X acquisition is expected to enable the Company to create an end-to-end commercial real estate platform, combining LoopNet and the Company's online audience of buyers with Ten-X’s leadership in online auctions for performing and distressed assets. The following table summarizes the amounts recorded for acquired assets and assumed liabilities recorded at their fair values as of the acquisition date (in thousands): Preliminary: Measurement Period Adjustments Preliminary: Cash and cash equivalents $ 3,290 $ — $ 3,290 Accounts receivable 131 — 131 Lease right-of-use assets 4,945 — 4,945 Goodwill 135,446 254 135,700 Intangible assets 58,000 — 58,000 Lease liabilities (4,945) — (4,945) Deferred tax liabilities, net (4,810) (6) (4,816) Other assets and liabilities (4,697) 107 (4,590) Fair value of identifiable net assets acquired $ 187,360 $ 355 $ 187,715 The net assets of Ten-X were recorded at their estimated fair values. In valuing the acquired assets and assumed liabilities, fair value estimates were based primarily on future expected cash flows, market rate assumptions for contractual obligations and appropriate discount rates. The purchase price allocation is preliminary, primarily subject to the Company's assessment of certain tax matters. The estimated fair value of the customer base assets incorporated significant assumptions that had a material impact on the estimated fair value, such as discount rates, projected revenue growth rates, customer attrition rates and profit margins. The following table summarizes the fair values (in thousands) of the identifiable intangible assets included in the Company's North America operating segment, their related estimated useful lives (in years) and their respective amortization methods: Estimated Fair Value Estimated Useful Life Amortization Method Customer base $ 46,000 6 Accelerated Technology 11,000 5 Straight-line Other intangible assets 1,000 2 Straight-line Total intangible assets $ 58,000 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 Ten-X acquisition includes but is not limited to: (i) the expected synergies and other benefits that the Company believes will result from combining its operations with Ten-X's operations; and (ii) any intangible assets that do not qualify for separate recognition, such as the assembled workforce. The $136 million of goodwill recorded as part of the acquisition is associated with the Company's North America operating segment. Goodwill recorded in connection with this acquisition is not amortized, but is subject to an annual impairment test. Goodwill recognized is not deductible for income tax purposes. As of December 31, 2020, transaction costs associated with the Ten-X acquisition were not material. The Company paid $3 million in incentive compensation to Ten-X employees; this payment was negotiated as part of the acquisition and the expense was recognized in the post-combination period. STR, Inc. and STR Global Ltd. On October 22, 2019, the Company acquired all of the issued and outstanding equity interests of STR for a purchase price of $436 million. STR is a global provider of benchmarking and analytics for the hospitality industry. The combination of STR's and CoStar's offerings is expected to allow for the creation of valuable new and improved tools for industry participants. The Company applied the acquisition method to account for the STR transaction, which requires that assets acquired and liabilities assumed be recorded at their fair values as of the acquisition date. The following table summarizes the amounts recorded for acquired assets and assumed liabilities recorded at their fair values as of the acquisition date (in thousands): Final: Cash and cash equivalents $ 11,620 Accounts receivable 8,067 Lease right-of-use assets 7,306 Goodwill 261,868 Intangible assets 178,000 Lease liabilities (7,306) Deferred revenue (10,966) Deferred tax liabilities (7,980) Other assets and liabilities (4,815) Fair value of identifiable net assets acquired $ 435,794 The net assets of STR were recorded at their estimated fair values. In valuing the acquired assets and assumed liabilities, fair value estimates were based primarily on future expected cash flows, market rate assumptions for contractual obligations and appropriate discount rates. The customer base assets incorporated significant assumptions that had a material impact on the estimated fair value, such as discount rates, projected revenue growth rates, customer attrition rates and projected profit margins. The following table summarizes the fair values (in thousands) of the identifiable intangible assets included in each of the Company's operating segments, their related estimated useful lives (in years) and their respective amortization methods: North America International Estimated Fair Value Estimated Useful Life Estimated Fair Value Estimated Useful Life Amortization Method Customer base $ 97,000 13 $ 42,000 10 Accelerated Trade name 24,000 15 — Straight-line Other intangible assets 10,000 5 5,000 5 Straight-line Total intangible assets $ 131,000 $ 47,000 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 STR acquisition includes but is not limited to: (i) the expected synergies and other benefits that the Company believes will result from combining its operations with STR's operations; and (ii) any intangible assets that do not qualify for separate recognition, such as the assembled workforce. Goodwill recorded in connection with this acquisition is not amortized, but is subject to an annual impairment test. Of the $262 million of goodwill recorded as part of the acquisition, $159 million and $103 million are associated with the Company's North America and International operating segments, respectively. The goodwill recognized in the North America operating segment is expected to be deductible for income tax purposes in future periods. As part of the STR acquisition, the Company incurred $2 million of transaction costs. Additionally, the Company paid $15 million cash into a cash escrow account for deferred compensation for certain STR employees on the acquisition date. In the event some or all of those employees were not entitled to their retention bonus, the funds were to be remitted to the seller. During 2020, the retention bonus was paid to active and eligible employees and funds otherwise payable to any employees who were not entitled to their retention bonus were remitted to the seller. Off Campus Partners, LLC On June 12, 2019, the Company acquired Off Campus Partners, LLC ("OCP"), a provider of student housing marketplace content and technology to U.S. universities for $16 million. The purchase agreement required an initial payment of $14 million, net of cash acquired, at the time of closing, with the remainder of the purchase price payable one year following the acquisition date, subject to offset for indemnification claims or adjustments to the purchase price after final determination of closing net working capital. During 2020, the Company paid the remaining purchase price in full. As part of the acquisition, the Company recorded goodwill and intangibles assets of $8 million and $9 million, respectively. The net assets of OCP were recorded at their estimated fair value. Measurement period adjustments recognized in 2019 were not material. Pro Forma Financial Information (unaudited) The unaudited pro forma financial information presented below summarizes the combined results of operations for the Company, the ForRent acquisition which closed during 2018, and the STR, Ten-X and Homesnap acquisitions, in each case, as though the companies were combined as of January 1, 2017, 2018, 2019 and 2019, respectively. The impact of the October 2020 Emporis GmbH and OCP acquisitions on the pro forma financial information was not material and therefore were not included. The unaudited pro forma financial information for all periods presented includes amortization charges from acquired intangible assets, retention compensation, as referenced above, and the related tax effects, along with certain other accounting effects, but excludes the impacts of any expected operational synergies. The unaudited pro forma financial information as presented below is for informational purposes only and is not necessarily indicative of the results of operations that would have been achieved if the acquisitions had taken place on January 1, 2017, 2018, 2019 and 2019, respectively. The unaudited pro forma financial information for the years ended December 31, 2020, 2019 and 2018 combine the historical results of the Company for the years ended December 31, 2020, 2019 and 2018, the historical results of the Company, Homesnap, Ten-X, STR and ForRent for the periods prior to the acquisition dates, and the effects of the pro forma adjustments listed above. The unaudited pro forma financial information, in aggregate, was as follows (in thousands, except per share data): Year Ended 2020 2019 2018 Revenue $ 1,719,552 $ 1,534,452 $ 1,264,696 Net income $ 216,245 $ 265,843 $ 223,830 Net income per share - basic $ 5.68 $ 7.32 $ 6.21 Net income per share - diluted $ 5.64 $ 7.26 $ 6.14 Revenue and net loss attributable to Homesnap and STR from December 22, 2020 through December 31, 2020 and October 22, 2019 through December 31, 2019, respectively was not material. Revenue and net loss attributable to Ten-X from June 24, 2020 through December 31, 2020 was $32 million and $10 million, respectively. |
INVESTMENTS AND FAIR VALUE MEAS
INVESTMENTS AND FAIR VALUE MEASUREMENTS | 12 Months Ended |
Dec. 31, 2020 | |
Investments, Debt and Equity Securities [Abstract] | |
INVESTMENTS AND FAIR VALUE MEASUREMENTS | INVESTMENTS AND FAIR VALUE MEASUREMENTS 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. As of December 31, 2020, the Company's financial assets comprise Level 1 cash equivalents with original maturities of three months or less in the amount of $3,394 million. As of December 31, 2020, the Company had no Level 2 or Level 3 financial assets measured at fair value. During the year ended December 31, 2020, the Company sold its ARS investments for $10.3 million and recognized a realized loss of $0.5 million for the year ended December 31, 2020 which was included in other (expense) income on the Company's consolidated statements of operations. The following table represents the Company's investments in marketable securities and fair value measurements by investment category reported as cash equivalents and investments as of December 31, 2019 (in thousands): December 31, 2019 Amortized Gross Gross Fair Level 1 Level 2 Level 3 Cash equivalents $ 576,761 $ — $ — $ 576,761 $ 576,761 $ — $ — Auction rate securities 10,800 — (730) 10,070 — — 10,070 Total cash equivalents and long-term investments $ 587,561 $ — $ (730) $ 586,831 $ 576,761 $ — $ 10,070 The Company’s Level 3 assets consisted of ARS; whose underlying assets were primarily student loan securities supported by guarantees from the Federal Family Education Loan Program of the U.S. Department of Education. As of December 31, 2019, these investments were in an unrealized loss position for a period of twelve months or greater. The unrealized losses were generated primarily from changes in interest rates and ARS that failed to settle at auction due to adverse conditions in the global credit markets. The losses were 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. The Company had no realized gains or losses on its investments during the year ended December 31, 2019. In addition to the financial instruments listed above, the Company holds other financial instruments, including cash equivalents, cash deposits, accounts receivable, accounts payable, accrued expenses and senior notes. The carrying value for such financial instruments, other than the senior notes, each approximated their fair values as of December 31, 2020 and December 31, 2019. The estimated fair value of the Company's outstanding senior notes using quoted prices from the over-the-counter markets, considered Level 2 inputs, was $1.04 billion as of December 31, 2020. |
LEASES
LEASES | 12 Months Ended |
Dec. 31, 2020 | |
Leases [Abstract] | |
LEASES | LEASES The Company has operating leases for its office facilities, data centers and certain vehicles, as well as finance leases for office equipment. The Company's leases have remaining terms of less than one year to eight years. The leases contain various renewal and termination options. The period which is subject to an option to extend the lease is included in the lease term if it is reasonably certain that the option will be exercised. The period which is subject to an option to terminate the lease is included if it is reasonably certain that the option will not be exercised. Lease costs related to the Company's operating leases included in the consolidated statements of operations were as follows (in thousands): Year Ended December 31, 2020 2019 2018 Operating lease costs: Cost of revenues $ 11,632 $ 11,407 $ 11,926 Software development 6,020 4,209 3,335 Selling and marketing (excluding customer base amortization) 10,356 8,678 9,068 General and administrative 4,827 3,299 3,789 Total operating lease costs $ 32,835 $ 27,593 $ 28,118 The impact of lease costs related to finance leases and short-term leases was not material for the years ended December 31, 2020, 2019 and 2018. Supplemental balance sheet information related to operating leases was as follows (in thousands): Year Ended December 31, Balance Balance Sheet Location 2020 2019 Operating lease liabilities $ 148,975 $ 165,542 Less: imputed interest (10,998) (15,719) Present value of lease liabilities 137,977 149,823 Less: current portion of lease liabilities Lease liabilities 32,648 29,670 Long-term lease liabilities Lease and other long-term liabilities $ 105,329 $ 120,153 Weighted-average remaining lease term in years 4.0 5.0 Weighted-average discount rate 3.6 % 4.0 % Balance sheet information related to finance leases was not material as of December 31, 2020. Supplemental cash flow information related to leases was as follows (in thousands): Year Ended December 31, 2020 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows used in operating leases $ 37,006 $ 30,287 ROU assets obtained in exchange for lease obligations: Operating leases $ 19,746 $ 22,629 |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 12 Months Ended |
Dec. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | PROPERTY AND EQUIPMENT Property and equipment consists of the following (in thousands): December 31, 2020 2019 Leasehold improvements $ 80,963 $ 73,918 Furniture, office equipment and vehicles 68,587 60,768 Computer hardware and software 86,755 80,947 Aircrafts 28,561 27,657 Land 24,642 — Buildings 2,970 — Property and equipment, gross 292,478 243,290 Accumulated depreciation and amortization (166,153) (135,761) Property and equipment, net $ 126,325 $ 107,529 |
GOODWILL
GOODWILL | 12 Months Ended |
Dec. 31, 2020 | |
Goodwill [Abstract] | |
GOODWILL | GOODWILL The changes in the carrying amount of goodwill by operating segment consist of the following (in thousands): North America International Total Goodwill, December 31, 2018 $ 1,573,088 $ 38,447 $ 1,611,535 Acquisitions, including measurement period adjustments (1) 165,272 102,532 267,804 Effect of foreign currency translation — 2,681 2,681 Goodwill, December 31, 2019 1,738,360 143,660 1,882,020 Acquisitions, including measurement period adjustments (2) 347,134 1,273 348,407 Effect of foreign currency translation — 5,572 5,572 Goodwill, December 31, 2020 $ 2,085,494 $ 150,505 $ 2,235,999 __________________________ (1) In connection with the acquisition of Cozy Services, LLC, during 2019 the Company recorded a measurement period adjustment which resulted in a $1 million reduction to the initial amount of goodwill of approximately $53 million. (2) North America goodwill for the year ended December 31, 2020 includes goodwill recorded in connection with the acquisitions of Ten-X and Homesnap, as well as STR measurement period adjustments to goodwill of $0.3 million. International goodwill for the year ended December 31, 2020 includes goodwill recorded in connection with the acquisition of Emporis GmbH of $1.2 million and STR measurement period adjustments of $0.1 million. The Company recorded goodwill of approximately $211 million and $136 million in connection with the December 2020 Homesnap and June 2020 Ten-X acquisitions, respectively. The Company recorded goodwill of approximately $262 million and $8 million in connection with the October 2019 STR and June 2019 OCP acquisitions, respectively. Goodwill generated from acquisitions completed in 2020 was not deductible for tax purposes as of December 31, 2020. No impairments of the Company's goodwill were recognized during the years ended December 31, 2020, 2019 and 2018. |
INTANGIBLE ASSETS
INTANGIBLE ASSETS | 12 Months Ended |
Dec. 31, 2020 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |
INTANGIBLE ASSETS | INTANGIBLE ASSETS Intangible assets consist of the following (in thousands, except amortization period data): December 31, Weighted- Average 2020 2019 Acquired technology and data $ 131,551 $ 105,168 5 Accumulated amortization (97,791) (90,542) Acquired technology, net 33,760 14,626 Acquired customer base 545,643 487,532 11 Accumulated amortization (296,758) (233,202) Acquired customer base, net 248,885 254,330 Acquired trade names and other intangible assets 249,465 236,358 12 Accumulated amortization (105,365) (84,118) Acquired trade names and other intangible assets, net 144,100 152,240 Intangible assets, net $ 426,745 $ 421,196 Amortization expense for intangible assets was approximately $88 million, $55 million and $52 million for the years ended December 31, 2020, 2019 and 2018, respectively. In the aggregate, the Company expects the future amortization expense for intangible assets existing as of December 31, 2020 to be approxi mately $89 million, $70 million, $58 million, $48 million and $39 million for the years e nding December 31, 2021, 2022, 2023, 2024 and 2025, respectively. Intangible assets are reviewed for impairment at least annually and more frequently whenever events or changes in circumstances indicate that the carrying value of such assets may not be recoverable. No impairments of the Company's intangible assets were recognized during the years ended December 31, 2020, 2019 and 2018. |
LONG-TERM DEBT
LONG-TERM DEBT | 12 Months Ended |
Dec. 31, 2020 | |
Debt Disclosure [Abstract] | |
LONG-TERM DEBT | LONG-TERM DEBT The table below presents the components of outstanding debt (in thousands): December 31, 2020 December 31, 2019 2.800% Senior Notes due July 15, 2030 $ 1,000,000 $ — 2020 Credit Agreement, due July 1, 2025 — — Total face amount of long-term debt 1,000,000 — Senior notes unamortized discount and issuance costs (13,285) Long-term debt, net $ 986,715 $ — Senior Notes On July 1, 2020, the Company issued $1.0 billion aggregate principal amount of 2.800% Senior Notes due July 15, 2030 (the “Senior Notes”). The Senior Notes were sold to a group of financial institutions as initial purchasers who subsequently resold the Senior Notes to non-U.S. persons pursuant to Regulation S under the Securities Act of 1933, as amended (the “Securities Act”), and to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act at a purchase price equal to 99.921% of their principal amount. Interest on the Senior Notes is payable semi-annually in arrears beginning on January 15, 2021. The Senior Notes may be redeemed in whole or in part by the Company (a) at any time prior to April 15, 2030 at a redemption price equal to 100% of the principal amount of the Senior Notes, plus the Applicable Premium (as calculated in accordance with the indenture governing the Senior Notes) as of, and any accrued and unpaid interest, if any, on the principal amount of Senior Notes being redeemed to, but excluding, the redemption date, and (b) on or after April 15, 2030 at a redemption price equal to 100% of the principal amount of the Senior Notes, plus any accrued and unpaid interest, if any, on the principal amount of Senior Notes being redeemed to, but excluding, the redemption date. The Company’s obligations under the Senior Notes are guaranteed on a senior, unsecured basis by the Company’s domestic wholly owned subsidiaries. The Company’s obligations under the Senior Notes are guaranteed on a senior, unsecured basis by the Company’s domestic wholly owned subsidiaries and contain covenants, events of default and other customary provisions for which the Company was in compliance with as of December 31, 2020. In connection with the issuance of the Senior Notes, the Company incurred approximately $13 million in debt issuance costs. Revolving Credit Facility On July 1, 2020, the Company also entered into a second amended and restated credit agreement (the "2020 Credit Agreement"), which amended and restated in its entirety the then-existing credit agreement originally entered into in April 1, 2014 and amended and restated on October 19, 2017 (the “2017 Credit Agreement”). The 2020 Credit Agreement provides for a $750 million revolving credit facility with a term of five years (maturing July 1, 2025) and a letter of credit sublimit of $20 million from a syndicate of financial institutions as lenders and issuing banks. On July 1, 2020, the Company repaid in full the balance on its existing $750 million revolving credit facility under the 2017 Credit Agreement using the proceeds from the issuance of the Senior Notes. A commitment fee of 0.25% to 0.30% per annum, depending on the Total Leverage Ratio (defined in 2020 Credit Agreement), is payable quarterly in arrears based on the unused revolving commitment. Subject to certain conditions, on no more than five occasions, the Company may request increases in the amount of revolving commitments and/or the establishment of term commitments under the 2020 Credit