WASHINGTON, Oct. 26, 2016 /PRNewswire/ -- CoStar Group, Inc. (NASDAQ: CSGP), the leading provider of commercial real estate information, analytics and online marketplaces, announced today that revenue for the quarter ended September 30, 2016 was $213 million, an increase of 12.5% over revenue of $189 million in the third quarter of 2015. Net income for the third quarter of 2016 increased to $23 million or $0.72 per diluted share compared to a net loss of $(5) million in the third quarter of 2015. EBITDA in the third quarter of 2016 was $58 million compared to $22 million in the third quarter of 2015, an increase of 161%. EBITDA margin was 27% in the third quarter of 2016 compared to 12% in the third quarter of 2015.

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"We achieved another strong quarter of profitable revenue growth in the third quarter of 2016," said Andrew C. Florance, Founder and Chief Executive Officer of CoStar Group. "Our focus on investing in growth and cost management has generated net income and EBITDA through the first nine months of 2016 that is as high or higher than in any other 12 month period in our history. Net new sales of our flagship service CoStar Suite continued to accelerate. Year-to-date in 2016, we have outpaced CoStar Suite net new sales over the same time period in 2015 by 33%."

"Our expansion into multifamily has been a tremendous success. In just two and a half years, we have transformed Apartments.com. At the time of the acquisition in the first quarter of 2014, Apartments.com averaged 7.8 million visits a month according to comScore and generated annual revenue of $86 million, placing it third among internet listing sites. In the third quarter of 2016, Apartments.com is now number one in visits averaging 21 million visits a month according to comScore and we believe we are number one in annualized revenue we generate in the multifamily space. From November 2015 to September 2016, Apartments.com visits are up 39% while our next closest competitor is down 10% according to comScore."



                                                                  Year 2015-2016 Quarterly Results - Unaudited

                                                                      (in millions, except per share data)

                                                                                          2015                                     2016
                                                                                          ----                                     ----

                                                  Q1     Q2     Q3         Q4                   Q1         Q2        Q3
                                                  ---    ---   ---         ---                 ---         ---       ---


    Revenues                                             $159                          $171                            $189           $193               $200 $207 $213

    Net income (loss)                                (6)        (15)                   (5)                     23            17             16     23

    Net income (loss) per share - diluted         (0.19)      (0.47)                (0.17)                    0.71          0.52           0.48   0.72

    Weighted average outstanding shares - diluted   31.8         31.9                   32.0                    32.3          32.4           32.4   32.4


    EBITDA                                            14          (1)                    22                      55            48             46     58

    Adjusted EBITDA                                   24           11                     36                      65            58             56     67

    Non-GAAP Net Income                               11            2                     17                      36            31             29     36

    Non-GAAP Net Income per share - diluted         0.34         0.08                   0.53                    1.10          0.95           0.91   1.11

CoStar Suite revenue for the third quarter of 2016 of $103 million increased 13% versus the third quarter of 2015 and 14% excluding the impact of foreign currency movements. Compared to the third quarter of 2015, multifamily revenue increased 17% in the third quarter of 2016, and 22% for the same period on a pro forma basis (defined below), adjusting for non-core services that were shut down after the Apartment Finder acquisition.

Non-GAAP net income (defined below) for the quarter ended September 30, 2016 was $36 million or $1.11 per diluted share, an increase of $19 million compared to non-GAAP net income of $17 million in the third quarter of 2015. Adjusted EBITDA (which excludes stock-based compensation and other items as defined below) was $67 million for the third quarter of 2016 versus $35 million in the third quarter of 2015, which is an increase of 89% year-over-year. Adjusted EBITDA margin was 32% for the third quarter of 2016 versus 19% for the third quarter of 2015.

Company-wide net bookings were $26 million in the third quarter of 2016. This is the sixth quarter in a row of over $25 million in quarterly net bookings. Strong net bookings in the third quarter were achieved in spite of headwinds that resulted from our plan to shut down the LoopNet information products and our reduced sales efforts for LoopNet Premium Searcher ahead of the planned integration with CoStar Suite.