Agreement. Borrowings under the 2020 Credit Agreement will bear interest at a floating rate which can be, at the Company’s option, either (a) an alternate base rate plus an applicable rate ranging from 0.50% to 1.25% or (b) a LIBOR or EURIBOR (with a floor of 0.0%) for the specified interest period plus an applicable rate ranging from 1.50% to 2.25%, in each case depending on the Company's Total Leverage Ratio (as defined in the 2020 Credit Agreement). As LIBOR may not always be available to the Company as a base interest rate for borrowings under the credit facility, the 2020 Credit Agreement allows for an amendment to replace LIBOR with one or more Secured Overnight Financing Rate (“SOFR”) based rates or another alternative benchmark rate. Funds drawn down on the revolving credit facility pursuant to the 2020 Credit Agreement may be used for working capital and other general corporate purposes of the Company and its restricted subsidiaries. The obligations under the 2020 Credit Agreement are guaranteed by each of the Company’s current and future direct or indirect wholly owned restricted domestic subsidiaries, other than certain excluded subsidiaries, in each case subject to certain exceptions, pursuant to guarantee agreements. The 2020 Credit Agreement includes covenants, including ones that, subject to certain exceptions, restrict the ability of the Company and its subsidiaries to (i) merge and consolidate with other companies, (ii) incur indebtedness, (iii) grant liens or security interests on assets, (iv) make investments, acquisitions, loans or advances, (v) pay dividends and (vi) sell or otherwise transfer assets. During any period of time that the Company has obtained and maintained a corporate investment grade rating from at least two designated rating agencies and no Event of Default is continuing, the Company will not be subject to certain of these covenants such as restrictions on the ability to incur indebtedness (such period, a “Covenant Suspension Period”). As of December 31, 2020, the Company is in a Covenant Suspension Period. The 2020 Credit Agreement also requires the Company to maintain a Total Leverage Ratio (as defined in the 2020 Credit Agreement) not exceeding 4.50 to 1.00. The Company was in compliance with the covenants in the 2020 Credit Agreement as of December 31, 2020. In connection with the 2020 Credit Agreement, the Company incurred approximately $3.6 million in debt issuance costs. As of December 31, 2020, the Company had not drawn any amounts under this facility. The Company had an irrevocable standby letter of credit outstanding totaling $0.2 million as of December 31, 2020 and December 31, 2019, which is required to secure its San Francisco office lease. The letter of credit was established in 2014 and automatically renews annually through January 31, 2025. For the years ended December 31, 2020, 2019 and 2018 the Company recognized interest expense as follows (in thousands): Year Ended 2020 2019 2018 Interest on outstanding borrowings $ 18,509 $ — $ — Amortization of senior notes discount and issuance costs 1,658 874 950 Commitment fees and other 1,627 1,741 1,880 Total interest expense $ 21,794 $ 2,615 $ 2,830 The Company had $4.9 million and $2.5 million of deferred debt issuance costs as of December 31, 2020 and 2019 in connection with the 2020 Credit Agreement and 2017 Credit Agreement, respectively. These amounts are included in deposits and other assets on the Company's consolidated balance sheets. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES The components of the provision for income taxes attributable to operations consist of the following (in thousands): Year Ended December 31, 2020 2019 2018 Current: Federal $ 43,461 $ 53,039 $ 36,167 State 11,726 13,422 5,140 Foreign 195 1,305 708 Total current 55,382 67,766 42,015 Deferred: Federal (9,599) 6,881 6,576 State (926) 2,424 (2,582) Foreign (1,005) (1,085) (328) Total deferred (11,530) 8,220 3,666 Total provision for income taxes $ 43,852 $ 75,986 $ 45,681 The components of deferred tax assets and liabilities consist of the following (in thousands): December 31, 2020 2019 Deferred tax assets: Allowance for credit losses $ 3,698 $ 1,312 Accrued compensation 4,934 4,297 Stock compensation 15,289 13,877 Net operating losses 38,498 20,555 Accrued reserve and other 5,900 4,177 Lease liabilities 34,758 36,472 Research and development credits 6,059 6,341 Accrued transaction fees 13,334 — Total deferred tax assets, prior to valuation allowance 122,470 87,031 Valuation allowance (11,170) (13,553) Total deferred tax assets, net of valuation allowance 111,300 73,478 Deferred tax liabilities: Deferred commission costs, net (23,691) (22,612) Lease right-of-use assets (27,168) (30,830) Prepaid expenses (2,384) (1,548) Property and equipment, net (13,078) (8,891) Intangible assets, net (112,987) (91,285) Total deferred tax liabilities (179,308) (155,166) Net deferred tax assets (liabilities) $ (68,008) $ (81,688) For the years ended December 31, 2020 and 2019, the Company has not recognized deferred tax liabilities for temporary differences related to investments in foreign subsidiaries that were deemed permanent reinvested. Determination of the amount of unrecognized deferred income tax liabilities on these earnings is not practicable because such liability, if any, depends on certain circumstances existing if and when remittance occurs. A deferred tax liability will be recognized if and when the Company no longer plans to permanently reinvest these undistributed earnings. As of December 31, 2020 and 2019, a valuation allowance has been established for certain deferred tax assets due to the uncertainty of realization. The valuation allowance as of December 31, 2020 includes an allowance for acquired net operating losses and foreign deferred tax assets. The valuation allowance as of December 31, 2019 includes an allowance for foreign deferred tax assets and state net operating losses and tax credits. 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 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. The Company has established a valuation allowance for certain acquired net operating losses where Section 382 limitations will impact the ability of the Company to utilize the net operating losses before they expire. The Company’s change in valuation allowance was a decrease of approximately $2.4 million for the year ended December 31, 2020 and a decrease of approximately $0.7 million for the year ended December 31, 2019. The decrease for the year ended December 31, 2020 is primarily due to the removal of the valuation allowance for the D.C. qualified high technology company tax credits which expired in 2020, partially offset by an increase in the valuation allowance for acquired net operating losses. The decrease for the year ended December 31, 2019 is due to a decrease in foreign net operating loss deferred tax assets for which a full valuation allowance had been established, partially offset by an increase in the valuation allowance for state tax credits related to the D.C. qualified high technology company credit. The Company had U.S. income before income taxes of approximately $291 million, $403 million and $294 million for the years ended December 31, 2020, 2019 and 2018, respectively. The Company had foreign losses before income taxes of approximately $20 million, $12 million, and $10 million for the years ended December 31, 2020, 2019 and 2018, 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, 2020 2019 2018 Expected federal income tax provision at statutory rate $ 56,906 $ 82,099 $ 59,643 State income taxes, net of federal benefit 11,409 14,884 10,312 Increase (decrease) in valuation allowance (4,848) (693) 1,214 Research credits (14,322) (12,188) (15,373) Excess tax benefit (21,038) (15,282) (14,227) Tax reserves 4,762 3,135 1,870 Nondeductible compensation 5,949 1,777 949 Other adjustments 5,034 2,254 1,293 Income tax expense $ 43,852 $ 75,986 $ 45,681 Certain of 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 has net operating loss carryforwards for international income tax purposes of approximately $48 million, which do not expire. The Company has federal net operating loss carryforwards of approximately $111 million that begin to expire in 2029, state net operating loss carryforwards with a tax value of approximately $6 million that begin to expire in 2029 and state income tax credit carryforwards with a tax value of approximately $6 million primarily relating to state research and development credits that do not expire. The Company realized a cash benefit relating to the use of its tax loss carryforwards of approximately $5 million, $6 million and $6 million in December 31, 2020, 2019 and 2018, respectively. The following table summarizes the activity related to the Company’s unrecognized tax benefits (in thousands): Unrecognized tax benefit as of December 31, 2017 $ 14,363 Increase for current year tax positions 9,561 Decrease for prior year tax positions (70) Expiration of the statute of limitation for assessment of taxes (1,482) Unrecognized tax benefit as of December 31, 2018 22,372 Increase for current year tax positions 3,487 Increase for prior year tax positions 440 Expiration of the statute of limitation for assessment of taxes (832) Unrecognized tax benefit as of December 31, 2019 25,467 Increase for current year tax positions 4,213 Increase for prior year tax positions 452 Expiration of the statute of limitation for assessment of taxes (1,259) Unrecognized tax benefit as of December 31, 2020 $ 28,873 Approximately $29 million and $25 million of the unrecognized tax benefits as of December 31, 2020 and 2019, respectively, would favorably affect the annual effective tax rate, if recognized in future periods. The increase for current year and prior year tax positions of $5 million for the year ended December 31, 2020 is primarily attributable to research credits. The decrease for expiration of the statute of limitation of $1 million for the year ended December 31, 2020 is primarily attributable to the reserve for the D.C. qualified high technology company tax credits. The Company recognized $0.4 million, $0.2 million, and $0.2 million for interest and penalties in its consolidated statement of operations for the years ended December 31, 2020, 2019, 2018 respectively. The Company had liabilities of $1.0 million, $0.6 million, and $0.4 million for interest and penalties in its consolidated balance sheets as of December 31, 2020, 2019, 2018 respectively. The Company does not anticipate the amount of the unrecognized tax benefits will change significantly over the next twelve months. The Company is subject to taxation in the U.S. federal jurisdiction and various states and foreign jurisdictions. The Company’s federal income tax returns for tax years 2013 through 2019 remain open to examination. The Company is under Internal Revenue Service examination for tax year 2013 related to the research and development credit. Most of the Company’s state income tax returns for tax years 2017 through 2019 remain open to examination. For states that have a four-year statute of limitations, the state income tax returns for tax years 2016 through 2019 remain open to examination. The Company’s U.K. income tax return for tax year 2019 remains open to examination. The Company believes that an adequate provision has been made for any adjustments that may result from tax examinations. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES The following summarizes our significant contractual obligations, including related payments due by period, as of December 31, 2020 (in thousands): Year Ending December 31, Operating lease obligations Long-term debt principal payments Long-term debt principal interest payments 2021 $ 37,013 $ — $ 29,089 2022 35,257 — 28,000 2023 34,470 — 28,000 2024 28,343 — 28,000 2025 10,544 — 28,000 Thereafter 3,348 1,000,000 140,000 Total $ 148,975 $ 1,000,000 $ 281,089 The Company leases office facilities under various non-cancelable operating leases. The leases contain various renewal options. See Note 7 for further discussion of the Company's operating lease commitments. RentPath On February 11, 2020, the Company and RentPath Holdings, Inc. (“RentPath”) entered into an asset purchase agreement (the “Asset Purchase Agreement”) dated as of February 12, 2020. Pursuant to the Asset Purchase Agreement, and subject to the terms and conditions set forth therein, the Company agreed to acquire for $588 million in cash all of the equity interests of RentPath, upon the completion of reorganization of RentPath under Chapter 11 proceedings in process with the U.S. Bankruptcy Court for the District of Delaware and other closing conditions. As required by the Asset Purchase Agreement, the Company paid a $59 million termination fee into a cash escrow account which was payable to the sellers of RentPath in the event of certain circumstances resulting the Asset Purchase Agreement being terminated. The break fee deposited into escrow was recorded as restricted cash within cash, cash equivalents and restricted cash on the Company's consolidated balance sheets. On April 29, 2020, the Company and RentPath each received a request for additional information from the U.S. Federal Trade Commission (“FTC”) with respect to the acquisition. The FTC’s additional request extended the waiting period imposed by the Hart-Scott Rodino Antitrust Improvements Act of 1976 until the parties completed the compliance process and the FTC completed its review of the substance of the parties' submission. Bankruptcy court approval was obtained on June 9, 2020. On July 29, 2020, the Company exercised its option pursuant to the Asset Purchase Agreement to extend the date after which either the Sellers or the Company may terminate the Asset Purchase Agreement if the transaction has not closed (the “Outside Date”) for an additional three months until November 12, 2020 in exchange for payment of $7.5 million which was recorded within other current assets. On November 30, 2020, the FTC filed an administrative complaint and authorized a suit in federal court (which was filed on December 2, 2020), to block the Company's proposed acquisition of RentPath. Subsequently, the Sellers notified the Company of their intent to terminate the Asset Purchase Agreement on December 29, 2020. The Company terminated the Asset Purchase Agreement on December 31, 2020 as the closing of the transactions contemplated had not occurred by the Outside Date. The Company commenced an adversary proceeding against Sellers seeking a declaratory judgment that RentPath was in breach of the Asset Purchase Agreement and that the Company is not obligated to pay the termination fee. In February 2021, the Company and the Sellers agreed that the Company would pay $52 million of the $59 million, subject to bankruptcy court approval. The Company recorded $52 million termination fee and $7.5 million extension payment made to RentPath within selling, general and administrative expenses in consolidated statement of operations for the year ended December 31, 2020. |
SEGMENT REPORTING
SEGMENT REPORTING | 12 Months Ended |
Dec. 31, 2020 | |
Segment Reporting [Abstract] | |
SEGMENT REPORTING | SEGMENT REPORTING Segment Information The Company manages its business geographically in two operating segments, with the primary areas of measurement and decision-making being North America, which includes the U.S. and Canada, and International, which primarily includes Europe, Asia-Pacific and Latin America. Management relies on an internal management reporting process that provides revenue and operating segment net income before interest and other income (expense), loss on debt extinguishment, income taxes, depreciation and amortization (“EBITDA”). 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 consists of the following (in thousands): Year Ended December 31, 2020 2019 2018 EBITDA North America $ 410,852 $ 451,699 $ 358,036 International (4,706) (6,987) (6,729) Total EBITDA $ 406,146 $ 444,712 $ 351,307 The reconciliation of net income to EBITDA consists of the following (in thousands): Year Ended December 31, 2020 2019 2018 Net income $ 227,128 $ 314,963 $ 238,334 Amortization of acquired intangible assets in cost of revenues 25,675 21,357 20,586 Amortization of acquired intangible assets in operating expenses 62,457 33,995 30,881 Depreciation and other amortization 28,812 25,813 26,276 Interest (expense) income 17,395 (16,742) (10,539) Other (expense) income 827 (10,660) 88 Income tax expense 43,852 75,986 45,681 EBITDA $ 406,146 $ 444,712 $ 351,307 Summarized information by operating segment consists of the following (in thousands): December 31, 2020 2019 Property and equipment, net North America $ 123,634 $ 103,383 International 2,691 4,146 Total property and equipment, net $ 126,325 $ 107,529 Goodwill North America $ 2,085,494 $ 1,738,360 International 150,505 143,660 Total goodwill $ 2,235,999 $ 1,882,020 Assets North America $ 6,674,974 $ 3,615,258 International 240,446 238,728 Total assets $ 6,915,420 $ 3,853,986 Liabilities North America $ 1,496,894 $ 402,759 International 43,167 45,634 Total liabilities $ 1,540,061 $ 448,393 |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 12 Months Ended |
Dec. 31, 2020 | |
Stockholders' Equity Note [Abstract] | |
STOCKHOLDERS' EQUITY | STOCKHOLDER'S EQUITY Preferred Stock The Company has 2 million shares of preferred stock, $0.01 par value, authorized for issuance as of December 31, 2020. 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 million shares of common stock, $0.01 par value, authorized for issuance. 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. Equity Offering On May 28, 2020, the Company completed a public equity offering of 2.6 million shares of common stock for $655 per share. Net proceeds from the public equity offering were approximately $1.7 billion, after deducting approximately $35 million of underwriting fees, commissions and other stock issuance costs. The Company intends to use the net proceeds from the sale of the securities to fund all or a portion of the costs of any strategic acquisitions it pursues in the future, to finance the growth of its business and for working capital and other general corporate purposes. General corporate purposes may include additions to working capital, capital expenditures, repayment of debt, investments in the Company’s subsidiaries, and the repurchase, redemption or retirement of securities, including the Company’s common stock. |
NET INCOME PER SHARE
NET INCOME PER SHARE | 12 Months Ended |
Dec. 31, 2020 | |
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, 2020 2019 2018 Numerator: Net income $ 227,128 $ 314,963 $ 238,334 Denominator: Denominator for basic net income per share — weighted-average outstanding shares 38,073 36,310 36,058 Effect of dilutive securities: Stock options, restricted stock awards and restricted stock units 253 320 390 Denominator for diluted net income per share — weighted-average outstanding shares 38,326 36,630 36,448 Net income per share — basic $ 5.97 $ 8.67 $ 6.61 Net income per share — diluted $ 5.93 $ 8.60 $ 6.54 The following table summarizes the shares underlying the unvested performance-based restricted stock and anti-dilutive securities excluded from the basic and diluted earnings per share calculations (in thousands): Year Ended December 31, 2020 2019 2018 Performance-based restricted stock awards 53 60 53 Anti-dilutive securities 54 42 100 |
EMPLOYEE BENEFIT PLANS
EMPLOYEE BENEFIT PLANS | 12 Months Ended |
Dec. 31, 2020 | |
Compensation Related Costs [Abstract] | |