As of September 30, 2016, the Company had approximately $533 million in cash, cash equivalents and investments, which is an increase of approximately $58 million in the third quarter of 2016. Short and long-term debt outstanding, net of debt issuance costs, totaled approximately $338 million as of September 30, 2016.

2016 Outlook
"The Company continued to deliver strong revenue growth and better than expected earnings in the third quarter of 2016," stated Scott T. Wheeler, Chief Financial Officer of CoStar Group. "With our continued focus on profitable growth, we are again increasing our full-year earnings forecast."

The Company expects revenue of approximately $835 million to $838 million for the full year of 2016. For the fourth quarter of 2016, the Company expects revenue of approximately $216 million to $219 million.

For the full year of 2016, the Company expects non-GAAP net income per diluted share (defined below) in a range of approximately $4.20 to $4.25, raising the midpoint by $0.13 from the prior outlook, and by $0.55 from the Company's initial 2016 guidance. For the fourth quarter of 2016, the Company expects non-GAAP net income per diluted share of approximately $1.23 to $1.28.

The preceding forward-looking statements reflect CoStar Group's expectations as of October 26, 2016, including forward-looking non-GAAP financial measures on a consolidated basis. We are not able to forecast with certainty whether or when certain events, such as acquisition-related costs, the exact amounts or timing of investments, transition, restructuring, settlements or impairments will occur in any given quarter. Given the risk factors, uncertainties and assumptions discussed above, actual results may differ materially. Other than in publicly available statements, the Company does not intend to update its forward-looking statements until its next quarterly results announcement.

Reconciliation of EBITDA, adjusted EBITDA, non-GAAP net income and non-GAAP net income per diluted share and all of the disclosed non-GAAP financial measures to their GAAP basis results are shown in detail below, along with definitions for those terms. A reconciliation of forward-looking non-GAAP guidance to the most directly comparable GAAP measure, net income, can be found within the tables included in this release.

Non-GAAP Financial Measures
For information regarding the purpose for which management uses the non-GAAP financial measures disclosed in this release and why management believes they provide useful information to investors regarding the Company's financial condition and results of operations, please refer to the Company's latest periodic report.

EBITDA is a non-GAAP financial measure that represents GAAP net income attributable to CoStar Group before (i) interest income (expense), (ii) provision for income taxes, and (iii) depreciation and amortization.

Adjusted EBITDA is a non-GAAP financial measure that represents EBITDA before (i) stock-based compensation expense, (ii) acquisition and integration related costs, (iii) restructuring charges and related costs, and (iv) settlements and impairments incurred outside the Company's normal business operations.

Non-GAAP net income is a non-GAAP financial measure that represents GAAP net income attributable to CoStar Group before (i) purchase amortization and other related costs, (ii) stock-based compensation expense, (iii) acquisition and integration related costs, (iv) purchase accounting adjustments, (v) restructuring charges and related costs, and (vi) settlements and impairments. From this figure, we then subtract an assumed provision for income taxes to arrive at non-GAAP net income. The company assumes a 38% tax rate in order to approximate our long-term effective corporate tax rate.

Non-GAAP net income per diluted share (also referred to as non-GAAP EPS) is a non-GAAP financial measure that represents non-GAAP net income divided by the number of diluted shares outstanding for the period. For periods with GAAP net losses and non-GAAP net income, the weighted-average outstanding shares used to calculate non-GAAP net income per share includes potentially dilutive securities that were excluded from the calculation of GAAP net income per share as the effect was anti-dilutive.

Pro-forma Revenue Definition
Pro-forma revenue growth rates presented in this release include the addition of Apartment Finder core online marketplace revenue recognized prior to the June 1, 2015 acquisition date and exclude any pre- or post- acquisition revenue for discontinued Apartment Finder services such as Finder Social.

Earnings Conference Call
Management will conduct a conference call at 11:00 AM EDT on Thursday, October 27, 2016 to discuss earnings results for the third quarter of 2016 and the Company's outlook. The audio portion of the conference call will be broadcast live over the Internet at www.costargroup.com/investors/events. To join the conference call by telephone, please dial (800) 398-9367 (from the United States and Canada) or (612) 332-0632 (from all other countries) and refer to conference code 403281. An audio recording of the conference call will be available for replay approximately one hour after the call's completion and will remain available for a period of time following the call. To access the recorded conference call, please dial (800) 475-6701 (from the U.S. and Canada) or (320) 365-3844 (from all other countries) using access code 403281. The webcast replay will also be available in the Investors section of CoStar Group's website for a period of time following the call.



                                                                     CoStar Group, Inc.

                                                  Condensed Consolidated Statements of Operations-Unaudited

                                                            (in thousands, except per share data)


                                                                          Three Months Ended                         Nine Months Ended

                                                                            September 30,                              September 30,

                                                                    2016                           2015        2016                 2015
                                                                    ----                           ----        ----                 ----



    Revenues                                                                $212,711                        $189,078                     $619,319    $518,755

    Cost of revenues                                              42,222                           53,728               127,801            143,758
                                                                  ------                           ------               -------            -------

    Gross margin                                                 170,489                          135,350               491,518            374,997


    Operating expenses:

      Selling and marketing                                       75,414                           80,506               231,086            242,418

      Software development                                        19,357                           17,048                56,539             49,040

      General and administrative                                  30,572                           31,074                88,275             86,346

      Purchase amortization                                        5,550                            7,153                17,602             21,260
                                                                   -----                            -----                ------             ------

                                                                 130,893                          135,781               393,502            399,064
                                                                 -------                          -------               -------            -------


    Income (loss) from operations                                 39,596                            (431)               98,016           (24,067)

    Interest and other income                                        344                               42                   587                473

    Interest and other expense                                   (2,498)                         (2,363)               (7,462)            (7,060)
                                                                  ------                           ------                ------             ------

    Income (loss) before income taxes                             37,442                          (2,752)                91,141           (30,654)

    Income tax expense (benefit), net                             14,241                            2,610                35,643            (4,199)
                                                                  ------                            -----                ------             ------

    Net income (loss)                                                        $23,201                        $(5,362)                     $55,498   $(26,455)
                                                                             =======                         =======                      =======    ========


    Net income (loss) per share - basic                                        $0.72                         $(0.17)                       $1.73     $(0.83)
                                                                               =====                          ======                        =====      ======

    Net income (loss) per share - diluted                                      $0.72                         $(0.17)                       $1.71     $(0.83)
                                                                               =====                          ======                        =====      ======


    Weighted average outstanding shares - basic                   32,186                           31,980                32,152             31,934
                                                                  ======                           ======                ======             ======

    Weighted average outstanding shares - diluted                 32,440                           31,980                32,423             31,934
                                                                  ======                           ======                ======             ======



                                                                                                                                 CoStar Group, Inc.

                                                                                                              Reconciliation of Non-GAAP Financial Measures-Unaudited

                                                                                                                       (in thousands, except per share data)


    Reconciliation of Net Income (Loss) to Non-GAAP Net Income

                                                                                                                                Three Months Ended                                   Nine Months Ended

                                                                                                                                 September 30,                                   September 30,

                                                                                                                              2016                     2015                     2016                     2015
                                                                                                                              ----                     ----                     ----                     ----


    Net income (loss)                                                                                                                 $23,201                                         $(5,362)                                         $55,498                                        $(26,455)

    Income tax expense (benefit), net                                                                                       14,241                               2,610                                35,643                             (4,199)
                                                                                                                            ------                               -----                                ------                              ------

    Income (loss) before income taxes                                                                                       37,442                             (2,752)                               91,141                            (30,654)

    Purchase amortization and other related costs                                                                           11,286                              17,117                                34,721                              44,147

    Stock-based compensation expense                                                                                         9,311                               9,312                                26,981                              25,169

    Acquisition and integration related costs                                                                                    -                              1,787                                 2,258                               5,347

    Restructuring and related costs                                                                                             66                               2,279                                    66                               2,279

    Settlements and impairments                                                                                                  -                                  -                                    -                              2,778
                                                                                                                               ---                                ---                                  ---                              -----

    Non-GAAP income before income taxes                                                                                     58,105                              27,743                               155,167                              49,066