EMPLOYEE BENEFIT PLANS | EMPLOYEE BENEFIT PLANS Stock Incentive Plans 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. In April 2016, the Company’s Board of Directors adopted the CoStar Group, Inc. 2016 Stock Incentive Plan (as amended, the “2016 Plan”), subject to stockholder approval, which was obtained on June 9, 2016. All shares of common stock that were authorized for issuance under the 2007 Plan that, as of June 9, 2016, remained available for issuance under the 2007 Plan (excluding shares subject to outstanding awards) were rolled into the 2016 Plan and, as of that date, no shares of common stock were available for new awards under the 2007 Plan. The 2007 Plan continues to govern unexercised and unexpired awards issued under the 2007 Plan prior to June 9, 2016. The 2007 Plan provided for the grant of stock options, restricted stock, restricted stock units and stock appreciation rights to officers, directors and employees of the Company and its subsidiaries. Stock options granted under the 2007 Plan could be incentive or non-qualified, and except in limited circumstances related to a merger or other acquisition, the exercise price for a 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, restricted stock and restricted stock unit grants under the 2007 Plan was determined by the Board of Directors or a committee thereof and was generally three The 2016 Plan provides for the grant of stock options, restricted stock, restricted stock units, and stock appreciation rights to officers, directors and employees of the Company and its subsidiaries. Stock options granted under the 2016 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 2016 Plan is determined by the Board of Directors or a committee thereof and is generally three At December 31, 2020, there was approximately $81 million of unrecognized compensation cost related to stock incentive plans, net of estimated forfeitures, which the Company expects to recognize over a weighted-average-period of 2.4 years. The income tax benefit realized from stock-based compensation was $20 million, $17 million and $17 million for the years ended December 31, 2020, 2019 and 2018, respectively. See Notes 2 and 12 for further discussion of stock-based compensation expense and income taxes, respectively. Stock Options Option activity was as follows: Number of Range of Weighted- Weighted- Aggregate Outstanding at December 31, 2017 453,843 $36.73 - $204.91 $ 156.24 6.67 $ 63,861 Granted 82,500 $342.13 $ 342.13 Exercised (177,299) $36.73 - $204.91 $ 125.16 Canceled or expired (14,768) $182.75 - $342.13 $ 261.20 Outstanding at December 31, 2018 344,276 $ 212.28 7.03 $ 43,418 Granted 48,300 $398.15 $ 398.15 Exercised (116,918) $54.51 - $342.13 $ 159.52 Outstanding at December 31, 2019 275,658 $54.51 - $398.15 $ 267.23 6.98 $ 91,262 Granted 34,100 $666.52 $ 666.52 Exercised (95,313) $193.69 - $398.15 $ 229.46 Canceled or expired (12,135) $342.13 - $666.52 $ 443.05 Outstanding at December 31, 2020 202,310 $102.16 - $666.52 $ 341.78 6.99 $ 117,846 Exercisable at December 31, 2018 185,405 $54.51 - $204.91 $ 165.31 5.79 $ 31,895 Exercisable at December 31, 2019 147,620 $102.16 - $342.13 $ 210.96 5.84 $ 57,180 Exercisable at December 31, 2020 122,806 $102.16 - $398.15 $ 246.76 6.18 $ 83,204 The aggregate intrinsic value is calculated as the difference between (i) the closing price of the common stock at the end of the period and (ii) the exercise prices of the underlying awards, multiplied by the shares underlying options as of the end of the period that had an exercise price less than the closing price on that date. The aggregate intrinsic value of options exercised, determined as of the date of option exercise, was approximately $49 million, $40 million and $45 million for the years ended December 31, 2020, 2019 and 2018, respectively. 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 in the following table: Year Ended December 31, 2020 2019 2018 Dividend yield 0 % 0 % 0 % Expected volatility 26 % 27 % 28 % Risk-free interest rate 1.45 % 2.46 % 2.65 % Expected life (in years) 5 5 5 Weighted-average grant date fair value $ 172.05 $ 115.17 $ 101.02 The expected dividend yield is determined based on the Company's past cash dividend history and anticipated future cash dividend payments. The Company has never declared or paid any dividends on its common stock and does not anticipate paying any dividends on its common stock during the foreseeable future, but intends to retain any earnings for future growth of its business. Expected volatility is calculated based on historical volatility of the daily closing price of the Company's common stock over a period consistent with the expected life of the options granted. The risk-free interest rate is based on the U.S. Treasury rate with terms similar to the expected life of the options granted. The expected life for the options is determined based on multiple factors, including historical employee behavior patterns of exercising options and post-employment termination behavior as well as expected future employee option exercise patterns. The following table summarizes information regarding options outstanding at December 31, 2020: Options Outstanding Options Exercisable Range of Number of Weighted-Average Remaining Contractual Life (in years) Weighted- Number of Weighted- Average Exercise Price $102.16 - $142.45 3,522 2.19 $ 102.16 3,522 $ 102.16 $142.46 - $188.22 36,600 5.19 $ 182.75 36,600 $ 182.75 $188.23 - $199.30 1,032 4.17 $ 193.69 1,032 $ 193.69 $199.31 - $273.52 41,622 6.16 $ 204.91 41,622 $ 204.91 $273.53 - $370.14 46,368 7.16 $ 342.13 25,199 $ 342.13 $370.15 - $532.34 41,966 8.10 $ 398.15 14,831 $ 398.15 $532.35 - $666.52 31,200 9.10 $ 666.52 — $ — 202,310 $ 341.78 122,806 $ 246.76 Restricted Stock Awards The Compensation Committee of the Board of Directors of the Company historically approved grants of restricted common stock to employees and directors of the Company that vest over a specific service period and to executive officers that vest based on the achievement of certain performance conditions, primarily, the achievement of a three-year cumulative revenue goal established at the grant date, and are subject to forfeiture in the event the foregoing performance condition is not met by the end of each respective three-year period. These awards support the Company’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. The vesting of restricted common stock is subject to continuing employment requirements. Certain performance-based restricted common stock awards are also subject to a market condition such that the actual number of shares that vest at the end of the respective three-year period is determined based on the Company’s achievement of performance goals and an established Company specific TSR factor relative to the Russell 1000 Index over the same three-year performance period. At the end of the three-year performance period, if the performance condition is achieved at or above the pre-established threshold, the number of shares earned is further adjusted by a TSR payout percentage, which ranges between 80% and 120%, based on the Company’s TSR performance relative to that of the Russell 1000 Index over the respective three-year period. The Company estimates the fair value of its equity awards with both a performance and market condition on the date of grant using a Monte-Carlo simulation valuation model. This pricing model uses multiple simulations to evaluate the probability of achieving the market condition to calculate the fair value of the awards. Expense is only recorded for awards that are expected to vest, net of estimated forfeitures. The assumptions used to estimate the fair value of awards with both a performance and a market condition were as follows: Year Ended December 31, 2020 2019 2018 Dividend yield 0 % 0 % 0 % Expected volatility 27 % 27 % 28 % Risk-free interest rate 1.43 % 2.45 % 2.38 % Expected life (in years) 3 3 3 Weighted-average grant date fair value $ 726.85 $ 429.63 $ 380.24 The expected dividend yield is determined based on the Company's past cash dividend history and anticipated future cash dividend payments. The Company has never declared or paid any dividends on its common stock and does not anticipate paying any dividends on its common stock during the foreseeable future, but intends to retain any earnings for future growth of its business. Expected volatility is calculated based on historical volatility of the daily closing price of the common stock of the companies within the Russell 1000 Index over a period consistent with the expected life of the performance-based restricted common stock awards with a market condition. The risk-free interest rate is based on the U.S. Treasury rate with terms similar to the expected life of the performance-based restricted common stock awards with a market condition. The expected life is consistent with the performance measurement period of the performance-based restricted common stock awards with a market condition. As of December 31, 2020, the Company determined that it was probable that at least the minimum performance goals associated with restricted stock awards with performance and market conditions granted during 2020, 2019 and 2018 would be met by their forfeiture dates. The Company recorded a total of approximately $4 million, $8 million and $5 million of stock-based compensation expense related to restricted stock awards with a market condition for the years ended December 31, 2020, 2019 and 2018, respectively. As of December 31, 2020, the Company expects to record an aggregate stock-based compensation expense of approximately $6 million for restricted stock awards with a market condition over the periods 2021, 2022 and 2023. The following table presents unvested restricted stock awards activity for the year ended December 31, 2020: Restricted Stock Awards — without Market Condition Restricted Stock Awards — with Market Condition Number of Weighted-Average Number of Weighted-Average Unvested restricted stock awards at December 31, 2019 267,219 $ 365.27 89,280 $ 290.87 Granted 75,634 $ 717.86 24,480 $ 726.85 Vested (115,176) $ 309.37 (29,280) $ 218.59 Canceled (24,813) $ 420.43 (12,000) $ 466.34 Unvested restricted stock awards at December 31, 2020 202,864 $ 521.71 72,480 $ 438.26 Restricted Stock Units The following table presents unvested restricted stock units activity for the year ended December 31, 2020: Number of Weighted-Average Unvested restricted stock units at December 31, 2019 854 $ 344.10 Granted 499 $ 764.00 Vested (438) $ 264.75 Canceled (51) $ 477.50 Unvested restricted stock units at December 31, 2020 864 $ 618.97 Management Stock Purchase Plan The Board of Directors adopted the Company’s Management Stock Purchase Plan in December 2017 with the intent of providing selected key employees of the Company and its subsidiaries, including the Company's executive officers, the opportunity to defer a portion of their cash incentive compensation and to align management and stockholder interests through awards of Deferred Stock Units (“DSUs”) under the MSPP and awards of Matching RSUs issued under the Company 2016 Plan. Under this plan participants are permitted to elect to defer up to 100% of their annual incentive bonus or commissions earned during the year by submitting an irrevocable election in accordance with Section 409A of the Internal Revenue Code, as amended. On the date the incentive bonus or commission would otherwise be paid in cash (typically during the following calendar year), the Company awards the participant DSUs representing the number of shares of common stock with an aggregate fair market value on that date equal to the amount of compensation elected to be deferred under the MSPP. On the same date the DSUs are awarded, the participant receives a grant of Matching RSUs covering the number of shares of common stock equal up to 100% of the DSUs granted. The expense related to the DSUs is recognized on a straight-line basis during the period that the related incentive bonus or commission is earned. The Company granted 3,384 and 7441 DSUs during the years 2020 and 2019, respectively. The expense related to the Matching RSUs is recognized over the four years vesting period following the grant date. The following tables presents the Matching RSU activity for the year ended December 31, 2020: Number of Matching RSU Weighted-Average Unvested MSPP restricted stock units at December 31, 2019 7,166 $ 469.13 Granted 3,384 $ 663.93 Vested — $ — Canceled (1,233) $ 534.54 Unvested MSPP restricted stock units at December 31, 2020 9,317 $ 531.23 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 IRS. In addition to the traditional 401(k), effective January 1, 2015, eligible employees have the option of making an after-tax contribution to a Roth 401(k) plan or a combination of both. In 2020, 2019 and 2018, 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, 2020, 2019 and 2018 were approximately $15 million, $12 million and $12 million, respectively. The Company had no administrative expenses in connection with the 401(k) plan for the years ended December 31, 2020, 2019 and 2018. Employee Pension Plan The Company maintains a Group Personal Pension Plan (the “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 2020, 2019 and 2018, 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, 2020, 2019 and 2018, were approximately $0.9 million, $0.6 million and $0.5 million, respectively. Registered Retirement Savings Plan As of January 1, 2015, the Company introduced a registered retirement savings plan (“RRSP”) for all eligible employees in the Company’s Canadian offices. In 2020, 2019 and 2018, the Company matched 100% of employee contributions up to a maximum of 4% of total compensation. Amounts contributed to the RRSP by the Company to match employee contributions were approximately $0.1 million for the years ended December 31, 2020, 2019 and 2018. Employee Stock Purchase Plan |
QUARTERLY RESULTS OF OPERATIONS
QUARTERLY RESULTS OF OPERATIONS | 12 Months Ended |
Dec. 31, 2020 | |
Selected Quarterly Financial Information [Abstract] | |
QUARTERLY RESULTS OF OPERATIONS | QUARTERLY RESULTS OF OPERATIONS The following is a summary of the unaudited quarterly results of operations for the years ended December 31, 2020 and 2019. Information about prior period acquisitions and the adoption of recent accounting pronouncements that may affect the comparability of the quarterly financial information presented below are included in Note 2 and Note 5. 2020 Mar. 31 Jun. 30 Sep. 30 Dec. 31 Revenues $ 391,847 $ 397,159 $ 425,620 $ 444,393 Cost of revenues 78,909 74,040 77,865 78,154 Gross profit 312,938 323,119 347,755 366,239 Operating expenses 237,074 241,800 270,946 311,029 Income from operations 75,864 81,319 76,809 55,210 Interest (expense) income 1,651 (3,596) (7,537) (7,913) Other (expense) income 841 (474) (338) (856) Income before income taxes 78,356 77,249 68,934 46,441 Income tax expense 5,563 16,889 10,748 10,652 Net income $ 72,793 $ 60,360 $ 58,186 $ 35,789 Net income per share — basic $ 2.00 $ 1.61 $ 1.49 $ 0.91 Net income per share — diluted $ 1.98 $ 1.60 $ 1.48 $ 0.91 2019 Mar. 31 Jun. 30 Sep. 30 Dec. 31 Revenues $ 328,425 $ 343,760 $ 352,808 $ 374,726 Cost of revenues 71,153 71,918 71,172 74,996 Gross profit 257,272 271,842 281,636 299,730 Operating expenses 163,780 197,042 187,367 198,744 Income from operations 93,492 74,800 94,269 100,986 Interest (expense) income 4,212 4,677 4,414 3,439 Other (expense) income 1 539 240 9,880 Income before income taxes 97,705 80,016 98,923 114,305 Income tax expense 12,536 16,768 20,304 26,378 Net income $ 85,169 $ 63,248 $ 78,619 $ 87,927 Net income per share — basic $ 2.35 $ 1.74 $ 2.16 $ 2.42 Net income per share — diluted $ 2.33 $ 1.73 $ 2.15 $ 2.39 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2020 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS On December 9, 2020, the Company entered into a Purchase and Sale agreement with Sir Properties Trust, a Maryland real estate investment trust to purchase an office building and the underlying land located in Richmond, Virginia. The agreement allowed the Company an inspection period from the effective date of the agreement to February 8, 2021. The closing of the transaction was completed on January 22, 2021 for the amount of $131 million, inclusive of property taxes, titling insurance and other transaction costs, after satisfying inspection conditions defined therein. |
Schedule II Valuation and Quali
Schedule II Valuation and Qualifying Accounts | 12 Months Ended |
Dec. 31, 2020 | |
SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract] | |
Schedule II - Valuation and Qualifying Accounts | Schedule II – Valuation and Qualifying Accounts The table below details the activity of the allowance for doubtful accounts and sales credits (1) for the years ended December 31, 2019 and 2018 (in thousands): Balance at Charged to Reductions Balance at Year ended December 31, 2018 $ 6,469 $ 6,542 $ 7,302 $ 5,709 Year ended December 31, 2019 (2) $ 5,709 $ 10,978 $ 11,590 $ 5,097 __________________________ (1) Additions to the allowance for doubtful accounts are charged to bad debt expense. Additions to the allowance for sales credits are charged against revenues. (2) On January 1, 2020, the Company adopted ASU 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, using the modified retrospective method. The adoption resulted in a $0.5 million reduction to the December 31, 2019 allowance for credit losses. See Note 4 for a description of changes in the allowance for credit losses for the year ended December 31, 2020. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2020 | |
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 EstimatesThe 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. On an ongoing basis, the Company evaluates its estimates and assumptions, including those related to revenue recognition, allowance for doubtful accounts, the useful lives and recoverability of long-lived and intangible assets, and goodwill; income taxes, accounting for business combinations, stock-based compensation, estimating the Company's incremental borrowing rate for its leases, and contingencies, among others. The Company bases these estimates on historical and anticipated results, trends, and various other assumptions that it believes are reasonable, including assumptions as to future events. These estimates form the basis for making judgments about the carrying values of assets and liabilities and recorded revenues and expenses. Actual results could differ from these estimates. |
Revenue Recognition | Revenue Recognition The Company derives revenues primarily by (i) providing access to its proprietary database of commercial real estate information and (ii) providing online marketplaces for professional property management companies, property owners, brokers and landlords, in each case, typically through a fixed monthly fee for its subscription-based services. The Company's subscription-based services consist primarily of information, analytics and online marketplace services offered over the Internet to the commercial real estate industry and related professionals. Subscription contract rates are based on the number of sites, number of users, organization size, the client’s business focus, geography, the number and types of services to which a client subscribes, the number of properties a client advertises and the prominence and placement of a client's advertised properties in the search results. The Company’s subscription-based license agreements typically renew automatically, and a majority have a term of at least one year. The Company also provides (i) market research, portfolio and debt analysis, management and reporting capabilities, (ii) real estate and lease management solutions, including lease administration and abstraction services, to commercial customers, real estate investors, and lenders, (iii) benchmarking and analytics for the hospitality industry through STR, (iv) an online auction platform for commercial real estate through Ten-X and its subsidiaries, which were acquired in June 2020, and (v) an online and mobile software platform that provides applications to optimize residential real estate agent workflow through Homesnap, which was acquired in December 2020. See Note 5 for details of the acquisitions. The Company analyzes contracts to determine the appropriate revenue recognition using the following steps: (i) identification of contracts with customers, (ii) identification of distinct performance obligations in the contract, (iii) determination of contract transaction price, (iv) allocation of contract transaction price to the performance obligations, and (v) determination of revenue recognition based on timing of satisfaction of the performance obligations. The Company recognizes revenues upon the satisfaction of its performance obligation(s) (upon transfer of control of promised services to its customers) in an amount that reflects the consideration to which it expects to be entitled to in exchange for those services. Revenues from subscription-based services are recognized on a straight-line basis over the term of the agreement. In limited circumstances, the Company's contracts with customers include promises to transfer multiple services, such as contracts for its subscription-based services and professional services. For these contracts, the Company accounts for individual performance obligations separately if they are distinct, which involves the determination of the standalone selling price for each distinct performance obligation. Deferred revenue results from amounts billed in advance to customers or cash received from customers in advance of the Company's fulfillment of its performance obligation(s) and is recognized as those obligations are satisfied. Contract assets represent a conditional right to consideration for satisfied performance obligations that become a receivable when the conditions are satisfied. Contract assets are generated when contractual billing schedules differ from revenue recognition timing. Certain sales commissions are considered incremental and recoverable costs of obtaining a contract with a customer. Sales commissions incurred for obtaining new contracts are deferred and then amortized as selling and marketing expenses on a straight-line basis over a period of benefit that the Company has determined to be three years. The three-year amortization period was determined based on several factors, including the nature of the technology and proprietary data underlying the services being purchased, customer contract renewal rates and industry competition. Certain commission costs are not capitalized as they do not represent incremental costs of obtaining a contract. |
Cost of Revenues | Cost of Revenues Cost of revenues principally consists of salaries, benefits, bonuses and stock-based compensation expenses and other indirect costs 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 online marketplaces and for employees that support these products. Additionally, cost of revenues includes the cost of data from third-party data sources and costs related to advertising purchased on behalf of customers, credit card and other transaction fees relating to processing customer transactions, which are expensed as incurred, and the amortization of acquired trade names, technology and other intangible assets. |
Foreign Currency Translation | Foreign Currency Translation The Company’s reporting currency is the U.S. dollar. The functional currency for the majority of its operations is the local currency, with the exception of certain international locations of STR for which the functional currency is the British Pound. Assets and liabilities denominated in a foreign currency are translated into U.S. dollars using the exchange rates in effect as of the balance sheet date. Gains and losses resulting from translation are included in accumulated other comprehensive loss. Currency g ains and losses on the translation of intercompany loans made to foreign subsidiaries that are of a long-term investment nature are also included |