    Assumed rate for income tax expense, net *                                                                                 38%                                38%                                  38%                                38%

    Assumed provision for income tax expense, net                                                                         (22,080)                           (10,542)                              (58,963)                           (18,645)
                                                                                                                           -------                             -------                               -------                             -------

    Non-GAAP net income                                                                                                               $36,025                                          $17,201                                          $96,204                                          $30,421
                                                                                                                                      =======                                          =======                                          =======                                          =======


    Net income (loss) per share - diluted                                                                                               $0.72                                          $(0.17)                                           $1.71                                          $(0.83)
                                                                                                                                        =====                                           ======                                            =====                                           ======

    Non-GAAP net income per share - diluted**                                                                                           $1.11                                            $0.53                                            $2.97                                            $0.94
                                                                                                                                        =====                                            =====                                            =====                                            =====


    Weighted average outstanding  shares - basic                                                                            32,186                              31,980                                32,152                              31,934

    Weighted average outstanding  shares - diluted**                                                                        32,440                              32,229                                32,423                              32,229


    * A 38% tax rate is assumed in order to approximate the Company's long-term effective corporate tax rate.

    ** For periods with GAAP net losses and non-GAAP net income, the weighted-average outstanding shares used to calculate non-GAAP net income per share includes potentially dilutive securities that were excluded from the calculation of GAAP net income per share as the effect was anti-dilutive.


    Reconciliation of Net Income (Loss) to EBITDA and Adjusted EBITDA

                                                                                                                              Three Months Ended                               Nine Months Ended

                                                                                                                                 September 30,                                   September 30,

                                                                                                                              2016                     2015                     2016                     2015
                                                                                                                              ----                     ----                     ----                     ----


    Net income (loss)                                                                                                                 $23,201                                         $(5,362)                                         $55,498                                        $(26,455)

    Purchase amortization in cost of revenues                                                                                5,736                               9,964                                17,119                              22,887

    Purchase amortization in operating expenses                                                                              5,550                               7,153                                17,602                              21,260

    Depreciation and other amortization                                                                                      6,794                               5,403                                18,320                              14,860

    Interest income                                                                                                          (344)                               (42)                                (587)                              (473)

    Interest expense                                                                                                         2,498                               2,363                                 7,462                               7,060

    Income tax expense (benefit), net                                                                                       14,241                               2,610                                35,643                             (4,199)
                                                                                                                            ------                               -----                                ------                              ------

    EBITDA                                                                                                                            $57,676                                          $22,089                                         $151,057                                          $34,940
                                                                                                                                      -------                                          -------                                         --------                                          -------

    Stock-based compensation expense                                                                                         9,311                               9,312                                26,981                              25,169

    Acquisition and integration related costs                                                                                    -                              1,787                                 2,258                               5,347

    Settlements and impairments                                                                                                  -                                  -                                    -                              2,778

    Restructuring and related costs                                                                                             66                               2,279                                    66                               2,279

    Adjusted EBITDA                                                                                                                   $67,053                                          $35,467                                         $180,362                                          $70,513
                                                                                                                                      =======                                          =======                                         ========                                          =======



                                                                CoStar Group, Inc.

                                                Condensed Consolidated Balance Sheets - Unaudited

                                                                  (in thousands)


                                                                                                September 30,            December 31,

                                                                                                         2016                       2015
                                                                                                         ----                       ----

                                                                                                 (Unaudited)

    ASSETS

    Current assets:

      Cash and cash equivalents                                                                                 $522,099                     $421,818

      Short-term investments                                                                            1,171                            -

      Accounts receivable, net                                                                         47,461                       40,276

      Income tax receivable                                                                             1,049                          430

      Prepaid expenses and other current assets                                                        11,663                       10,209
                                                                                                       ------                       ------

    Total current assets                                                                              583,443                      472,733


    Long-term investments                                                                               9,911                       15,507

    Deferred income taxes, net                                                                          8,153                        9,107

    Property and equipment, net                                                                        85,366                       88,311

    Goodwill                                                                                        1,256,353                    1,252,945

    Intangible assets, net                                                                            207,113                      238,318