Advertising Costs | Advertising CostsThe Company expenses advertising costs as incurred. Advertising costs include e-commerce, television, radio, print and other media advertising. |
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 in effect during the year in which the Company expects differences to reverse. Valuation allowances are provided against assets, including net operating losses, if the Company determines it is more likely than not that some portion or all of an asset may not be realized. Interest and penalties related to income tax matters are recognized in income tax expense. |
Net Income Per Share | Net Income Per ShareNet 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 weighted-average number of common shares outstanding during the period used for purposes of calculating basic earnings per share excludes outstanding stock options, and unvested stock-based awards which include restricted stock awards that vest over a specific service period, restricted stock awards with a performance and market conditions, restricted stock units and awards of matching restricted stock units ("Matching RSUs") awarded under the Company's Management Stock Purchase Plan (the “MSPP”). The Company’s potentially dilutive securities include outstanding stock options and unvested stock-based awards. Shares underlying unvested restricted stock awards that vest based on performance and market 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. Diluted net income per share considers the impact of potentially dilutive securities except when the inclusion of the potentially dilutive securities would have an anti-dilutive effect. |
Stock-Based Compensation | Stock-Based Compensation Equity instruments issued in exchange for services performed by officers, employees, and directors of the Company 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. |
Cash and Cash Equivalents | Cash, Cash Equivalents and Restricted CashThe Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. |
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. As of December 31, 2019, the Company's investments consisted of long-term variable rate debt instruments with an auction reset feature, referred to as auction rate securities. The Company's auction rate security investments were classified as available-for-sale and carried at fair value, with any changes in unrealized holding gains and losses, net of the related tax effect excluded from earnings and reported as a separate component of accumulated other comprehensive loss in stockholders’ equity until realized. A decline in market value of any investment 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. |
Concentration of Credit Risk | The Company’s customer base creates a lack of dependence on any individual customer that mitigates the risk of nonpayment of the Company’s accounts receivable. |
Financial Instruments | The Company holds cash at major financial institutions that often exceed Federal Deposit Insurance Corporation insured limits. The Company manages its credit risk associated with cash concentrations by diversifying cash holdings across AAA rated Government and Treasury Money Market Funds and multiple high quality financial institutions, and by periodically evaluating the credit quality of the primary financial institutions holding such deposits. The carrying value of cash approximates fair value. Historically, the Company has not experienced any losses due to such cash concentrations. |
Allowance for Credit Losses | Allowance for Credit Losses On January 1, 2020, the Company adopted Accounting Standards Updates ("ASU") 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments ; ASU 2018-19, Codification Improvements to Topic 326, Financial Instruments - Credit Losses ; ASU 2019-04, Codification Improvements to Financial Instruments - Credit Losses (Topic 326) ; ASU 2019-05, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instrument ; ASU 2019-11, Codification Improvements to Financial Instruments - Credit Losses (Topic 326) and ASU 2020-02, Financial Instruments-Credit Losses (Topic 326) and Leases (Topic 842) , later codified as Accounting Standards Codification ("ASC") 326 ("ASC 326"), using the modified retrospective transition approach. Refer to the Company’s Annual Report on Form 10-K for the year ended December 31, 2019, filed with the Securities and Exchange Commission on February 26, 2020, for further details of the Company’s policy prior to the adoption of ASC 326. As of January 1, 2020, the Company maintained an allowance for credit losses to cover its current expected credit losses ("CECL") on its trade receivables and contract assets arising from the failure of customers to make contractual payments. The Company estimates credit losses expected over the life of its trade receivables and contract assets based on historical information combined with current conditions that may affect a customer’s ability to pay and reasonable and supportable forecasts. While the Company uses various credit quality metrics, it primarily monitors collectability by reviewing the duration of collection pursuits on its delinquent trade receivables. Based on the Company’s experience, the customer's delinquency status is the strongest indicator of the credit quality of the underlying trade receivables, which is analyzed monthly. In most instances, the Company’s policy is to write-off trade receivables when they are deemed uncollectible. A majority of the Company's trade receivables are less than 365 days outstanding. Under the CECL impairment model, the Company develops and documents its allowance for credit losses on its trade receivables based on four portfolio segments. The determination of portfolio segments is based primarily on the qualitative consideration of the nature of the Company’s business operations and the characteristics of the underlying trade receivables, as follows: • CoStar Suite Portfolio Segment - The CoStar Suite portfolio segment consists of two classes of trade receivables based on geographical location: CoStar Suite, North America and CoStar Suite, International. • Information Services Portfolio Segment - The information services portfolio segment consists of four classes of trade receivables: Real Estate Manager; information services, North America; STR, US; and STR, International. • Multifamily Portfolio Segment - The multifamily portfolio segment consists of one class of trade receivables. • Commercial Property and Land Portfolio Segment - The commercial property and land portfolio segment consists of two classes of trade receivables: LoopNet; and other commercial property and land online marketplaces. |
Leases | Leases The determination of whether an arrangement contains a lease and the classification of a lease, if applicable, is made at the commencement of the arrangement, at which time the Company also measures and recognizes a right-of-use ("ROU") asset, representing the Company’s right to use the underlying asset, and a lease liability, representing the Company’s obligation to make lease payments under the terms of the arrangement. For the purposes of recognizing ROU assets and lease liabilities associated with the Company’s leases, the Company has elected the practical expedient to not recognize a ROU asset or lease liability for short-term leases, which are leases with a term of twelve months or less. The lease term is defined as the noncancelable portion of the lease term, plus any periods covered by an option to extend the lease if it is reasonably certain that that the option will be exercised. In determining the amount of lease payments used in measuring ROU assets and lease liabilities, the Company has elected the practical expedient not to separate non-lease components from lease components for all classes of underlying assets. Consideration deemed part of the lease payments used to measure ROU assets and lease liabilities generally includes fixed payments and variable payments based on either an index or a rate, offset by lease incentives. Upon commencement, the initial ROU asset also includes any lease prepayments. ROU assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. The rates implicit within the Company's leases are generally not determinable. Therefore, the Company's incremental borrowing rate is used to determine the present value of lease payments. The determination of the Company’s incremental borrowing rate requires judgment and is determined at lease commencement, or as of January 1, 2019 for operating leases in existence upon adoption of ASC 842. The incremental borrowing rate is subsequently reassessed upon a modification to the lease arrangement. Lease costs related to the Company's operating leases are generally recognized as a single ratable lease cost over the lease term. |
Property and Equipment, Net | Property and Equipment, Net Property and equipment are stated at cost, net of accumulated depreciation and amortization. All repairs and maintenance costs are expensed as incurred. Costs related to acquisition of additional aircraft components or the replacement of existing aircraft components are capitalized and depreciated over the estimated useful life of the aircraft or the added or replaced component, whichever is less. Depreciation and amortization are calculated on a straight-line basis over the following estimated useful lives of the assets: Buildings Twenty to thirty-nine years Land Indefinite Aircrafts Ten to twenty years Furniture and office equipment Five to ten years Vehicles Five years Computer hardware and software Three to five years Leasehold improvements Shorter of lease terms or useful life Qualifying internal-use software costs incurred during the application development stage, which consist primarily of internal product development costs, outside services and purchased software license costs are capitalized and amortized over the estimated useful life of the asset. All other costs are expensed as incurred. Long-Lived Assets, Intangible Assets and Goodwill Long-lived assets, such as property 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 the 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 undiscounted 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. |
Intangible Assets and Goodwill | Acquired technology and data, customer base assets, trade names and other intangible assets are related to the Company’s acquisitions (see Notes 5, 9 and 10). Acquired technology and data is amortized on a straight-line basis over periods ranging from one year to eight years. Acquired intangible assets characterized as customer base assets consist of acquired customer contracts and the related customer relationships and are amortized over periods ranging from five years to thirteen years. Acquired customer bases are amortized on an accelerated or straight-line basis depending on the expected economic benefit of the intangible asset. Acquired trade names and other intangible assets are amortized on a straight-line basis over periods ranging from one year to fifteen years. Goodwill represents the future economic benefits arising from a business combination and is calculated as the excess of the purchase consideration paid in a business combination over the fair value of the net identifiable assets acquired. Goodwill is not amortized, but instead is assigned to each of the Company's reporting units and tested for impairment at least annually on October 1, or more frequently if an event or other circumstance indicates that the fair value of a reporting unit may be below its carrying amount. If it is determined that it is more likely than not that the fair value of a reporting unit is less than its carrying value, the Company then determines 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 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 an impairment loss is recognized for the difference. |
Debt Issuance Costs | Debt Issuance Costs Costs incurred in connection with the issuance of long-term debt are deferred and amortized as interest expense over the term of the related debt using the effective interest method for term debt and on a straight-line basis for revolving debt. The Company made a policy election to classify deferred issuance costs on the revolving credit facility as a long-term asset on its consolidated balance sheets. Upon a refinancing or amendment, previously capitalized debt issuance costs are expensed and included in loss on extinguishment of debt if the Company determines that there has been a substantial modification of the related debt. If the Company determines that there has not been a substantial modification of the related debt, any previously capitalized debt issuance costs are amortized as interest expense over the term of the new debt instrument. See Note 11 for additional information regarding the Company's 2020 Credit Agreement and Senior Notes issuance. |
Business Combinations | Business Combinations The Company allocates the purchase consideration to the tangible assets acquired, liabilities assumed and intangible assets acquired based on their estimated fair values. The purchase price is determined based on the fair value of the assets transferred, liabilities incurred and equity interests issued, after considering any transactions that are separate from the business combination. The excess of the fair value of purchase consideration over the fair values of these identifiable assets and liabilities is recorded as goodwill. The Company applies significant assumptions, estimates, and judgments in determining the fair value of assets acquired and liabilities assumed on the acquisition date, especially with respect to intangible assets and contingent liabilities. Significant estimates in valuing certain intangible assets include, but are not limited to, future expected cash flows from acquired customer bases, acquired technology and acquired trade names, useful lives, royalty rates and discount rates. Any adjustments to provisional amounts that are identified during the measurement period are recorded in the reporting period in which the adjustment amounts are determined. Upon the conclusion of the measurement period, any subsequent adjustments are recorded to earnings. For a given acquisition, the Company may identify certain pre-acquisition contingencies as of the acquisition date and may extend its review and evaluation of these pre-acquisition contingencies throughout the measurement period in order to obtain sufficient information to assess whether the Company includes these contingencies as a part of the fair value estimates of assets acquired and liabilities assumed and, if so, to determine their estimated amounts. If the Company cannot reasonably determine the fair value of a pre-acquisition contingency (non-income tax related) by the end of the measurement period, which is generally the case given the nature of such matters, the Company will recognize an asset or a liability for such pre-acquisition contingency if: (i) it is probable that an asset existed or a liability had been assumed at the acquisition date and (ii) the amount of the asset or liability can be reasonably estimated. Subsequent to the measurement period, changes in the Company's estimates of such contingencies will affect earnings and could have a material effect on its results of operations and financial position. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Recently Adopted Accounting Pronouncements On January 1, 2020, the Company adopted ASU 2019-12, Simplifying the Accounting for Income Taxes , on a prospective basis. The amounts related to the reclassification of franchise taxes from income from operations to income tax expense for the year ended December 31, 2020 did not have a material impact on the Company's consolidated financial statements and related disclosures. On January 1, 2020, the Company adopted ASU 2018-15, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract , on a prospective basis. ASU 2018-15 requires a customer in a cloud computing arrangement that is a service contract to follow the internal-use software guidance in ASC 350-40 to determine which implementation costs to defer and recognize as an asset. The adoption did not have a material impact on the Company's consolidated financial statements and related disclosures. On January 1, 2020, the Company adopted ASU 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments , using the modified retrospective method. This accounting standard replaced the prior incurred loss accounting model with a current expected credit loss approach. As of January 1, 2020, no cumulative transition adjustment was recorded to the beginning balance of retained earnings, as the adoption did not result in a higher allowance for credit losses under the CECL impairment model. The adoption did not have a material impact on the Company's consolidated financial statements and related disclosures. Recent Accounting Pronouncements Not Yet Adopted On January 16, 2020, the Financial Accounting Standards Board issued ASU 2020-01, Investments-Equity Securities (Topic 321), Investments-Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815) . The new standard clarifies the interaction of accounting for the transition into and out of the equity method. The new standard also clarifies the accounting for measuring certain purchased options and forward contracts to acquire investments. The ASU is effective for fiscal years beginning after December 15, 2020, including interim periods within those fiscal years. Early adoption is permitted, including adoption in an interim period. The Company will adopt this guidance in the first quarter of 2021 and does not expect it to have a material impact on its consolidated financial statements. On March 12, 2020, the Financial Accounting Standards Board issued ASU 2020-04, Reference Rate Reform (“ASC 848”): Facilitation of the Effects of Reference Rate Reform on Financial Reporting . ASC 848 contains optional expedients and exceptions for applying GAAP to debt, contracts, hedging relationships, and other transactions affected by reference rate reform. The provisions of ASC 848 must be applied to all contracts that are accounted for under a Topic, Subtopic or Industry Subtopic for all transactions other than derivatives, which may be applied at a hedging relationship level. This guidance is effective for fiscal years beginning after January 1, 2021, including interim periods within those fiscal years. The Company's 2020 Credit Agreement provides for a $750 million revolving credit facility and a letter of credit sublimit of $20 million, with interest rates benchmarked to LIBOR. As of December 31, 2020, no amounts were issued or drawn under this facility. The Company's Senior Notes have a fixed interest rate and will not be impacted by this standard. The Company is currently evaluating the impact this guidance will have on its consolidated financial statements and related disclosures. |
Commitments and Contingencies | 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. 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, at this time management has concluded that the resolutions of these matters are not expected to have a material effect on the Company's consolidated financial position, future results of operations or liquidity. Legal defense costs are expensed as incurred. |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Schedule of Accumulated Other Comprehensive Loss | The components of accumulated other comprehensive loss, net of tax were as follows (in thousands): As of December 31, 2020 2019 Foreign currency translation adjustment $ (889) $ (7,855) Net unrealized loss on investments, net of tax — (730) Total accumulated other comprehensive loss $ (889) $ (8,585) |
Schedule of Stock-Based Compensation Expense for Stock Options and Restricted Stock | Stock-based compensation expense for stock options, restricted stock awards and restricted stock units issued under equity incentive plans, stock purchases under the Employee Stock Purchase Plan, Deferred Stock Units ("DSUs") and Matching RSUs awarded under the MSPP included in the Company’s results of operations were as follows (in thousands): Year Ended December 31, 2020 2019 2018 Cost of revenues $ 10,879 $ 9,273 $ 7,688 Selling and marketing (excluding customer base amortization) 5,194 6,809 6,881 Software development 10,325 8,985 7,454 General and administrative 27,706 27,188 20,695 Total stock-based compensation expense (1) $ 54,104 $ 52,255 $ 42,718 __________________________ (1) Stock-based compensation expense for the years ended December 31, 2020 and 2018 includes $0.7 million and $1.5 million of expense related to the cash settlement of stock options in connection with the acquisitions of Ten-X and Cozy Services, Ltd, respectively. See Note 5 for details of the acquisitions. |
Schedule of Cash and Cash Equivalents | Cash, cash equivalents, and restricted cash consisted of the following as of December 31, 2020 and 2019 (in thousands): As of December 31, 2020 2019 Cash and cash equivalents $ 3,693,813 $ 1,070,731 Restricted cash: RentPath break fee held in escrow under the terms of the Asset Purchase Agreement 58,750 — Other restricted cash related to acquisitions 3,349 — Total restricted cash 62,099 — Cash, cash equivalents and restricted cash $ 3,755,912 $ 1,070,731 |
Restrictions on Cash and Cash Equivalents | Cash, cash equivalents, and restricted cash consisted of the following as of December 31, 2020 and 2019 (in thousands): As of December 31, 2020 2019 Cash and cash equivalents $ 3,693,813 $ 1,070,731 Restricted cash: RentPath break fee held in escrow under the terms of the Asset Purchase Agreement 58,750 — Other restricted cash related to acquisitions 3,349 — Total restricted cash 62,099 — Cash, cash equivalents and restricted cash $ 3,755,912 $ 1,070,731 |