    Deposits and other assets                                                                           2,248                        2,650

    Total assets                                                                                              $2,152,587                   $2,079,571
                                                                                                              ==========                   ==========


    LIABILITIES AND STOCKHOLDERS' EQUITY

    Current liabilities:

      Accounts payable and accrued expenses                                                                      $89,770                      $76,397

      Current portion of long-term debt                                                                21,825                       16,746

      Deferred revenue                                                                                 41,864                       42,138
                                                                                                       ------                       ------

    Total current liabilities                                                                         153,459                      135,281


    Long-term debt, less current portion                                                              315,694                      338,366

    Deferred gain on sale of building                                                                  19,346                       21,239

    Deferred rent                                                                                      29,193                       29,628

    Deferred income taxes, net                                                                          9,185                        4,585

    Income taxes payable                                                                                7,012                        6,692


    Stockholders' equity                                                                            1,618,698                    1,543,780
                                                                                                    ---------                    ---------

    Total liabilities and stockholders' equity                                                                $2,152,587                   $2,079,571
                                                                                                              ==========                   ==========



                                                                                                   CoStar Group, Inc.

                                                                                             Results of Segments-Unaudited

                                                                                                     (in thousands)


                                                                               Three Months Ended                                       Nine Months Ended

                                                                                 September 30,                                            September 30,

                                                                         2016                           2015                      2016                 2015
                                                                         ----                           ----                      ----                 ----

    Revenues

    North America                                                                $205,637                                      $182,556                                      $598,757                                      $500,059

    International

        External customers                                              7,074                            6,522                              20,562                              18,696

        Intersegment revenue *                                              3                                4                                  24                                  25
                                                                          ---                              ---                                 ---                                 ---

    Total International revenue                                         7,077                            6,526                              20,586                              18,721

    Intersegment eliminations                                             (3)                             (4)                               (24)                               (25)
                                                                          ---                              ---                                 ---                                 ---

    Total revenues                                                               $212,711                                      $189,078                                      $619,319                                      $518,755
                                                                                 ========                                      ========                                      ========                                      ========


    EBITDA

    North America **                                                              $56,305                                       $20,993                                      $148,296                                       $32,816

    International ***                                                   1,371                            1,096                               2,761                               2,124
                                                                        -----                            -----                               -----                               -----

    Total EBITDA                                                                  $57,676                                       $22,089                                      $151,057                                       $34,940
                                                                                  =======                                       =======                                      ========                                       =======


    *Intersegment revenue recorded during 2015 and 2016 was attributable to services performed for the Company's wholly owned subsidiary, CoStar Portfolio Strategy by Grecam S.A.S. ("Grecam"), a wholly owned subsidiary of CoStar Limited, the
     Company's wholly owned U.K. holding company.


    **North America EBITDA includes an allocation of approximately $70,000 and $225,000 for the three months ended September 30, 2016 and 2015, respectively. North America EBITDA includes an allocation of approximately $379,000 and $763,000
     for the nine months ended September 30, 2016 and 2015, respectively. This allocation represents costs incurred for International employees involved in development activities of the Company's North America operating segment.


    ***International EBITDA includes a corporate allocation of approximately $113,000 and $74,000 for the three months ended September 30, 2016 and 2015, respectively.  International EBITDA includes a corporate allocation of approximately
     $246,000 and $200,000 for the nine months ended September 30, 2016 and 2015, respectively. This allocation represents costs incurred for North America employees involved in management and expansion activities of the Company's
     International operating segment.



                                                   CoStar Group, Inc.

                                             Revenues by Services-Unaudited

                                                     (in thousands)


                                          Three Months Ended                        Nine Months Ended

                                             September 30,                            September 30,

                                     2016                         2015         2016                2015
                                     ----                         ----         ----                ----


    Information and analytics

      CoStar Suite                           $103,261                        $91,350                    $301,969  $266,931

      Information services         19,486                         19,126                 58,336            56,415

    Online marketplaces

      Multifamily                  57,654                         49,312                164,752           110,187

      Commercial property and land 32,310                         29,290                 94,262            85,222

    Total revenues                           $212,711                       $189,078                    $619,319  $518,755
                                             ========                       ========                    ========  ========



                                                                                                                     CoStar Group, Inc. 