Schedule of Property and Equipment | Depreciation and amortization are calculated on a straight-line basis over the following estimated useful lives of the assets: Buildings Twenty to thirty-nine years Land Indefinite Aircrafts Ten to twenty years Furniture and office equipment Five to ten years Vehicles Five years Computer hardware and software Three to five years Leasehold improvements Shorter of lease terms or useful life Property and equipment consists of the following (in thousands): December 31, 2020 2019 Leasehold improvements $ 80,963 $ 73,918 Furniture, office equipment and vehicles 68,587 60,768 Computer hardware and software 86,755 80,947 Aircrafts 28,561 27,657 Land 24,642 — Buildings 2,970 — Property and equipment, gross 292,478 243,290 Accumulated depreciation and amortization (166,153) (135,761) Property and equipment, net $ 126,325 $ 107,529 |
REVENUE FROM CONTRACTS WITH C_2
REVENUE FROM CONTRACTS WITH CUSTOMERS (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | The Company provides information, analytics and online marketplaces to the commercial real estate industry, hospitality industry, residential industry and related professionals. The revenues by operating segment and type of service consist of the following (in thousands): Year Ended December 31, 2020 2019 North America International Total North America International Total Information and analytics CoStar Suite $ 634,205 $ 30,530 $ 664,735 $ 590,222 $ 27,576 $ 617,798 Information services 104,117 25,953 130,070 76,950 11,496 88,446 Online marketplaces Multifamily 598,555 — 598,555 490,631 — 490,631 Commercial property and land 265,225 434 265,659 202,264 580 202,844 Total revenues $ 1,602,102 $ 56,917 $ 1,659,019 $ 1,360,067 $ 39,652 $ 1,399,719 |
Contract With Customer, Asset and Liability | Changes in deferred revenue for the period were as follows (in thousands): Balance at December 31, 2019 $ 70,620 Revenue recognized in the current period from the amounts in the beginning balance (66,140) New deferrals, net of amounts recognized in the current period 72,328 Effects of foreign currency 555 Balance at December 31, 2020 (1) $ 77,363 __________________________ (1) Deferred revenue was comprised of $74.9 million of current liabilities and $2.5 million of noncurrent liabilities classified within lease and other long-term liabilities on the Company’s consolidated balance sheet as of December 31, 2020. This balance includes $4 million of net new deferrals recognized in connection with business acquisitions made in 2020. See Note 5 for details. |
Schedule of Commissions Expense | Commissions expense activity as of December 31, 2020 and December 31, 2019 was as follows (in thousands): Year Ended December 31, 2020 2019 Commissions incurred $ 97,183 $ 87,043 Commissions capitalized in the current period (64,355) (66,688) Amortization of deferred commissions costs 60,516 53,421 Total commissions expense $ 93,344 $ 73,776 |
ALLOWANCE FOR CREDIT LOSSES (Ta
ALLOWANCE FOR CREDIT LOSSES (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Credit Loss [Abstract] | |
Schedule of Financing Receivable, Allowance for Credit Loss | The following table details the activity related to the allowance for credit losses for trade receivables by portfolio segment (in thousands): Year Ended December 31, 2020 CoStar Suite Information services Multifamily Commercial property and land Total Beginning balance at December 31, 2019 $ 1,264 $ 624 $ 1,195 $ 1,465 $ 4,548 Current-period provision for expected credit losses (1), (2) 11,622 2,649 7,644 3,297 25,212 Write-offs charged against the allowance, net of recoveries and other (7,355) (534) (4,452) (2,309) (14,650) Ending balance at December 31, 2020 $ 5,531 $ 2,739 $ 4,387 $ 2,453 $ 15,110 __________________________ (1) Credit loss expense is included in general and administrative expenses on the consolidated statement of operations. (2) |
ACQUISITIONS (Tables)
ACQUISITIONS (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Business Combinations [Abstract] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following table summarizes the amounts recorded for acquired assets and assumed liabilities recorded at their fair values as of the acquisition date (in thousands): Preliminary: December 22, 2020 Cash, cash equivalents and restricted cash $ 10,225 Accounts receivable 595 Lease right-of-use assets 3,437 Goodwill 211,114 Intangible assets 32,000 Deferred tax assets, net 7,502 Lease liabilities (3,375) Deferred revenue (4,000) Other assets and liabilities (7,144) Fair value of identifiable net assets acquired $ 250,354 The following table summarizes the amounts recorded for acquired assets and assumed liabilities recorded at their fair values as of the acquisition date (in thousands): Preliminary: Measurement Period Adjustments Preliminary: Cash and cash equivalents $ 3,290 $ — $ 3,290 Accounts receivable 131 — 131 Lease right-of-use assets 4,945 — 4,945 Goodwill 135,446 254 135,700 Intangible assets 58,000 — 58,000 Lease liabilities (4,945) — (4,945) Deferred tax liabilities, net (4,810) (6) (4,816) Other assets and liabilities (4,697) 107 (4,590) Fair value of identifiable net assets acquired $ 187,360 $ 355 $ 187,715 Final: Cash and cash equivalents $ 11,620 Accounts receivable 8,067 Lease right-of-use assets 7,306 Goodwill 261,868 Intangible assets 178,000 Lease liabilities (7,306) Deferred revenue (10,966) Deferred tax liabilities (7,980) Other assets and liabilities (4,815) Fair value of identifiable net assets acquired $ 435,794 |
Schedule of Finite-Lived Intangible Assets Acquired as Part of Business Combination | The following table summarizes the fair values (in thousands) of the identifiable intangible assets included in the Company's North America operating segment, their related estimated useful lives (in years) and their respective amortization methods: Estimated Fair Value Estimated Useful Life Amortization Method Customer base $ 10,000 6 Accelerated Trade name 7,000 10 Straight-line Technology 15,000 6 Straight-line Total intangible assets $ 32,000 The following table summarizes the fair values (in thousands) of the identifiable intangible assets included in the Company's North America operating segment, their related estimated useful lives (in years) and their respective amortization methods: Estimated Fair Value Estimated Useful Life Amortization Method Customer base $ 46,000 6 Accelerated Technology 11,000 5 Straight-line Other intangible assets 1,000 2 Straight-line Total intangible assets $ 58,000 North America International Estimated Fair Value Estimated Useful Life Estimated Fair Value Estimated Useful Life Amortization Method Customer base $ 97,000 13 $ 42,000 10 Accelerated Trade name 24,000 15 — Straight-line Other intangible assets 10,000 5 5,000 5 Straight-line Total intangible assets $ 131,000 $ 47,000 |
Business Acquisition, Pro Forma Information | The unaudited pro forma financial information, in aggregate, was as follows (in thousands, except per share data): Year Ended 2020 2019 2018 Revenue $ 1,719,552 $ 1,534,452 $ 1,264,696 Net income $ 216,245 $ 265,843 $ 223,830 Net income per share - basic $ 5.68 $ 7.32 $ 6.21 Net income per share - diluted $ 5.64 $ 7.26 $ 6.14 |
INVESTMENTS AND FAIR VALUE ME_2
INVESTMENTS AND FAIR VALUE MEASUREMENTS (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Investments, Debt and Equity Securities [Abstract] | |
Schedule of Available for Sale Securities Reconciliation | The following table represents the Company's investments in marketable securities and fair value measurements by investment category reported as cash equivalents and investments as of December 31, 2019 (in thousands): December 31, 2019 Amortized Gross Gross Fair Level 1 Level 2 Level 3 Cash equivalents $ 576,761 $ — $ — $ 576,761 $ 576,761 $ — $ — Auction rate securities 10,800 — (730) 10,070 — — 10,070 Total cash equivalents and long-term investments $ 587,561 $ — $ (730) $ 586,831 $ 576,761 $ — $ 10,070 |
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 investments in marketable securities and fair value measurements by investment category reported as cash equivalents and investments as of December 31, 2019 (in thousands): December 31, 2019 Amortized Gross Gross Fair Level 1 Level 2 Level 3 Cash equivalents $ 576,761 $ — $ — $ 576,761 $ 576,761 $ — $ — Auction rate securities 10,800 — (730) 10,070 — — 10,070 Total cash equivalents and long-term investments $ 587,561 $ — $ (730) $ 586,831 $ 576,761 $ — $ 10,070 |
LEASES (Tables)
LEASES (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Leases [Abstract] | |
Components of Lease Expense | Lease costs related to the Company's operating leases included in the consolidated statements of operations were as follows (in thousands): Year Ended December 31, 2020 2019 2018 Operating lease costs: Cost of revenues $ 11,632 $ 11,407 $ 11,926 Software development 6,020 4,209 3,335 Selling and marketing (excluding customer base amortization) 10,356 8,678 9,068 General and administrative 4,827 3,299 3,789 Total operating lease costs $ 32,835 $ 27,593 $ 28,118 |
Supplemental Balance Sheet Information Related to Leases | Supplemental balance sheet information related to operating leases was as follows (in thousands): Year Ended December 31, Balance Balance Sheet Location 2020 2019 Operating lease liabilities $ 148,975 $ 165,542 Less: imputed interest (10,998) (15,719) Present value of lease liabilities 137,977 149,823 Less: current portion of lease liabilities Lease liabilities 32,648 29,670 Long-term lease liabilities Lease and other long-term liabilities $ 105,329 $ 120,153 Weighted-average remaining lease term in years 4.0 5.0 Weighted-average discount rate 3.6 % 4.0 % |
Schedule of Supplemental Cash Flow Information for Leases | Supplemental cash flow information related to leases was as follows (in thousands): Year Ended December 31, 2020 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows used in operating leases $ 37,006 $ 30,287 ROU assets obtained in exchange for lease obligations: Operating leases $ 19,746 $ 22,629 |
Lessee, Operating Lease, Liability, Maturity | The following summarizes our significant contractual obligations, including related payments due by period, as of December 31, 2020 (in thousands): Year Ending December 31, Operating lease obligations Long-term debt principal payments Long-term debt principal interest payments 2021 $ 37,013 $ — $ 29,089 2022 35,257 — 28,000 2023 34,470 — 28,000 2024 28,343 — 28,000 2025 10,544 — 28,000 Thereafter 3,348 1,000,000 140,000 Total $ 148,975 $ 1,000,000 $ 281,089 |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Depreciation and amortization are calculated on a straight-line basis over the following estimated useful lives of the assets: Buildings Twenty to thirty-nine years Land Indefinite Aircrafts Ten to twenty years Furniture and office equipment Five to ten years Vehicles Five years Computer hardware and software Three to five years Leasehold improvements Shorter of lease terms or useful life Property and equipment consists of the following (in thousands): December 31, 2020 2019 Leasehold improvements $ 80,963 $ 73,918 Furniture, office equipment and vehicles 68,587 60,768 Computer hardware and software 86,755 80,947 Aircrafts 28,561 27,657 Land 24,642 — Buildings 2,970 — Property and equipment, gross 292,478 243,290 Accumulated depreciation and amortization (166,153) (135,761) Property and equipment, net $ 126,325 $ 107,529 |
GOODWILL (Tables)
GOODWILL (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Goodwill [Abstract] | |
Schedule of Goodwill | The changes in the carrying amount of goodwill by operating segment consist of the following (in thousands): North America International Total Goodwill, December 31, 2018 $ 1,573,088 $ 38,447 $ 1,611,535 Acquisitions, including measurement period adjustments (1) 165,272 102,532 267,804 Effect of foreign currency translation — 2,681 2,681 Goodwill, December 31, 2019 1,738,360 143,660 1,882,020 Acquisitions, including measurement period adjustments (2) 347,134 1,273 348,407 Effect of foreign currency translation — 5,572 5,572 Goodwill, December 31, 2020 $ 2,085,494 $ 150,505 $ 2,235,999 __________________________ (1) In connection with the acquisition of Cozy Services, LLC, during 2019 the Company recorded a measurement period adjustment which resulted in a $1 million reduction to the initial amount of goodwill of approximately $53 million. |
INTANGIBLE ASSETS (Tables)
INTANGIBLE ASSETS (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |
Schedule of Acquired Finite-Lived Intangible Assets by Major Class | Intangible assets consist of the following (in thousands, except amortization period data): December 31, Weighted- Average 2020 2019 Acquired technology and data $ 131,551 $ 105,168 5 Accumulated amortization (97,791) (90,542) Acquired technology, net 33,760 14,626 Acquired customer base 545,643 487,532 11 Accumulated amortization (296,758) (233,202) Acquired customer base, net 248,885 254,330 Acquired trade names and other intangible assets 249,465 236,358 12 Accumulated amortization (105,365) (84,118) Acquired trade names and other intangible assets, net 144,100 152,240 Intangible assets, net $ 426,745 $ 421,196 |
LONG-TERM DEBT (Tables)
LONG-TERM DEBT (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | The table below presents the components of outstanding debt (in thousands): December 31, 2020 December 31, 2019 2.800% Senior Notes due July 15, 2030 $ 1,000,000 $ — 2020 Credit Agreement, due July 1, 2025 — — Total face amount of long-term debt 1,000,000 — Senior notes unamortized discount and issuance costs (13,285) Long-term debt, net $ 986,715 $ — |
Schedule of Interest Expense | For the years ended December 31, 2020, 2019 and 2018 the Company recognized interest expense as follows (in thousands): Year Ended 2020 2019 2018 Interest on outstanding borrowings $ 18,509 $ — $ — Amortization of senior notes discount and issuance costs 1,658 874 950 Commitment fees and other 1,627 1,741 1,880 Total interest expense $ 21,794 $ 2,615 $ 2,830 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense | The components of the provision for income taxes attributable to operations consist of the following (in thousands): Year Ended December 31, 2020 2019 2018 Current: Federal $ 43,461 $ 53,039 $ 36,167 State 11,726 13,422 5,140 Foreign 195 1,305 708 Total current 55,382 67,766 42,015 Deferred: Federal (9,599) 6,881 6,576 State (926) 2,424 (2,582) Foreign (1,005) (1,085) (328) Total deferred (11,530) 8,220 3,666 Total provision for income taxes $ 43,852 $ 75,986 $ 45,681 |
Schedule of Deferred Tax Assets and Liabilities | The components of deferred tax assets and liabilities consist of the following (in thousands): December 31, 2020 2019 Deferred tax assets: Allowance for credit losses $ 3,698 $ 1,312 Accrued compensation 4,934 4,297 Stock compensation 15,289 13,877 Net operating losses 38,498 20,555 Accrued reserve and other 5,900 4,177 Lease liabilities 34,758 36,472 Research and development credits 6,059 6,341 Accrued transaction fees 13,334 — Total deferred tax assets, prior to valuation allowance 122,470 87,031 Valuation allowance (11,170) (13,553) Total deferred tax assets, net of valuation allowance 111,300 73,478 Deferred tax liabilities: Deferred commission costs, net (23,691) (22,612) Lease right-of-use assets (27,168) (30,830) Prepaid expenses (2,384) (1,548) Property and equipment, net (13,078) (8,891) Intangible assets, net (112,987) (91,285) Total deferred tax liabilities (179,308) (155,166) Net deferred tax assets (liabilities) $ (68,008) $ (81,688) |
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, 2020 2019 2018 Expected federal income tax provision at statutory rate $ 56,906 $ 82,099 $ 59,643 State income taxes, net of federal benefit 11,409 14,884 10,312 Increase (decrease) in valuation allowance (4,848) (693) 1,214 Research credits (14,322) (12,188) (15,373) Excess tax benefit (21,038) (15,282) (14,227) Tax reserves 4,762 3,135 1,870 Nondeductible compensation 5,949 1,777 949 Other adjustments 5,034 2,254 1,293 Income tax expense $ 43,852 $ 75,986 $ 45,681 |
Schedule of Unrecognized Tax Benefits | The following table summarizes the activity related to the Company’s unrecognized tax benefits (in thousands): Unrecognized tax benefit as of December 31, 2017 $ 14,363 Increase for current year tax positions 9,561 Decrease for prior year tax positions (70) Expiration of the statute of limitation for assessment of taxes (1,482) Unrecognized tax benefit as of December 31, 2018 22,372 Increase for current year tax positions 3,487 Increase for prior year tax positions 440 Expiration of the statute of limitation for assessment of taxes (832) Unrecognized tax benefit as of December 31, 2019 25,467 Increase for current year tax positions 4,213 Increase for prior year tax positions 452 Expiration of the statute of limitation for assessment of taxes (1,259) Unrecognized tax benefit as of December 31, 2020 $ 28,873 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Lessee, Operating Lease, Liability, Maturity | The following summarizes our significant contractual obligations, including related payments due by period, as of December 31, 2020 (in thousands): Year Ending December 31, Operating lease obligations Long-term debt principal payments Long-term debt principal interest payments 2021 $ 37,013 $ — $ 29,089 2022 35,257 — 28,000 2023 34,470 — 28,000 2024 28,343 — 28,000 2025 10,544 — 28,000 Thereafter 3,348 1,000,000 140,000 Total $ 148,975 $ 1,000,000 $ 281,089 |
Schedule of Maturities of Long-term Debt | The following summarizes our significant contractual obligations, including related payments due by period, as of December 31, 2020 (in thousands): Year Ending December 31, Operating lease obligations Long-term debt principal payments Long-term debt principal interest payments 2021 $ 37,013 $ — $ 29,089 2022 35,257 — 28,000 2023 34,470 — 28,000 2024 28,343 — 28,000 2025 10,544 — 28,000 Thereafter 3,348 1,000,000 140,000 Total $ 148,975 $ 1,000,000 $ 281,089 |
SEGMENT REPORTING (Tables)
SEGMENT REPORTING (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Segment Reporting [Abstract] | |
Summarized Information by Operating Segment | Summarized information by operating segment consists of the following (in thousands): Year Ended December 31, 2020 2019 2018 EBITDA North America $ 410,852 $ 451,699 $ 358,036 International (4,706) (6,987) (6,729) Total EBITDA $ 406,146 $ 444,712 $ 351,307 |
Reconciliation of Net Income to EBITDA | The reconciliation of net income to EBITDA consists of the following (in thousands): Year Ended December 31, 2020 2019 2018 Net income $ 227,128 $ 314,963 $ 238,334 Amortization of acquired intangible assets in cost of revenues 25,675 21,357 20,586 Amortization of acquired intangible assets in operating expenses 62,457 33,995 30,881 Depreciation and other amortization 28,812 25,813 26,276 Interest (expense) income 17,395 (16,742) (10,539) Other (expense) income 827 (10,660) 88 Income tax expense 43,852 75,986 45,681 EBITDA $ 406,146 $ 444,712 $ 351,307 |
Summarized Information by Operating Segment, Assets and Liabilities | Summarized information by operating segment consists of the following (in thousands): December 31, 2020 2019 Property and equipment, net North America $ 123,634 $ 103,383 International 2,691 4,146 Total property and equipment, net $ 126,325 $ 107,529 Goodwill North America $ 2,085,494 $ 1,738,360 International 150,505 143,660 Total goodwill $ 2,235,999 $ 1,882,020 Assets North America $ 6,674,974 $ 3,615,258 International 240,446 238,728 Total assets $ 6,915,420 $ 3,853,986 Liabilities North America $ 1,496,894 $ 402,759 International 43,167 45,634 Total liabilities $ 1,540,061 $ 448,393 |
NET INCOME PER SHARE (Tables)
NET INCOME PER SHARE (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Earnings Per Share [Abstract] | |
Calculation of Basic and Diluted Net Income (Loss) 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, 2020 2019 2018 Numerator: Net income $ 227,128 $ 314,963 $ 238,334 Denominator: Denominator for basic net income per share — weighted-average outstanding shares 38,073 36,310 36,058 Effect of dilutive securities: Stock options, restricted stock awards and restricted stock units 253 320 390 Denominator for diluted net income per share — weighted-average outstanding shares 38,326 36,630 36,448 Net income per share — basic $ 5.97 $ 8.67 $ 6.61 Net income per share — diluted $ 5.93 $ 8.60 $ 6.54 |
Schedule of Anti-Dilutive Securities Excluded From Computation of Earnings Per Share | The following table summarizes the shares underlying the unvested performance-based restricted stock and anti-dilutive securities excluded from the basic and diluted earnings per share calculations (in thousands): Year Ended December 31, 2020 2019 2018 Performance-based restricted stock awards 53 60 53 Anti-dilutive securities 54 42 100 |
EMPLOYEE BENEFIT PLANS (Tables)
EMPLOYEE BENEFIT PLANS (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Compensation Related Costs [Abstract] | |
Schedule of Option Activity | Option activity was as follows: Number of Range of Weighted- Weighted- Aggregate Outstanding at December 31, 2017 453,843 $36.73 - $204.91 $ 156.24 6.67 $ 63,861 Granted 82,500 $342.13 $ 342.13 Exercised (177,299) $36.73 - $204.91 $ 125.16 Canceled or expired (14,768) $182.75 - $342.13 $ 261.20 Outstanding at December 31, 2018 344,276 $ 212.28 7.03 $ 43,418 Granted 48,300 $398.15 $ 398.15 Exercised (116,918) $54.51 - $342.13 $ 159.52 Outstanding at December 31, 2019 275,658 $54.51 - $398.15 $ 267.23 6.98 $ 91,262 Granted 34,100 $666.52 $ 666.52 Exercised (95,313) $193.69 - $398.15 $ 229.46 Canceled or expired (12,135) $342.13 - $666.52 $ 443.05 Outstanding at December 31, 2020 202,310 $102.16 - $666.52 $ 341.78 6.99 $ 117,846 Exercisable at December 31, 2018 185,405 $54.51 - $204.91 $ 165.31 5.79 $ 31,895 Exercisable at December 31, 2019 147,620 $102.16 - $342.13 $ 210.96 5.84 $ 57,180 Exercisable at December 31, 2020 122,806 $102.16 - $398.15 $ 246.76 6.18 $ 83,204 |