    Reconciliation of Non-GAAP Financial Measures with 2015-2016 Quarterly Results - Unaudited

                                                                                                                                                          (in millions, except per share data)


    Reconciliation of Net Income (Loss) to Non-GAAP Net Income


                                                                                                                                                                                  2015                                                              2016
                                                                                                                                                                                  ----                                                              ----

                                                                                                                            Q1         Q2         Q3           Q4                     Q1           Q2         Q3
                                                                                                                            ---        ---        ---          ---                    ---          ---        ---


    Net income (loss)                                                                                                                $(6.1)                             $(15.0)                             $(5.4)                              $23.0                                         $16.7     $15.6    $23.2

    Income tax expense (benefit), net                                                                                          0.6                  (7.4)                    2.6                       10.2                                11.2                   10.2                    14.2

    Income (loss) before income taxes                                                                                        (5.5)                (22.4)                  (2.8)                      33.2                                27.9                   25.8                    37.4

    Purchase amortization and other related costs                                                                             13.5                   13.5                    17.1                       13.9                                11.9                   11.5                    11.3

    Stock-based compensation expense                                                                                           7.4                    8.4                     9.3                        9.4                                 8.3                    9.3                     9.3

    Acquisition and integration related costs                                                                                  0.6                    2.9                     1.8                        1.0                                 1.5                    0.8                       -

    Restructuring and related costs                                                                                              -                     -                    2.3                      (0.3)                                  -                     -                    0.1

    Settlements and impairments                                                                                                1.4                    1.4                       -                         -                                  -                     -                      -
                                                                                                                               ---                    ---                     ---                       ---                                ---                   ---                    ---

    Non-GAAP income before income taxes                                                                                       17.4                    3.9                    27.7                       57.2                                49.6                   47.5                    58.1

    Assumed rate for income tax expense, net *                                                                                 38%                   38%                    38%                       38%                                38%                   38%                    38%

    Assumed provision for income tax expense, net                                                                            (6.6)                 (1.5)                 (10.5)                    (21.7)                             (18.9)                (18.0)                 (22.1)

    Non-GAAP net income                                                                                                               $10.8                                 $2.4                               $17.2                               $35.5                                         $30.7     $29.4    $36.0
                                                                                                                                      =====                                 ====                               =====                               =====                                         =====     =====    =====


    Non-GAAP net income per share - diluted**                                                                                         $0.34                                $0.08                               $0.53                               $1.10                                         $0.95     $0.91    $1.11
                                                                                                                                      =====                                =====                               =====                               =====                                         =====     =====    =====


    Weighted average outstanding  shares - basic                                                                              31.8                   32.0                    32.0                       32.0                                32.1                   32.2                    32.2

    Weighted average outstanding  shares - diluted**                                                                          32.2                   32.3                    32.2                       32.3                                32.4                   32.4                    32.4


    * A 38% tax rate is assumed in order to approximate the Company's long-term effective corporate tax rate.

    ** For periods with GAAP net losses and non-GAAP net income, the weighted-average outstanding shares used to calculate non-GAAP net income per share includes potentially dilutive securities that were excluded from the calculation of GAAP net income per share as the effect was anti-dilutive.


    Reconciliation of Net Income (Loss) to EBITDA and Adjusted EBITDA


                                                                                                                                                                                  2015                                                              2016
                                                                                                                                                                                  ----                                                              ----

                                                                                                                            Q1         Q2         Q3           Q4                     Q1           Q2         Q3
                                                                                                                            ---        ---        ---          ---                    ---          ---        ---


    Net income (loss)                                                                                                                $(6.1)                             $(15.0)                             $(5.4)                              $23.0                                         $16.7     $15.6    $23.2

    Purchase amortization                                                                                                     13.5                   13.5                    17.1                       13.9                                11.9                   11.5                    11.3

    Depreciation and other amortization                                                                                        4.3                    5.1                     5.4                        5.7                                 5.6                    5.9                     6.8

    Interest income                                                                                                          (0.3)                 (0.1)                  (0.0)        (0.1)                              (0.1)                 (0.2)                  (0.3)

    Interest expense                                                                                                           2.3                    2.4                     2.4                        2.3                                 2.5                    2.5                     2.5

    Income tax expense (benefit), net                                                                                          0.6                  (7.4)                    2.6                       10.2                                11.2                   10.2                    14.2
                                                                                                                               ---                   ----                     ---                       ----                                ----                   ----                    ----

    EBITDA                                                                                                                            $14.3                               $(1.5)                              $22.1                               $55.0                                         $47.8     $45.6    $57.7
                                                                                                                                      -----                                -----                               -----                               -----                                         -----     -----    -----

    Stock-based compensation expense                                                                                           7.4                    8.4                     9.3                        9.4                                 8.3                    9.3                     9.3

    Acquisition and integration related costs                                                                                  0.6                    2.9                     1.8                        1.0                                 1.5                    0.8                       -

    Restructuring and related costs                                                                                              -                     -                    2.3                      (0.3)                                  -                     -                    0.1

    Settlements and impairments                                                                                                1.4                    1.4                       -                         -                                  -                     -                      -
                                                                                                                               ---                    ---                     ---                       ---                                ---                   ---                    ---

    Adjusted EBITDA                                                                                                                   $23.7                                $11.2                               $35.5                               $65.1                                         $57.6     $55.7    $67.1
                                                                                                                                      =====                                =====                               =====                               =====                                         =====     =====    =====



                                                                                                                            CoStar Group, Inc.

                                                                                                           Reconciliation of Forward-Looking Guidance-Unaudited

                                                                                                                  (in thousands, except per share data)


    Reconciliation of Forward-Looking Guidance, Net Income to Non-GAAP Net Income

                                                                                                                        Guidance Range                                     Guidance Range

                                                                                                                   For the Three Months                          For the Twelve Months

                                                                                                                  Ended December 31, 2016                       Ended December 31, 2016

                                                                                                                  Low                    High                   Low                    High
                                                                                                                  ---                    ----                   ---                    ----


    Net income                                                                                                              $24,400                                        $27,300                 $79,900   $82,700

    Income tax expense, net                                                                                       15,700                              17,500                              51,300     53,100
                                                                                                                  ------                              ------                              ------     ------

    Income before income taxes                                                                                    40,100                              44,800                             131,200    135,800

    Purchase amortization and other related costs                                                                 11,200                              11,200                              46,000     46,000

    Stock-based compensation expense                                                                              10,000                               9,000                              37,000     36,000

    Acquisition and integration related costs                                                                          -                                  -                              2,300      2,300

    Restructuring and related costs                                                                                3,000                               2,000                               3,000      2,000

    Settlements and Impairments                                                                                        -                                  -                                  -         -
                                                                                                                     ---                                ---                                ---       ---

    Non-GAAP income before income taxes                                                                           64,300                              67,000                             219,500    222,100

    Assumed rate for income tax expense, net *                                                                       38%                                38%                                38%       38%

    Assumed provision for income tax expense, net                                                               (24,400)                           (25,500)                            (83,400)  (84,400)


    Non-GAAP net income                                                                                                     $39,900                                        $41,500                $136,100  $137,700
                                                                                                                            =======                                        =======                ========  ========


    Net income per share - diluted                                                                                            $0.75                                          $0.84                   $2.47     $2.55
                                                                                                                              =====                                          =====                   =====     =====

    Non-GAAP net income per share - diluted                                                                                   $1.23                                          $1.28                   $4.20     $4.25
                                                                                                                              =====                                          =====                   =====     =====


    Weighted average outstanding  shares - diluted                                                                32,500                              32,500                              32,400     32,400


    * A 38% tax rate is assumed in order to approximate the Company's long-term effective corporate tax rate.