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 in the following table: Year Ended December 31, 2020 2019 2018 Dividend yield 0 % 0 % 0 % Expected volatility 26 % 27 % 28 % Risk-free interest rate 1.45 % 2.46 % 2.65 % Expected life (in years) 5 5 5 Weighted-average grant date fair value $ 172.05 $ 115.17 $ 101.02 Year Ended December 31, 2020 2019 2018 Dividend yield 0 % 0 % 0 % Expected volatility 27 % 27 % 28 % Risk-free interest rate 1.43 % 2.45 % 2.38 % Expected life (in years) 3 3 3 Weighted-average grant date fair value $ 726.85 $ 429.63 $ 380.24 |
Summarized Information Regarding Options Outstanding | The following table summarizes information regarding options outstanding at December 31, 2020: Options Outstanding Options Exercisable Range of Number of Weighted-Average Remaining Contractual Life (in years) Weighted- Number of Weighted- Average Exercise Price $102.16 - $142.45 3,522 2.19 $ 102.16 3,522 $ 102.16 $142.46 - $188.22 36,600 5.19 $ 182.75 36,600 $ 182.75 $188.23 - $199.30 1,032 4.17 $ 193.69 1,032 $ 193.69 $199.31 - $273.52 41,622 6.16 $ 204.91 41,622 $ 204.91 $273.53 - $370.14 46,368 7.16 $ 342.13 25,199 $ 342.13 $370.15 - $532.34 41,966 8.10 $ 398.15 14,831 $ 398.15 $532.35 - $666.52 31,200 9.10 $ 666.52 — $ — 202,310 $ 341.78 122,806 $ 246.76 |
Unvested Restricted Stock Awards Activity | The following table presents unvested restricted stock awards activity for the year ended December 31, 2020: Restricted Stock Awards — without Market Condition Restricted Stock Awards — with Market Condition Number of Weighted-Average Number of Weighted-Average Unvested restricted stock awards at December 31, 2019 267,219 $ 365.27 89,280 $ 290.87 Granted 75,634 $ 717.86 24,480 $ 726.85 Vested (115,176) $ 309.37 (29,280) $ 218.59 Canceled (24,813) $ 420.43 (12,000) $ 466.34 Unvested restricted stock awards at December 31, 2020 202,864 $ 521.71 72,480 $ 438.26 The following table presents unvested restricted stock units activity for the year ended December 31, 2020: Number of Weighted-Average Unvested restricted stock units at December 31, 2019 854 $ 344.10 Granted 499 $ 764.00 Vested (438) $ 264.75 Canceled (51) $ 477.50 Unvested restricted stock units at December 31, 2020 864 $ 618.97 The following tables presents the Matching RSU activity for the year ended December 31, 2020: Number of Matching RSU Weighted-Average Unvested MSPP restricted stock units at December 31, 2019 7,166 $ 469.13 Granted 3,384 $ 663.93 Vested — $ — Canceled (1,233) $ 534.54 Unvested MSPP restricted stock units at December 31, 2020 9,317 $ 531.23 |
QUARTERLY RESULTS OF OPERATIO_2
QUARTERLY RESULTS OF OPERATIONS (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Selected Quarterly Financial Information [Abstract] | |
Quarterly Financial Information | The following is a summary of the unaudited quarterly results of operations for the years ended December 31, 2020 and 2019. Information about prior period acquisitions and the adoption of recent accounting pronouncements that may affect the comparability of the quarterly financial information presented below are included in Note 2 and Note 5. 2020 Mar. 31 Jun. 30 Sep. 30 Dec. 31 Revenues $ 391,847 $ 397,159 $ 425,620 $ 444,393 Cost of revenues 78,909 74,040 77,865 78,154 Gross profit 312,938 323,119 347,755 366,239 Operating expenses 237,074 241,800 270,946 311,029 Income from operations 75,864 81,319 76,809 55,210 Interest (expense) income 1,651 (3,596) (7,537) (7,913) Other (expense) income 841 (474) (338) (856) Income before income taxes 78,356 77,249 68,934 46,441 Income tax expense 5,563 16,889 10,748 10,652 Net income $ 72,793 $ 60,360 $ 58,186 $ 35,789 Net income per share — basic $ 2.00 $ 1.61 $ 1.49 $ 0.91 Net income per share — diluted $ 1.98 $ 1.60 $ 1.48 $ 0.91 2019 Mar. 31 Jun. 30 Sep. 30 Dec. 31 Revenues $ 328,425 $ 343,760 $ 352,808 $ 374,726 Cost of revenues 71,153 71,918 71,172 74,996 Gross profit 257,272 271,842 281,636 299,730 Operating expenses 163,780 197,042 187,367 198,744 Income from operations 93,492 74,800 94,269 100,986 Interest (expense) income 4,212 4,677 4,414 3,439 Other (expense) income 1 539 240 9,880 Income before income taxes 97,705 80,016 98,923 114,305 Income tax expense 12,536 16,768 20,304 26,378 Net income $ 85,169 $ 63,248 $ 78,619 $ 87,927 Net income per share — basic $ 2.35 $ 1.74 $ 2.16 $ 2.42 Net income per share — diluted $ 2.33 $ 1.73 $ 2.15 $ 2.39 |
ORGANIZATION (Details)
ORGANIZATION (Details) | 12 Months Ended |
Dec. 31, 2020operating_segments | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Term of subscription-based license agreements | 1 year |
Number of business segments | 2 |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Revenue Recognition) (Details) | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Term of subscription-based license agreements | 1 year |
Amortization period of deferred sales commissions | 3 years |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Foreign Currency Translation and Accumulated Other Comprehensive Loss) (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Accumulated Other Comprehensive Income (Loss) Net of Tax [Abstract] | |||
Material gains or losses from foreign currency exchange transactions | $ 200,000 | $ 600,000 | $ 100,000 |
Foreign currency translation adjustment | (889,000) | (7,855,000) | |
Net unrealized loss on investments, net of tax | 0 | (730,000) | |
Total accumulated other comprehensive loss | (889,000) | (8,585,000) | |
Reclassifications out of accumulated other comprehensive loss | $ (500,000) | $ 0 |
SUMMARY OF SIGNIFICANT ACCOUN_6
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Advertising Costs) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Accounting Policies [Abstract] | |||
Advertising costs | $ 270 | $ 168 | $ 125 |
SUMMARY OF SIGNIFICANT ACCOUN_7
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Stock-Based Compensation) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Stock-Based Compensation Expense [Abstract] | |||
Compensation expense | $ 54,104 | $ 52,255 | $ 42,718 |
Expense related to stock options settled | 700 | 1,500 | |
Cost of revenues | |||
Stock-Based Compensation Expense [Abstract] | |||
Compensation expense | 10,879 | 9,273 | 7,688 |
Selling and marketing (excluding customer base amortization) | |||
Stock-Based Compensation Expense [Abstract] | |||
Compensation expense | 5,194 | 6,809 | 6,881 |
Software development | |||
Stock-Based Compensation Expense [Abstract] | |||
Compensation expense | 10,325 | 8,985 | 7,454 |
General and administrative | |||
Stock-Based Compensation Expense [Abstract] | |||
Compensation expense | $ 27,706 | $ 27,188 | $ 20,695 |
SUMMARY OF SIGNIFICANT ACCOUN_8
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Cash Reconciliation) (Details) - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Cash Reconciliation [Line Items] | ||||
Cash and cash equivalents | $ 3,693,813,000 | $ 1,070,731,000 | ||
Restricted cash | 62,099,000 | 0 | ||
Cash, cash equivalents and restricted cash | 3,755,912,000 | 1,070,731,000 | $ 1,100,416,000 | $ 1,211,463,000 |
RentPath break fee held in escrow under the terms of the Asset Purchase Agreement | ||||
Cash Reconciliation [Line Items] | ||||
Restricted cash | 58,750,000 | 0 | ||
Other restricted cash related to acquisitions | ||||
Cash Reconciliation [Line Items] | ||||
Restricted cash | $ 3,349,000 | $ 0 |
SUMMARY OF SIGNIFICANT ACCOUN_9
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Allowance for Credit Losses) (Details) | Dec. 31, 2020numberOfReceivableportfolioSegment |
Accounting Policies [Abstract] | |
Number of portfolio segments | portfolioSegment | 4 |
Number of classes of trade receivables based on location | 2 |
Number of trade receivables in information services portfolio | 4 |
Number of trade receivables in multifamily portfolio | 1 |
SUMMARY OF SIGNIFICANT ACCOU_10
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Property and Equipment) (Details) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Buildings | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Useful life | 20 years | |
Buildings | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Useful life | 39 years | |
Aircrafts | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Useful life | 10 years | |
Aircrafts | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Useful life | 20 years | |
Furniture and office equipment | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Useful life | 5 years | |
Furniture and office equipment | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Useful life | 10 years | |
Vehicles | ||
Property, Plant and Equipment [Line Items] | ||
Useful life | 5 years | |
Computer hardware and software | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Useful life | 3 years | |
Computer hardware and software | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Useful life | 5 years |
SUMMARY OF SIGNIFICANT ACCOU_11
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Long-Lived Assets, Intangible Assets and Goodwill) (Details) | 12 Months Ended |
Dec. 31, 2020 | |
Acquired Technology | Minimum | |
Finite-Lived Intangible Assets [Line Items] | |
Useful life | 1 year |
Acquired Technology | Maximum | |
Finite-Lived Intangible Assets [Line Items] | |
Useful life | 8 years |
Acquired Customer Base | Minimum | |
Finite-Lived Intangible Assets [Line Items] | |
Useful life | 5 years |
Acquired Customer Base | Maximum | |
Finite-Lived Intangible Assets [Line Items] | |
Useful life | 13 years |
Trade name | Minimum | |
Finite-Lived Intangible Assets [Line Items] | |
Useful life | 1 year |
Trade name | Maximum | |
Finite-Lived Intangible Assets [Line Items] | |
Useful life | 15 years |
REVENUE FROM CONTRACTS WITH C_3
REVENUE FROM CONTRACTS WITH CUSTOMERS (Disaggregated Revenue) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Disaggregation of Revenue [Line Items] | |||||||||||
Revenues | $ 444,393 | $ 425,620 | $ 397,159 | $ 391,847 | $ 374,726 | $ 352,808 | $ 343,760 | $ 328,425 | $ 1,659,019 | $ 1,399,719 | $ 1,191,832 |
Information And Analytics | CoStar Suite | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenues | 664,735 | 617,798 | |||||||||
Information And Analytics | Information services | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenues | 130,070 | 88,446 | |||||||||
Online Marketplaces | Multifamily | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenues | 598,555 | 490,631 | |||||||||
Online Marketplaces | Commercial property and land | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenues | 265,659 | 202,844 | |||||||||
North America | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenues | 1,602,102 | 1,360,067 | |||||||||
North America | Information And Analytics | CoStar Suite | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenues | 634,205 | 590,222 | |||||||||
North America | Information And Analytics | Information services | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenues | 104,117 | 76,950 | |||||||||
North America | Online Marketplaces | Multifamily | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenues | 598,555 | 490,631 | |||||||||
North America | Online Marketplaces | Commercial property and land | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenues | 265,225 | 202,264 | |||||||||
International | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenues | 56,917 | 39,652 | |||||||||
International | Information And Analytics | CoStar Suite | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenues | 30,530 | 27,576 | |||||||||
International | Information And Analytics | Information services | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenues | 25,953 | 11,496 | |||||||||
International | Online Marketplaces | Multifamily | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenues | 0 | 0 | |||||||||
International | Online Marketplaces | Commercial property and land | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenues | $ 434 | $ 580 |
REVENUE FROM CONTRACTS WITH C_4
REVENUE FROM CONTRACTS WITH CUSTOMERS (Contract Assets and Liabilities) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Change in Contract with Customer, Liability [Roll Forward] | ||
Beginning balance | $ 70,620 | |
Revenue recognized in the current period from the amounts in the beginning balance | (66,140) | |
New deferrals, net of amounts recognized in the current period | 72,328 | |
Effects of foreign currency | 555 | |
Ending balance | 77,363 | |
Current liability | 74,851 | $ 67,274 |
Noncurrent liability | 2,500 | |
New deferrals recognized in connection with business acquisitions made in 2020 | $ (4,000) |
REVENUE FROM CONTRACTS WITH C_5
REVENUE FROM CONTRACTS WITH CUSTOMERS (Contract Assets) (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Revenue from Contract with Customer [Abstract] | ||
Contract with customer, asset, gross | $ 9 | $ 4 |
Contract with customer, asset, revenue recognized | $ 5 |
REVENUE FROM CONTRACTS WITH C_6
REVENUE FROM CONTRACTS WITH CUSTOMERS (Commissions) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | |||
Commissions incurred | $ 97,183 | $ 87,043 | |
Commissions capitalized in the current period | (64,355) | (66,688) | |
Amortization of deferred commissions costs | 60,516 | 53,421 | $ 48,313 |
Total commissions expense | $ 93,344 | $ 73,776 |
REVENUE FROM CONTRACTS WITH C_7
REVENUE FROM CONTRACTS WITH CUSTOMERS (Unsatisfied Performance Obligations) (Details) $ in Millions | Dec. 31, 2020USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 268 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-12-31 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 5 years |
ALLOWANCE FOR CREDIT LOSSES (De
ALLOWANCE FOR CREDIT LOSSES (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2020USD ($) | |
Financing Receivable, Allowance for Credit Loss [Roll Forward] | |
Beginning balance at December 31, 2019 | $ 4,548 |
Current-period provision for expected credit losses | 25,212 |
Write-offs charged against the allowance, net of recoveries and other | (14,650) |
Ending balance at December 31, 2020 | 15,110 |
CoStar Suite | |
Financing Receivable, Allowance for Credit Loss [Roll Forward] | |
Beginning balance at December 31, 2019 | 1,264 |
Current-period provision for expected credit losses | 11,622 |
Write-offs charged against the allowance, net of recoveries and other | (7,355) |
Ending balance at December 31, 2020 | 5,531 |
Information services | |
Financing Receivable, Allowance for Credit Loss [Roll Forward] | |
Beginning balance at December 31, 2019 | 624 |
Current-period provision for expected credit losses | 2,649 |
Write-offs charged against the allowance, net of recoveries and other | (534) |
Ending balance at December 31, 2020 | 2,739 |
Multifamily | |
Financing Receivable, Allowance for Credit Loss [Roll Forward] | |
Beginning balance at December 31, 2019 | 1,195 |
Current-period provision for expected credit losses | 7,644 |
Write-offs charged against the allowance, net of recoveries and other | (4,452) |
Ending balance at December 31, 2020 | 4,387 |
Commercial property and land | |
Financing Receivable, Allowance for Credit Loss [Roll Forward] | |
Beginning balance at December 31, 2019 | 1,465 |
Current-period provision for expected credit losses | 3,297 |
Write-offs charged against the allowance, net of recoveries and other | (2,309) |
Ending balance at December 31, 2020 | $ 2,453 |
ACQUISITIONS (Narrative) (Detai
ACQUISITIONS (Narrative) (Details) - USD ($) | Dec. 22, 2020 | Jun. 24, 2020 | Oct. 22, 2019 | Jun. 12, 2019 | Dec. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Business Acquisition [Line Items] | ||||||||
Goodwill acquired | $ 348,407,000 | $ 267,804,000 | ||||||
Goodwill | $ 2,235,999,000 | 2,235,999,000 | 1,882,020,000 | $ 1,611,535,000 | ||||
Cash paid for acquisitions, net of cash acquired | 426,075,000 | 437,556,000 | 418,369,000 | |||||
North America | ||||||||
Business Acquisition [Line Items] | ||||||||
Goodwill acquired | 347,134,000 | 165,272,000 | ||||||
Goodwill | 2,085,494,000 | 2,085,494,000 | 1,738,360,000 | 1,573,088,000 | ||||
International | ||||||||
Business Acquisition [Line Items] | ||||||||
Goodwill acquired | 1,273,000 | 102,532,000 | ||||||
Goodwill | 150,505,000 | 150,505,000 | $ 143,660,000 | $ 38,447,000 | ||||
Homesnap | ||||||||
Business Acquisition [Line Items] | ||||||||
Aggregate purchase price | $ 250,000,000 | |||||||
Goodwill acquired | $ 211,000,000 | |||||||
Goodwill | 211,114,000 | |||||||
Finite-lived intangible assets acquired | 32,000 | |||||||
Homesnap | North America | ||||||||
Business Acquisition [Line Items] | ||||||||
Goodwill acquired | 211,000,000 | |||||||
Ten-X | ||||||||
Business Acquisition [Line Items] | ||||||||
Goodwill acquired | $ 136,000,000 | |||||||
Goodwill | 135,446,000 | |||||||
Transaction costs | 3,000,000 | 3,000,000 | ||||||
Finite-lived intangible assets acquired | 58,000,000 | |||||||
Revenue since acquisition date | 32,000,000 | |||||||
Net loss since acquisition date | $ 10,000,000 | |||||||
Ten-X | Preliminary: June 24, 2020 | ||||||||
Business Acquisition [Line Items] | ||||||||
Aggregate purchase price | 188,000,000 | |||||||
Goodwill | $ 135,700,000 | |||||||
STR Inc and STR Global Ltd | ||||||||
Business Acquisition [Line Items] | ||||||||
Aggregate purchase price | $ 436,000,000 | |||||||
Goodwill acquired | 262,000,000 | |||||||
Goodwill | 261,868,000 | |||||||
Transaction costs | 2,000,000 | |||||||
Employee retention bonus | 15,000,000 | |||||||
STR Inc and STR Global Ltd | North America | ||||||||
Business Acquisition [Line Items] | ||||||||
Goodwill acquired | 159,000,000 | |||||||
Finite-lived intangible assets acquired | 131,000 | |||||||
STR Inc and STR Global Ltd | International | ||||||||
Business Acquisition [Line Items] | ||||||||
Goodwill acquired | $ 103,000,000 | |||||||
Finite-lived intangible assets acquired | $ 47,000 | |||||||
Off Campus Partners | ||||||||
Business Acquisition [Line Items] | ||||||||
Goodwill acquired | $ 8,000,000 | |||||||
Cash paid for acquisitions, net of cash acquired | 16,000,000 | |||||||
Initial payment for acquisition | 14,000,000 | |||||||
Finite-lived intangible assets acquired | $ 9,000,000 |
ACQUISITIONS (Schedule of Recog
ACQUISITIONS (Schedule of Recognized Identified Assets Acquired and Liabilities Assumed) (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 22, 2020 | Jun. 24, 2020 | Dec. 31, 2019 | Oct. 22, 2019 | Dec. 31, 2018 |
Business Acquisition [Line Items] | ||||||
Goodwill | $ 2,235,999 | $ 1,882,020 | $ 1,611,535 | |||
Deferred tax assets, net | $ 7,502 | |||||
Deferred tax liabilities, net | $ (4,000) | |||||
Homesnap | ||||||
Business Acquisition [Line Items] | ||||||
Cash, cash equivalents and restricted cash | 10,225 | |||||
Accounts receivable | 595 | |||||
Lease right-of-use assets | 3,437 | |||||
Goodwill | 211,114 | |||||
Intangible assets | 32,000 | |||||
Lease liabilities | (3,375) | |||||
Deferred tax liabilities, net | (4,000) | |||||
Other assets and liabilities | (7,144) | |||||
Fair value of identifiable net assets acquired | $ 250,354 | |||||
Ten-X | ||||||
Business Acquisition [Line Items] | ||||||
Cash, cash equivalents and restricted cash | $ 3,290 | |||||
Accounts receivable | 131 | |||||
Lease right-of-use assets | 4,945 | |||||
Goodwill | 135,446 | |||||
Intangible assets | 58,000 | |||||
Lease liabilities | (4,945) | |||||
Deferred tax liabilities, net | (4,810) | |||||
Other assets and liabilities | (4,697) | |||||
Fair value of identifiable net assets acquired | 187,360 | |||||
Ten-X | Measurement Period Adjustments | ||||||
Business Acquisition [Line Items] | ||||||
Goodwill | 254 | |||||
Deferred tax liabilities, net | (6) | |||||
Other assets and liabilities | 107 | |||||
Fair value of identifiable net assets acquired | 355 | |||||
Ten-X | Preliminary: June 24, 2020 | ||||||
Business Acquisition [Line Items] | ||||||
Cash, cash equivalents and restricted cash | 3,290 | |||||
Accounts receivable | 131 | |||||
Lease right-of-use assets | 4,945 | |||||
Goodwill | 135,700 | |||||
Intangible assets | 58,000 | |||||
Lease liabilities | (4,945) | |||||
Deferred tax liabilities, net | (4,816) | |||||
Other assets and liabilities | (4,590) | |||||
Fair value of identifiable net assets acquired | $ 187,715 | |||||
STR Inc and STR Global Ltd | ||||||
Business Acquisition [Line Items] | ||||||
Cash, cash equivalents and restricted cash | $ 11,620 | |||||
Accounts receivable | 8,067 | |||||
Lease right-of-use assets | 7,306 | |||||
Goodwill | 261,868 | |||||
Intangible assets | 178,000 | |||||
Lease liabilities | (7,306) | |||||
Deferred revenue | (10,966) | |||||
Deferred tax liabilities, net | (7,980) | |||||
Other assets and liabilities | (4,815) | |||||
Fair value of identifiable net assets acquired | $ 435,794 |
ACQUISITIONS (Intangible Assets
ACQUISITIONS (Intangible Assets Acquired) (Details) - USD ($) $ in Thousands | Dec. 22, 2020 | Jun. 24, 2020 | Oct. 22, 2019 | Dec. 31, 2020 |
Homesnap | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Estimated Fair Value | $ 32 | |||
Homesnap | Customer base | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Estimated Fair Value | 10 | |||
Estimated Useful Life | 6 years | |||
Homesnap | Trade name | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Estimated Fair Value | 7 | |||
Estimated Useful Life | 10 years | |||
Homesnap | Technology | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Estimated Fair Value | $ 15 | |||
Estimated Useful Life | 6 years | |||
Ten-X | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Estimated Fair Value | $ 58,000 | |||
Ten-X | Customer base | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Estimated Fair Value | $ 46,000 | |||
Estimated Useful Life | 6 years | |||
Ten-X | Trade name | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Estimated Fair Value | $ 1,000 | |||
Estimated Useful Life | 2 years | |||
Ten-X | Technology | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Estimated Fair Value | $ 11,000 | |||
Estimated Useful Life | 5 years | |||
North America | STR Inc and STR Global Ltd | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Estimated Fair Value | $ 131 | |||
North America | STR Inc and STR Global Ltd | Customer base | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Estimated Fair Value | $ 97 | |||
Estimated Useful Life | 13 years | |||
North America | STR Inc and STR Global Ltd | Trade name | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Estimated Fair Value | $ 24 | |||
Estimated Useful Life | 15 years | |||
North America | STR Inc and STR Global Ltd | Other intangible assets | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Estimated Fair Value | $ 10 | |||
Estimated Useful Life | 5 years | |||
International | STR Inc and STR Global Ltd | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Estimated Fair Value | $ 47 | |||
International | STR Inc and STR Global Ltd | Customer base | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Estimated Fair Value | $ 42 | |||
Estimated Useful Life | 10 years | |||
International | STR Inc and STR Global Ltd | Other intangible assets | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Estimated Fair Value | $ 5 | |||
Estimated Useful Life | 5 years |
ACQUISITIONS (Business Acquisit
ACQUISITIONS (Business Acquisition, Pro Forma Information) (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Business Combinations [Abstract] | |||
Revenue | $ 1,719,552 | $ 1,534,452 | $ 1,264,696 |
Net income | $ 216,245 | $ 265,843 | $ 223,830 |
Net income per share - basic (usd per share) | $ 5.68 | $ 7.32 | $ 6.21 |
Net income per share - diluted (usd per share) | $ 5.64 | $ 7.26 | $ 6.14 |
INVESTMENTS AND FAIR VALUE ME_3
INVESTMENTS AND FAIR VALUE MEASUREMENTS (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Fair Value, Assets Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Proceeds from sale of investments | $ 10,300 | |
Fair Value, Inputs, Level 1 | ||
Fair Value, Assets Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | $ 576,761 | |
Fair Value, Inputs, Level 2 | ||
Fair Value, Assets Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 0 | |
Debt outstanding, fair value | 1,040,000 | |
Cash equivalents | Fair Value, Inputs, Level 1 | ||
Fair Value, Assets Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 3,394,000 | 576,761 |
Auction rate securities | ||
Fair Value, Assets Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Reclassification out of accumulated other comprehensive loss | $ 500 | |
Auction rate securities | Fair Value, Inputs, Level 1 | ||
Fair Value, Assets Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 0 | |
Auction rate securities | Fair Value, Inputs, Level 2 | ||
Fair Value, Assets Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | $ 0 |
INVESTMENTS AND FAIR VALUE ME_4
INVESTMENTS AND FAIR VALUE MEASUREMENTS (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Investments And Fair Value Disclosures [Line Items] | ||
Amortized Cost | $ 587,561 | |
Gross Unrealized Gains | 0 | |
Gross Unrealized Losses | (730) | |
Fair Value | 586,831 | |
Cash equivalents | ||
Investments And Fair Value Disclosures [Line Items] | ||
Amortized Cost | 576,761 | |
Gross Unrealized Gains | 0 | |
Gross Unrealized Losses | 0 | |
Fair Value | 576,761 | |
Auction rate securities | ||
Investments And Fair Value Disclosures [Line Items] | ||
Amortized Cost | 10,800 | |
Gross Unrealized Gains | 0 | |
Gross Unrealized Losses | (730) | |
Fair Value | 10,070 | |
Fair Value, Inputs, Level 1 | ||
Investments And Fair Value Disclosures [Line Items] | ||
Total assets measured at fair value | 576,761 | |
Fair Value, Inputs, Level 1 | Cash equivalents | ||
Investments And Fair Value Disclosures [Line Items] | ||
Total assets measured at fair value | $ 3,394,000 | 576,761 |
Fair Value, Inputs, Level 1 | Auction rate securities | ||
Investments And Fair Value Disclosures [Line Items] | ||
Total assets measured at fair value | 0 | |
Fair Value, Inputs, Level 2 | ||
Investments And Fair Value Disclosures [Line Items] | ||
Total assets measured at fair value | 0 | |
Fair Value, Inputs, Level 2 | Auction rate securities | ||
Investments And Fair Value Disclosures [Line Items] | ||
Total assets measured at fair value | 0 | |
Fair Value, Inputs, Level 3 | ||
Investments And Fair Value Disclosures [Line Items] | ||
Total assets measured at fair value | 10,070 | |
Fair Value, Inputs, Level 3 | Auction rate securities | ||
Investments And Fair Value Disclosures [Line Items] | ||
Total assets measured at fair value | $ 10,070 |
LEASES (Narrative) (Details)
LEASES (Narrative) (Details) | Dec. 31, 2020 |
Minimum | |
Lessee, Lease, Description [Line Items] | |
Term of contract | 1 year |
Maximum | |
Lessee, Lease, Description [Line Items] | |
Term of contract | 8 years |
LEASES (Lease Cost) (Details)
LEASES (Lease Cost) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Lessee, Lease, Description [Line Items] | |||
Operating lease costs: | $ 32,835 | $ 27,593 | $ 28,118 |
Cost of revenues | |||
Lessee, Lease, Description [Line Items] | |||
Operating lease costs: | 11,632 | 11,407 | 11,926 |
Software development | |||
Lessee, Lease, Description [Line Items] | |||
Operating lease costs: | 6,020 | 4,209 | 3,335 |
Selling and marketing (excluding customer base amortization) | |||
Lessee, Lease, Description [Line Items] | |||
Operating lease costs: | 10,356 | 8,678 | 9,068 |
General and administrative | |||
Lessee, Lease, Description [Line Items] | |||
Operating lease costs: | $ 4,827 | $ 3,299 | $ 3,789 |
LEASES (Supplemental Balance Sh
LEASES (Supplemental Balance Sheet Information Related to Leases) (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Leases, Operating [Abstract] | ||
Total | $ 148,975 | $ 165,542 |
Less: imputed interest | (10,998) | (15,719) |
Present value of lease liabilities | 137,977 | 149,823 |
Lease liabilities | 32,648 | 29,670 |
Long-term lease liabilities | $ 105,329 | $ 120,153 |
Weighted-average remaining lease term in years | 4 years | 5 years |
Weighted-average discount rate | 3.60% | 4.00% |
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | us-gaap:OtherLongTermDebtNoncurrent | us-gaap:OtherLongTermDebtNoncurrent |
LEASES (Supplemental Cash Flow
LEASES (Supplemental Cash Flow Information Related to Leases) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Cash paid for amounts included in the measurement of lease liabilities: | ||
Operating cash flows used in operating leases | $ 37,006 | $ 30,287 |
ROU assets obtained in exchange for lease obligations: | ||
Operating leases | $ 19,746 | $ 22,629 |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 292,478 | $ 243,290 | |
Accumulated depreciation and amortization | (166,153) | (135,761) | |
Property and equipment, net | 126,325 | 107,529 | |
Depreciation expense for property and equipment | 29,000 | 26,000 | $ 26,000 |
Leasehold improvements | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 80,963 | 73,918 | |
Furniture, office equipment and vehicles | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 68,587 | 60,768 | |
Computer hardware and software | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 86,755 | 80,947 | |
Aircrafts | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 28,561 | 27,657 | |
Land | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 24,642 | 0 | |
Buildings | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 2,970 | $ 0 |
GOODWILL (Goodwill by Segment)
GOODWILL (Goodwill by Segment) (Details) - USD ($) $ in Thousands | Oct. 22, 2019 | Nov. 08, 2018 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 |
Goodwill [Roll Forward] | |||||
Goodwill, beginning balance | $ 1,882,020 | $ 1,882,020 | $ 1,611,535 | ||
Acquisitions | 348,407 | 267,804 | |||
Effect of foreign currency translation | 5,572 | 2,681 | |||
Goodwill, ending balance | 2,235,999 | 1,882,020 | |||
Cozy Services Ltd | |||||
Goodwill [Roll Forward] | |||||
Acquisitions | $ 53,000 | ||||
Goodwill, period increase (decrease) | (1,000) | ||||
STR | |||||
Goodwill [Roll Forward] | |||||
Acquisitions | $ 262,000 | ||||
North America | |||||
Goodwill [Roll Forward] | |||||
Goodwill, beginning balance | 1,738,360 | 1,738,360 | 1,573,088 | ||
Acquisitions | 347,134 | 165,272 | |||
Effect of foreign currency translation | 0 | 0 | |||
Goodwill, ending balance | 2,085,494 | 1,738,360 | |||
North America | Ten-X, Homesnap and STR | |||||
Goodwill [Roll Forward] | |||||
Goodwill, period increase (decrease) | 300 | ||||
International | |||||
Goodwill [Roll Forward] | |||||
Goodwill, beginning balance | 143,660 | 143,660 | 38,447 | ||
Acquisitions | 1,273 | 102,532 | |||
Effect of foreign currency translation | 5,572 | 2,681 | |||
Goodwill, ending balance | $ 150,505 | $ 143,660 | |||
International | Emporis | |||||
Goodwill [Roll Forward] | |||||
Acquisitions | 1,200 | ||||
International | STR | |||||
Goodwill [Roll Forward] | |||||
Goodwill, period increase (decrease) | $ 100 |
GOODWILL (Narrative) (Details)
GOODWILL (Narrative) (Details) - USD ($) | Dec. 22, 2020 | Jun. 24, 2020 | Oct. 22, 2019 | Jun. 12, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Goodwill [Line Items] | |||||||
Goodwill acquired | $ 348,407,000 | $ 267,804,000 | |||||
Goodwill, impairment | $ 0 | $ 0 | $ 0 | ||||
Homesnap | |||||||
Goodwill [Line Items] | |||||||
Goodwill acquired | $ 211,000,000 | ||||||
Ten-X | |||||||
Goodwill [Line Items] | |||||||
Goodwill acquired | $ 136,000,000 | ||||||
STR | |||||||
Goodwill [Line Items] | |||||||
Goodwill acquired | $ 262,000,000 | ||||||
Off Campus Partners | |||||||
Goodwill [Line Items] | |||||||
Goodwill acquired | $ 8,000,000 |
INTANGIBLE ASSETS (Details)
INTANGIBLE ASSETS (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible assets, net | $ 426,745,000 | $ 421,196,000 | |
Amortization of intangible assets | 88,000,000 | 55,000,000 | $ 52,000,000 |
Impairment of intangible assets | 0 | 0 | $ 0 |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | |||
Amortization expense for 2021 | 89,000,000 | ||
Amortization expense for 2022 | 70,000,000 | ||
Amortization expense for 2023 | 58,000,000 | ||
Amortization expense for 2024 | 48,000,000 | ||
Amortization expense for 2025 | 39,000,000 | ||
Acquired Technology | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible assets, gross | 131,551,000 | 105,168,000 | |
Accumulated amortization | (97,791,000) | (90,542,000) | |
Finite-lived intangible assets, net | $ 33,760,000 | 14,626,000 | |
Weighted- Average Amortization Period (in years) | 5 years | ||
Acquired Customer Base | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible assets, gross | $ 545,643,000 | 487,532,000 | |
Accumulated amortization | (296,758,000) | (233,202,000) | |
Finite-lived intangible assets, net | $ 248,885,000 | 254,330,000 | |
Weighted- Average Amortization Period (in years) | 11 years | ||
Trade name | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible assets, gross | $ 249,465,000 | 236,358,000 | |
Accumulated amortization | (105,365,000) | (84,118,000) | |
Finite-lived intangible assets, net | $ 144,100,000 | $ 152,240,000 | |
Weighted- Average Amortization Period (in years) | 12 years |
LONG-TERM DEBT (Schedule of Deb
LONG-TERM DEBT (Schedule of Debt) (Details) - USD ($) | Dec. 31, 2020 | Jul. 01, 2020 | Dec. 31, 2019 |
Debt Instrument [Line Items] | |||
Total face amount of long-term debt | $ 1,000,000,000 | $ 0 | |
Senior notes unamortized discount and issuance costs | (13,285,000) | ||
Long-term debt, net | $ 986,715,000 | 0 | |
2.800% Senior Notes | |||
Debt Instrument [Line Items] | |||
Stated interest rate | 2.80% | ||
Total face amount of long-term debt | $ 1,000,000,000 | $ 1,000,000,000 | 0 |
2020 Credit Agreement | |||
Debt Instrument [Line Items] | |||
Total face amount of long-term debt | $ 0 | $ 0 |
LONG-TERM DEBT (Narrative) (Det
LONG-TERM DEBT (Narrative) (Details) | Jul. 01, 2020USD ($) | Oct. 19, 2017 | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) |
Debt Instrument [Line Items] | ||||
Total face amount of long-term debt | $ 1,000,000,000 | $ 0 | ||
Debt issuance costs | 4,900,000 | 2,500,000 | ||
Letter of credit outstanding | 1,000,000,000 | |||
Letter of Credit | ||||
Debt Instrument [Line Items] | ||||
Letter of credit outstanding | 200,000 | 200,000 | ||
2.800% Senior Notes | ||||
Debt Instrument [Line Items] | ||||
Total face amount of long-term debt | $ 1,000,000,000 | $ 1,000,000,000 | 0 | |
Stated interest rate | 2.80% | |||
Discounted rate par value | 99.921% | |||
Redemption price rate | 100.00% | |||
Debt issuance costs | $ 13,000,000 | |||
2020 Credit Agreement | ||||
Debt Instrument [Line Items] | ||||
Total face amount of long-term debt | 0 | $ 0 | ||
Debt issuance costs | $ 3,600,000 | |||
Total leverage ratio | 4.50 | |||
2020 Credit Agreement | Revolving Loans and Letters of Credit | ||||
Debt Instrument [Line Items] | ||||
Maximum borrowing capacity | $ 750,000,000 | |||
Term of credit facility | 5 years | |||
2020 Credit Agreement | Revolving Loans and Letters of Credit | Minimum | ||||
Debt Instrument [Line Items] | ||||
Commitment fee percentage | 0.25% | |||
2020 Credit Agreement | Revolving Loans and Letters of Credit | Maximum | ||||
Debt Instrument [Line Items] | ||||
Commitment fee percentage | 0.30% | |||
2020 Credit Agreement | Letter of Credit | ||||
Debt Instrument [Line Items] | ||||
Maximum borrowing capacity | $ 20,000,000 | |||
2020 Credit Agreement | Letter of Credit | London Interbank Offered Rate (LIBOR) | ||||
Debt Instrument [Line Items] | ||||
Basis spread | 0.00% | |||
2020 Credit Agreement | Letter of Credit | Minimum | Alternate Base Rate | ||||
Debt Instrument [Line Items] | ||||
Basis spread | 0.50% | |||
2020 Credit Agreement | Letter of Credit | Minimum | London Interbank Offered Rate (LIBOR) | ||||
Debt Instrument [Line Items] | ||||
Basis spread | 1.50% | |||
2020 Credit Agreement | Letter of Credit | Maximum | Alternate Base Rate | ||||
Debt Instrument [Line Items] | ||||
Basis spread | 1.25% | |||
2020 Credit Agreement | Letter of Credit | Maximum | London Interbank Offered Rate (LIBOR) | ||||
Debt Instrument [Line Items] | ||||
Basis spread | 2.25% |
LONG-TERM DEBT (Interest) (Deta
LONG-TERM DEBT (Interest) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Debt Instrument [Line Items] | |||
Total interest expense | $ 21,794 | $ 2,615 | $ 2,830 |
Amortization of debt issuance costs | 1,658 | 874 | 950 |
Commitment fees and other | 1,627 | 1,741 | 1,880 |
Borrowings | |||
Debt Instrument [Line Items] | |||
Total interest expense | $ 18,509 | $ 0 | $ 0 |
INCOME TAXES (Components for Pr
INCOME TAXES (Components for Provision for Income Taxes) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Current: | |||||||||||
Federal | $ 43,461 | $ 53,039 | $ 36,167 | ||||||||
State | 11,726 | 13,422 | 5,140 | ||||||||
Foreign | 195 | 1,305 | 708 | ||||||||
Total current | 55,382 | 67,766 | 42,015 | ||||||||
Deferred: | |||||||||||
Federal | (9,599) | 6,881 | 6,576 | ||||||||
State | (926) | 2,424 | (2,582) | ||||||||
Foreign | (1,005) | (1,085) | (328) | ||||||||
Total deferred | (11,530) | 8,220 | 3,666 | ||||||||
Income tax expense | $ 10,652 | $ 10,748 | $ 16,889 | $ 5,563 | $ 26,378 | $ 20,304 | $ 16,768 | $ 12,536 | $ 43,852 | $ 75,986 | $ 45,681 |
INCOME TAXES (Components of Def
INCOME TAXES (Components of Deferred Tax Assets and Liabilities) (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Deferred tax assets: | ||
Allowance for credit losses | $ 3,698 | $ 1,312 |
Accrued compensation | 4,934 | 4,297 |
Stock compensation | 15,289 | 13,877 |
Net operating losses | 38,498 | 20,555 |
Accrued reserve and other | 5,900 | 4,177 |
Lease liabilities | 34,758 | 36,472 |
Research and development credits | 6,059 | 6,341 |
Deferred Tax Assets, Accrued Transaction Fees | 13,334 | 0 |
Total deferred tax assets, prior to valuation allowance | 122,470 | 87,031 |
Valuation allowance | (11,170) | (13,553) |
Total deferred tax assets, net of valuation allowance | 111,300 | 73,478 |
Deferred tax liabilities: | ||
Deferred commission costs, net | (23,691) | (22,612) |
Lease right-of-use assets | (27,168) | (30,830) |
Prepaid expenses | (2,384) | (1,548) |
Property and equipment, net | (13,078) | (8,891) |
Intangible assets, net | (112,987) | (91,285) |
Total deferred tax liabilities | (179,308) | (155,166) |
Net deferred tax assets (liabilities) | $ (68,008) | $ (81,688) |
INCOME TAXES (Narrative) (Detai
INCOME TAXES (Narrative) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Operating Loss Carryforwards [Line Items] | |||
Change in valuation allowance | $ (2.4) | $ (0.7) | |
Income from U.S. sources | 291 | 403 | $ 294 |
Income from foreign sources | 20 | 12 | 10 |
Cash tax benefits resulting in net operating loss carryforward | 5 | $ 6 | $ 6 |
State and Local Jurisdiction | |||
Operating Loss Carryforwards [Line Items] | |||
Net operating loss carryforward | 6 | ||
Income tax credit carryforward | 6 | ||
Foreign Country | |||
Operating Loss Carryforwards [Line Items] | |||
Net operating loss carryforward | 48 | ||
Domestic Country | |||
Operating Loss Carryforwards [Line Items] | |||
Net operating loss carryforward | $ 111 |
INCOME TAXES (Reconciliation of
INCOME TAXES (Reconciliation of Provision for Income Taxes) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Effective tax rate reconciliation [Abstract] | |||||||||||
Expected federal income tax provision at statutory rate | $ 56,906 | $ 82,099 | $ 59,643 | ||||||||
State income taxes, net of federal benefit | 11,409 | 14,884 | 10,312 | ||||||||
Increase (decrease) in valuation allowance | (4,848) | (693) | 1,214 | ||||||||
Research credits | (14,322) | (12,188) | (15,373) | ||||||||
Excess tax benefit | (21,038) | (15,282) | (14,227) | ||||||||
Tax reserves | 4,762 | 3,135 | 1,870 | ||||||||
Nondeductible compensation | 5,949 | 1,777 | 949 | ||||||||
Other adjustments | 5,034 | 2,254 | 1,293 | ||||||||
Income tax expense | $ 10,652 | $ 10,748 | $ 16,889 | $ 5,563 | $ 26,378 | $ 20,304 | $ 16,768 | $ 12,536 | $ 43,852 | $ 75,986 | $ 45,681 |
INCOME TAXES (Unrecognized Tax
INCOME TAXES (Unrecognized Tax Benefits) (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Unrecognized Tax Benefits [Roll Forward] | ||||
Unrecognized tax benefits beginning balance | $ 25,467 | $ 22,372 | $ 14,363 | |
Increase for current year tax positions | 4,213 | 3,487 | 9,561 | |
Decrease for prior year tax positions | (70) | |||
Increase for prior year tax positions | 452 | 440 | ||
Expiration of the statute of limitation for assessment of taxes | (1,259) | (832) | (1,482) | |
Unrecognized tax benefits ending balance | $ 28,873 | 25,467 | $ 22,372 | |
Unrecognized tax benefits that would favorably affect the annual effective tax rate if recognized in future periods | 29,000 | 25,000 | ||
Interest and penalties on income taxes recognized | 400 | 200 | ||
Interest and penalties on income taxes reversal | 200 | |||
Interest and penalties accrued on income taxes | 1,000 | $ 600 | $ 400 | |
State and Local Jurisdiction | ||||
Unrecognized Tax Benefits [Roll Forward] | ||||
Increase for current year tax positions | 5,000 | |||
Expiration of the statute of limitation for assessment of taxes | $ (1,000) |
COMMITMENTS AND CONTINGENCIES_2
COMMITMENTS AND CONTINGENCIES (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Operating lease obligations | ||
2021 | $ 37,013 | |
2022 | 35,257 | |
2023 | 34,470 | |
2024 | 28,343 | |
2025 | 10,544 | |
Thereafter | 3,348 | |
Total | 148,975 | $ 165,542 |
Long-term debt principal payments | ||
2021 | 0 | |
2022 | 0 | |
2023 | 0 | |
2024 | 0 | |
2025 | 0 | |
Thereafter | 1,000,000 | |
Total | 1,000,000 | |
Long-term debt principal interest payments | ||
2021 | 29,089 | |
2022 | 28,000 | |
2023 | 28,000 | |
2024 | 28,000 | |
2025 | 28,000 | |
Thereafter | 140,000 | |
Total | $ 281,089 |
COMMITMENTS AND CONTINGENCIES_3
COMMITMENTS AND CONTINGENCIES (Narrative) (Details) - USD ($) | 1 Months Ended | 12 Months Ended | |
Feb. 24, 2021 | Dec. 31, 2020 | Feb. 11, 2020 | |
RentPath | |||
Loss Contingencies [Line Items] | |||
Cash price for acquisition | $ 588,000,000 | ||
Asset Purchase Agreement | RentPath | |||
Loss Contingencies [Line Items] | |||
Loss contingency, estimate of possible loss related to break-up fee | $ 59,000,000 | ||
Acquisition extension payment | $ 7,500,000 | ||
Asset Purchase Agreement | RentPath | Subsequent Event | |||
Loss Contingencies [Line Items] | |||
Contract termination fee | $ 52,000,000 |
SEGMENT REPORTING (Narrative) (
SEGMENT REPORTING (Narrative) (Details) | 12 Months Ended |
Dec. 31, 2020operating_segments | |
Segment Reporting [Abstract] | |
Number of operating segments | 2 |
SEGMENT REPORTING (EBITDA) (Det
SEGMENT REPORTING (EBITDA) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Segment Reporting Information [Line Items] | |||
Total EBITDA | $ 406,146 | $ 444,712 | $ 351,307 |
Operating Segments | North America | |||
Segment Reporting Information [Line Items] | |||
Total EBITDA | 410,852 | 451,699 | 358,036 |
Operating Segments | International | |||
Segment Reporting Information [Line Items] | |||
Total EBITDA | $ (4,706) | $ (6,987) | $ (6,729) |
SEGMENT REPORTING (Reconciliati
SEGMENT REPORTING (Reconciliation of Net Income (Loss) to EBITDA) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Segment Reporting [Abstract] | |||||||||||
Net income | $ 35,789 | $ 58,186 | $ 60,360 | $ 72,793 | $ 87,927 | $ 78,619 | $ 63,248 | $ 85,169 | $ 227,128 | $ 314,963 | $ 238,334 |
Amortization of acquired intangible assets in cost of revenues | 25,675 | 21,357 | 20,586 | ||||||||
Amortization of acquired intangible assets in operating expenses | 62,457 | 33,995 | 30,881 | ||||||||
Depreciation and other amortization | 28,812 | 25,813 | 26,276 | ||||||||
Interest (expense) income | 7,913 | 7,537 | 3,596 | (1,651) | (3,439) | (4,414) | (4,677) | (4,212) | 17,395 | (16,742) | (10,539) |