    Reconciliation of Forward-Looking Guidance, Net Income to Adjusted EBITDA


                                                                                                                      Guidance Range                                 Guidance Range

                                                                                                                   For the Three Months                          For the Twelve Months

                                                                                                                  Ended December 31, 2016                       Ended December 31, 2016

                                                                                                                  Low                    High                   Low                    High
                                                                                                                  ---                    ----                   ---                    ----

    Net income                                                                                                              $24,400                                        $27,300                 $79,900   $82,700

    Purchase amortization and other related costs                                                                 11,200                              11,200                              46,000     46,000

    Depreciation and other amortization                                                                            6,200                               6,200                              24,600     24,600

    Interest and other expense (income), net                                                                       2,500                               2,500                               9,300      9,300

    Income tax expense, net                                                                                       15,700                              17,500                              51,300     53,100

    Stock-based compensation expense                                                                              10,000                               9,000                              37,000     36,000

    Acquisition and integration related costs                                                                          -                                  -                              2,300      2,300

    Restructuring and related costs                                                                                3,000                               2,000                               3,000      2,000

    Settlements and impairments                                                                                        -                                  -                                  -         -

    Adjusted EBITDA                                                                                                         $73,000                                        $75,700                $253,400  $256,000
                                                                                                                            =======                                        =======                ========  ========

About CoStar Group, Inc.

CoStar Group, Inc. (NASDAQ: CSGP) is the leading provider of commercial real estate information, analytics and online marketplaces. Founded in 1987, CoStar conducts expansive, ongoing research to produce and maintain the largest and most comprehensive database of commercial real estate information. Our suite of online services enables clients to analyze, interpret and gain unmatched insight on commercial property values, market conditions and current availabilities. LoopNet is the most heavily trafficked commercial real estate marketplace online with more than 10 million registered members. Apartments.com, ApartmentFinder.com and ApartmentHomeLiving.com form the premier online apartment resource for renters seeking great apartment homes and provide property managers and owners a proven platform for marketing their properties. Through an exclusive partnership with Move, a subsidiary of News Corporation, Apartments.com is the exclusive provider of apartment community listings across Move's family of websites, which include realtor.com®, doorsteps.com and move.com. CoStar Group's websites attracted an average of nearly 25 million unique monthly visitors in aggregate in the third quarter of 2016. Headquartered in Washington, DC, CoStar maintains offices throughout the U.S. and in Europe and Canada with a staff of approximately 2,800 worldwide, including the industry's largest professional research organization. For more information, visit www.costargroup.com.

This news release contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements include, but are not limited to, statements about CoStar Group's financial expectations, the Company's plans, objectives, expectations and intentions and other statements including words such as "hope," "anticipate," "may," "believe," "expect," "intend," "will," "should," "plan," "estimate," "predict," "continue" and "potential" or the negative of these terms or other comparable terminology. Such statements are based upon the current beliefs and expectations of management of CoStar Group and are subject to significant risks and uncertainties. Actual results may differ materially from the results anticipated in the forward-looking statements. The following factors, among others, could cause or contribute to such differences: the risk that the trends stated or implied by this release cannot or will not be sustained at the current pace, including trends related to sales, bookings, earnings, profitability, revenue, unique visitors and total visits; the risk that the Company is unable to sustain current revenue and earnings growth rates or increase them; the risk that cost management efforts do not produce the expected results or continue to produce historical results; the risk that the Company's plans with respect to the LoopNet information products, related sales efforts and the planned integration with CoStar Suite may change; the risk that revenues for the fourth quarter and full year 2016 will not be as stated in this press release; the risk that net income for the fourth quarter and full year 2016 will not be as stated in this press release; the risk that non-GAAP net income and non-GAAP net income per diluted share for the fourth quarter and full year 2016 will not be as stated in this press release; the risk that adjusted EBITDA for the fourth quarter and full year 2016 will not be as stated in this press release. Additional factors that could cause results to differ materially from those anticipated in the forward-looking statements can be found in CoStar's Annual Report on Form 10-K for the year ended December 31, 2015, and Quarterly Report on Form 10-Q for the quarter ended June 30, 2016, each of which is filed with the SEC, including in the "Risk Factors" section of those filings, and the Company's other filings with the SEC available at the SEC's website (www.sec.gov). CoStar assumes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

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SOURCE CoStar Group, Inc.