Income tax expense | $ 10,652 | $ 10,748 | $ 16,889 | $ 5,563 | $ 26,378 | $ 20,304 | $ 16,768 | $ 12,536 | 43,852 | 75,986 | 45,681 |
EBITDA | $ 406,146 | $ 444,712 | $ 351,307 |
SEGMENT REPORTING (Summarized I
SEGMENT REPORTING (Summarized Information) (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Segment Reporting Information [Line Items] | |||
Property and equipment, net | $ 126,325 | $ 107,529 | |
Goodwill | 2,235,999 | 1,882,020 | $ 1,611,535 |
Total assets | 6,915,420 | 3,853,986 | |
Total liabilities | 1,540,061 | 448,393 | |
North America | |||
Segment Reporting Information [Line Items] | |||
Goodwill | 2,085,494 | 1,738,360 | 1,573,088 |
International | |||
Segment Reporting Information [Line Items] | |||
Goodwill | 150,505 | 143,660 | $ 38,447 |
Operating Segments | North America | |||
Segment Reporting Information [Line Items] | |||
Property and equipment, net | 123,634 | 103,383 | |
Goodwill | 2,085,494 | 1,738,360 | |
Total assets | 6,674,974 | 3,615,258 | |
Total liabilities | 1,496,894 | 402,759 | |
Operating Segments | International | |||
Segment Reporting Information [Line Items] | |||
Property and equipment, net | 2,691 | 4,146 | |
Goodwill | 150,505 | 143,660 | |
Total assets | 240,446 | 238,728 | |
Total liabilities | $ 43,167 | $ 45,634 |
STOCKHOLDERS' EQUITY (Details)
STOCKHOLDERS' EQUITY (Details) - USD ($) $ / shares in Units, $ in Millions | May 28, 2020 | Dec. 31, 2020 | Dec. 31, 2019 |
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 | |
Public Offering | |||
Subsidiary, Sale of Stock [Line Items] | |||
Number of shares issued in transaction | 2,600,000 | ||
Sale of stock, price per share (usd per share) | $ 655 | ||
Consideration received on transaction | $ 1,700 | ||
Payments of stock issuance costs | $ 35 |
NET INCOME PER SHARE (Details)
NET INCOME PER SHARE (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Numerator: | |||||||||||
Net income | $ 35,789 | $ 58,186 | $ 60,360 | $ 72,793 | $ 87,927 | $ 78,619 | $ 63,248 | $ 85,169 | $ 227,128 | $ 314,963 | $ 238,334 |
Denominator: | |||||||||||
Denominator for basic net income per share — weighted-average outstanding shares | 38,073 | 36,310 | 36,058 | ||||||||
Effect of dilutive securities: | |||||||||||
Stock options, restricted stock awards and restricted stock units (in shares) | 253 | 320 | 390 | ||||||||
Denominator for diluted net income per share — weighted-average outstanding shares | 38,326 | 36,630 | 36,448 | ||||||||
Net income (loss) per share — basic (in dollars per share) | $ 0.91 | $ 1.49 | $ 1.61 | $ 2 | $ 2.42 | $ 2.16 | $ 1.74 | $ 2.35 | $ 5.97 | $ 8.67 | $ 6.61 |
Net income (loss) per share — diluted (in dollars per share) | $ 0.91 | $ 1.48 | $ 1.60 | $ 1.98 | $ 2.39 | $ 2.15 | $ 1.73 | $ 2.33 | $ 5.93 | $ 8.60 | $ 6.54 |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 54 | 42 | 100 | ||||||||
Performance-based restricted stock awards | |||||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 53 | 60 | 53 |
EMPLOYEE BENEFIT PLANS (Stock I
EMPLOYEE BENEFIT PLANS (Stock Incentive Plans - Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Jun. 09, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Tax benefit from stock-based compensation | $ 20,000 | $ 17,000 | $ 17,000 | |
Compensation expense | $ 54,104 | 52,255 | 42,718 | |
CoStar Group, Inc. 2007 Stock Incentive Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Shares available for future grant under the plan (in shares) | 0 | |||
Shares of common stock authorized for issuance under the plan (in shares) | 815,464 | |||
CoStar Group, Inc. 2007 Stock Incentive Plan | Minimum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting period of options and restricted stock grants | 3 years | |||
CoStar Group, Inc. 2007 Stock Incentive Plan | Maximum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting period of options and restricted stock grants | 4 years | |||
CoStar Group, Inc. 2016 Stock Incentive Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Shares available for future grant under the plan (in shares) | 1,600,000 | |||
Shares of common stock authorized for issuance under the plan (in shares) | 1,450,000 | |||
CoStar Group, Inc. 2016 Stock Incentive Plan | Minimum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting period of options and restricted stock grants | 3 years | |||
CoStar Group, Inc. 2016 Stock Incentive Plan | Maximum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting period of options and restricted stock grants | 4 years | |||
Management Stock Purchase Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Weighted-average-period expected to recognize the unrecognized compensation cost (in years) | 4 years | |||
Restricted Stock | Minimum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting period of options and restricted stock grants | 1 year | |||
Stock Options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Compensation cost expected to be recognized in future years | $ 81,000 | |||
Weighted-average-period expected to recognize the unrecognized compensation cost (in years) | 2 years 4 months 24 days | |||
Aggregate intrinsic value of options exercised | $ 49,000 | 40,000 | 45,000 | |
Performance Shares | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting period of options and restricted stock grants | 3 years | |||
Performance service period | 3 years | |||
Performance Shares | Minimum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation arrangement, award vesting rights, percentage | 80.00% | |||
Performance Shares | Maximum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation arrangement, award vesting rights, percentage | 120.00% | |||
Performance-based RSAs - with Market Condition | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Compensation cost expected to be recognized in future years | $ 6,000 | |||
Compensation expense | $ 4,000 | $ 8,000 | $ 5,000 | |
Granted (in shares) | 24,480 | |||
DSU | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Granted (in shares) | 3,384 | 7,441 |
EMPLOYEE BENEFIT PLANS (Stock O
EMPLOYEE BENEFIT PLANS (Stock Option Activity) (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Weighted- Average Exercise Price | ||||
Weighted-average exercise price, outstanding at beginning of period (in dollars per share) | $ 267.23 | $ 212.28 | $ 156.24 | |
Weighted-average exercise price, granted (in dollars per share) | 666.52 | 398.15 | 342.13 | |
Weighted-average exercise price, exercised (in dollars per share) | 229.46 | 159.52 | 125.16 | |
Weighted-average exercise price, canceled or expired (in dollars per share) | 443.05 | 261.20 | ||
Weighted-average exercise price, outstanding at end of period (in dollars per share) | 341.78 | 267.23 | 212.28 | $ 156.24 |
Weighted-average exercise price, exercisable at end of period (in dollars per share) | $ 246.76 | $ 210.96 | $ 165.31 | |
Aggregate intrinsic value of options outstanding at end of period | $ 117,846 | $ 91,262 | $ 43,418 | $ 63,861 |
Aggregate intrinsic value of options exercisable at end of period | $ 83,204 | $ 57,180 | $ 31,895 | |
Stock Options | ||||
Number of Shares | ||||
Outstanding at beginning of period (in shares) | 275,658 | 344,276 | 453,843 | |
Granted (in shares) | 34,100 | 48,300 | 82,500 | |
Exercised (in shares) | (95,313) | (116,918) | (177,299) | |
Canceled or expired (in shares) | (12,135) | (14,768) | ||
Outstanding at end of period (in shares) | 202,310 | 275,658 | 344,276 | 453,843 |
Exercisable at end of period (in shares) | 122,806 | 147,620 | 185,405 | |
Range of Exercise Price | ||||
Granted (dollars per share) | $ 666.52 | $ 398.15 | $ 342.13 | |
Weighted- Average Exercise Price | ||||
Weighted average remaining contract life, outstanding | 6 years 11 months 26 days | 6 years 11 months 23 days | 7 years 10 days | 6 years 8 months 1 day |
Weighted average remaining contract life, outstanding, exercisable | 6 years 2 months 4 days | 5 years 10 months 2 days | 5 years 9 months 14 days | |
Minimum | Stock Options | ||||
Range of Exercise Price | ||||
Outstanding (dollars per share) | $ 54.51 | $ 36.73 | ||
Exercised (dollars per share) | 193.69 | $ 54.51 | 36.73 | |
Canceled or expired (dollars per share) | 342.13 | 182.75 | ||
Outstanding (dollars per share) | 102.16 | 54.51 | $ 36.73 | |
Exercisable at end of period (dollars per share) | 102.16 | 102.16 | 54.51 | |
Maximum | Stock Options | ||||
Range of Exercise Price | ||||
Outstanding (dollars per share) | 398.15 | 204.91 | ||
Exercised (dollars per share) | 398.15 | 342.13 | 204.91 | |
Canceled or expired (dollars per share) | 666.52 | 342.13 | ||
Outstanding (dollars per share) | 666.52 | 398.15 | $ 204.91 | |
Exercisable at end of period (dollars per share) | $ 398.15 | $ 342.13 | $ 204.91 |
EMPLOYEE BENEFIT PLANS (Assumpt
EMPLOYEE BENEFIT PLANS (Assumptions) (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Stock Options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Dividend yield | 0.00% | 0.00% | 0.00% |
Expected volatility | 26.00% | 27.00% | 28.00% |
Risk-free interest rate | 1.45% | 2.46% | 2.65% |
Expected life (in years) | 5 years | 5 years | 5 years |
Weighted-average grant date fair value of each option granted during the period (in dollars per share) | $ 172.05 | $ 115.17 | $ 101.02 |
Performance-based RSAs - with Market Condition | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Dividend yield | 0.00% | 0.00% | 0.00% |
Expected volatility | 27.00% | 27.00% | 28.00% |
Risk-free interest rate | 1.43% | 2.45% | 2.38% |
Expected life (in years) | 3 years | 3 years | 3 years |
Weighted-average grant date fair value (in dollars per share) | $ 726.85 | $ 429.63 | $ 380.24 |
EMPLOYEE BENEFIT PLANS (Informa
EMPLOYEE BENEFIT PLANS (Information Regarding Stock Options) (Details) | 12 Months Ended |
Dec. 31, 2020$ / sharesshares | |
Share-based Payment Arrangement, Option, Exercise Price Range, End of Period [Abstract] | |
Number of shares (in shares) | shares | 202,310 |
Weighted- average exercise price (in dollars per share) | $ 341.78 |
Options Exercisable [Abstract] | |
Number of shares (in shares) | shares | 122,806 |
Weighted-average exercise price (in dollars per share) | $ 246.76 |
$102.16 - $142.45 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Range of exercise price, minimum, (in dollars per share) | 102.16 |
Range of exercise price, maximum, (in dollars per share) | $ 142.45 |
Share-based Payment Arrangement, Option, Exercise Price Range, End of Period [Abstract] | |
Number of shares (in shares) | shares | 3,522 |
Weighted-average remaining contractual life (in years) | 2 years 2 months 8 days |
Weighted- average exercise price (in dollars per share) | $ 102.16 |
Options Exercisable [Abstract] | |
Number of shares (in shares) | shares | 3,522 |
Weighted-average exercise price (in dollars per share) | $ 102.16 |
$142.46 - $188.22 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Range of exercise price, minimum, (in dollars per share) | 142.46 |
Range of exercise price, maximum, (in dollars per share) | $ 188.22 |
Share-based Payment Arrangement, Option, Exercise Price Range, End of Period [Abstract] | |
Number of shares (in shares) | shares | 36,600 |
Weighted-average remaining contractual life (in years) | 5 years 2 months 8 days |
Weighted- average exercise price (in dollars per share) | $ 182.75 |
Options Exercisable [Abstract] | |
Number of shares (in shares) | shares | 36,600 |
Weighted-average exercise price (in dollars per share) | $ 182.75 |
$188.23 - $199.30 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Range of exercise price, minimum, (in dollars per share) | 188.23 |
Range of exercise price, maximum, (in dollars per share) | $ 199.30 |
Share-based Payment Arrangement, Option, Exercise Price Range, End of Period [Abstract] | |
Number of shares (in shares) | shares | 1,032 |
Weighted-average remaining contractual life (in years) | 4 years 2 months 1 day |
Weighted- average exercise price (in dollars per share) | $ 193.69 |
Options Exercisable [Abstract] | |
Number of shares (in shares) | shares | 1,032 |
Weighted-average exercise price (in dollars per share) | $ 193.69 |
$199.31 - $273.52 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Range of exercise price, minimum, (in dollars per share) | 199.31 |
Range of exercise price, maximum, (in dollars per share) | $ 273.52 |
Share-based Payment Arrangement, Option, Exercise Price Range, End of Period [Abstract] | |
Number of shares (in shares) | shares | 41,622 |
Weighted-average remaining contractual life (in years) | 6 years 1 month 28 days |
Weighted- average exercise price (in dollars per share) | $ 204.91 |
Options Exercisable [Abstract] | |
Number of shares (in shares) | shares | 41,622 |
Weighted-average exercise price (in dollars per share) | $ 204.91 |
$273.53 - $370.14 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Range of exercise price, minimum, (in dollars per share) | 273.53 |
Range of exercise price, maximum, (in dollars per share) | $ 370.14 |
Share-based Payment Arrangement, Option, Exercise Price Range, End of Period [Abstract] | |
Number of shares (in shares) | shares | 46,368 |
Weighted-average remaining contractual life (in years) | 7 years 1 month 28 days |
Weighted- average exercise price (in dollars per share) | $ 342.13 |
Options Exercisable [Abstract] | |
Number of shares (in shares) | shares | 25,199 |
Weighted-average exercise price (in dollars per share) | $ 342.13 |
$370.15 - $532.34 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Range of exercise price, minimum, (in dollars per share) | 370.15 |
Range of exercise price, maximum, (in dollars per share) | $ 532.34 |
Share-based Payment Arrangement, Option, Exercise Price Range, End of Period [Abstract] | |
Number of shares (in shares) | shares | 41,966 |
Weighted-average remaining contractual life (in years) | 8 years 1 month 6 days |
Weighted- average exercise price (in dollars per share) | $ 398.15 |
Options Exercisable [Abstract] | |
Number of shares (in shares) | shares | 14,831 |
Weighted-average exercise price (in dollars per share) | $ 398.15 |
$532.35 - $666.52 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Range of exercise price, minimum, (in dollars per share) | 532.35 |
Range of exercise price, maximum, (in dollars per share) | $ 666.52 |
Share-based Payment Arrangement, Option, Exercise Price Range, End of Period [Abstract] | |
Number of shares (in shares) | shares | 31,200 |
Weighted-average remaining contractual life (in years) | 9 years 1 month 6 days |
Weighted- average exercise price (in dollars per share) | $ 666.52 |
Options Exercisable [Abstract] | |
Number of shares (in shares) | shares | 0 |
Weighted-average exercise price (in dollars per share) | $ 0 |
EMPLOYEE BENEFIT PLANS (Restric
EMPLOYEE BENEFIT PLANS (Restrictive Stock Award Activity) (Details) | 12 Months Ended |
Dec. 31, 2020$ / sharesshares | |
Performance Based RSAs Without Market Condition | |
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) | shares | 267,219 |
Granted (in shares) | shares | 75,634 |
Vested (in shares) | shares | (115,176) |
Canceled (in shares) | shares | (24,813) |
Unvested restricted stock at end of period (in shares) | shares | 202,864 |
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) | $ / shares | $ 365.27 |
Granted (in dollars per share) | $ / shares | 717.86 |
Vested (in dollars per share) | $ / shares | 309.37 |
Canceled (in dollars per share) | $ / shares | 420.43 |
Unvested restricted stock at end of period (in dollars per share) | $ / shares | $ 521.71 |
Performance-based RSAs - with Market Condition | |
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) | shares | 89,280 |
Granted (in shares) | shares | 24,480 |
Vested (in shares) | shares | (29,280) |
Canceled (in shares) | shares | (12,000) |
Unvested restricted stock at end of period (in shares) | shares | 72,480 |
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) | $ / shares | $ 290.87 |
Granted (in dollars per share) | $ / shares | 726.85 |
Vested (in dollars per share) | $ / shares | 218.59 |
Canceled (in dollars per share) | $ / shares | 466.34 |
Unvested restricted stock at end of period (in dollars per share) | $ / shares | $ 438.26 |
EMPLOYEE BENEFIT PLANS (Restr_2
EMPLOYEE BENEFIT PLANS (Restrictive Stock Units) (Details) - Restricted Stock Units (RSUs) - $ / shares | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
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) | 854 | |
Granted (in shares) | 499 | |
Vested (in shares) | (438) | |
Canceled (in shares) | (51) | |
Unvested restricted stock at end of period (in shares) | 864 | 854 |
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) | $ 344.10 | |
Granted (in dollars per share) | $ 764 | |
Vested (in dollars per share) | 264.75 | |
Canceled (in dollars per share) | 477.50 | |
Unvested restricted stock at end of period (in dollars per share) | $ 618.97 |
EMPLOYEE BENEFIT PLANS (MSU and
EMPLOYEE BENEFIT PLANS (MSU and DSU Activity) (Details) - MSPP RSUs | 12 Months Ended |
Dec. 31, 2020$ / sharesshares | |
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 shares) | shares | 7,166 |
Granted (in shares) | shares | 3,384 |
Vested (in shares) | shares | 0 |
Canceled (in shares) | shares | (1,233) |
Unvested restricted stock at end of period (in shares) | shares | 9,317 |
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 dollars per share) | $ / shares | $ 469.13 |
Granted (in dollars per share) | $ / shares | 663.93 |
Vested (in dollars per share) | $ / shares | 0 |
Canceled (in dollars per share) | $ / shares | 534.54 |
Unvested restricted stock at end of period (in dollars per share) | $ / shares | $ 531.23 |
EMPLOYEE BENEFIT PLANS (Employe
EMPLOYEE BENEFIT PLANS (Employee 401(k) Plan, Employee Pension Plan, Registered Retirement Savings Plan and Employee Stock Purchase Plan) (Details) - USD ($) | Sep. 15, 2015 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Defined Contribution Plan Disclosure [Line Items] | ||||
Maximum percentage of employee total compensation matched by employer (in hundredths) | 100.00% | 100.00% | 100.00% | |
Maximum annual employee contribution | 4.00% | 4.00% | 4.00% | |
Company match to employee contributions | $ 15,000,000 | $ 12,000,000 | $ 12,000,000 | |
Administrative expense | $ 0 | $ 0 | $ 0 | |
Employee Stock Purchase Plan | ||||
Defined Contribution Plan Disclosure [Line Items] | ||||
Percentage of purchase price of company's common stock to the market price | 90.00% | |||
Increase in shares of common stock issued pursuant to stock plan (in shares) | 100,000 | |||
Shares available, employee stock purchase plan (in shares) | 38,591 | 51,584 | ||
Shares of company's common stock purchased during the period (in shares) | 12,993 | 13,590 | ||
Registered Retirement Savings Plan | ||||
Defined Contribution Plan Disclosure [Line Items] | ||||
Maximum percentage of employee total compensation matched by employer (in hundredths) | 100.00% | 100.00% | 100.00% | |
Maximum annual employee contribution | 4.00% | 4.00% | 4.00% | |
Company match to employee contributions | $ 100,000 | |||
Foreign Plan | Pension Plan | ||||
Defined Contribution Plan Disclosure [Line Items] | ||||
Maximum percentage of employee total compensation matched by employer (in hundredths) | 6.00% | 6.00% | 6.00% | |
Company match to employee contributions | $ 900,000 | $ 600,000 | $ 500,000 |
QUARTERLY RESULTS OF OPERATIO_3
QUARTERLY RESULTS OF OPERATIONS (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Selected Quarterly Financial Information [Abstract] | |||||||||||
Revenues | $ 444,393 | $ 425,620 | $ 397,159 | $ 391,847 | $ 374,726 | $ 352,808 | $ 343,760 | $ 328,425 | $ 1,659,019 | $ 1,399,719 | $ 1,191,832 |
Cost of revenues | 78,154 | 77,865 | 74,040 | 78,909 | 74,996 | 71,172 | 71,918 | 71,153 | 308,968 | 289,239 | 269,933 |
Gross profit | 366,239 | 347,755 | 323,119 | 312,938 | 299,730 | 281,636 | 271,842 | 257,272 | 1,350,051 | 1,110,480 | 921,899 |
Operating expenses | 311,029 | 270,946 | 241,800 | 237,074 | 198,744 | 187,367 | 197,042 | 163,780 | 1,060,849 | 746,933 | 648,335 |
Income from operations | 55,210 | 76,809 | 81,319 | 75,864 | 100,986 | 94,269 | 74,800 | 93,492 | 289,202 | 363,547 | 273,564 |
Interest (expense) income | (7,913) | (7,537) | (3,596) | 1,651 | 3,439 | 4,414 | 4,677 | 4,212 | (17,395) | 16,742 | 10,539 |
Other (expense) income | (856) | (338) | (474) | 841 | 9,880 | 240 | 539 | 1 | (827) | 10,660 | (88) |
Income before income taxes | 46,441 | 68,934 | 77,249 | 78,356 | 114,305 | 98,923 | 80,016 | 97,705 | 270,980 | 390,949 | 284,015 |
Income tax expense | 10,652 | 10,748 | 16,889 | 5,563 | 26,378 | 20,304 | 16,768 | 12,536 | 43,852 | 75,986 | 45,681 |
Net income | $ 35,789 | $ 58,186 | $ 60,360 | $ 72,793 | $ 87,927 | $ 78,619 | $ 63,248 | $ 85,169 | $ 227,128 | $ 314,963 | $ 238,334 |
Net income (loss) per share — basic (in dollars per share) | $ 0.91 | $ 1.49 | $ 1.61 | $ 2 | $ 2.42 | $ 2.16 | $ 1.74 | $ 2.35 | $ 5.97 | $ 8.67 | $ 6.61 |
Net income (loss) per share — diluted (in dollars per share) | $ 0.91 | $ 1.48 | $ 1.60 | $ 1.98 | $ 2.39 | $ 2.15 | $ 1.73 | $ 2.33 | $ 5.93 | $ 8.60 | $ 6.54 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) $ in Millions | Jan. 22, 2021USD ($) |
Sir Properties Trust | Subsequent Event | |
Subsequent Event [Line Items] | |
Payment for acquisition | $ 131 |
Schedule II Valuation and Qua_2
Schedule II Valuation and Qualifying Accounts (Details) - USD ($) $ in Thousands | Jan. 01, 2020 | Dec. 31, 2020 | Dec. 31, 2019 |
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at beginning of year | $ 5,709 | $ 5,709 | $ 6,469 |
Charged to expense | 10,978 | 6,542 | |
Write-offs, net of recoveries | 11,590 | 7,302 | |
Balance at end of year | $ 5,097 | $ 5,709 | |
Revision of Prior Period, Adjustment | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Reduction to allowance for credit loss, adjustment | $ 500 |