form_8k.htm
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of
1934
Date
of
Report (Date of earliest event reported): November 23,
2007
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COSTAR
GROUP, INC.
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(Exact
name of registrant as specified in its
charter)
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Delaware
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0-24531
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52-2091509
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(State
or other jurisdiction of
incorporation)
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(Commission
File
Number)
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(IRS
Employer Identification
No.)
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2
Bethesda Metro Center, Bethesda, Maryland
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20814
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code (301) 215-8300
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Not
Applicable
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(Former
name or former address, if changed since last
report.)
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Check
the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions (see General Instruction A.2. below):
[
]
Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[
]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[
]
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act
(17 CFR 240.14d-2(b))
[
]
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act
(17 CFR 240.13e-4(c))
Item
1.01. Entry into a Material Definitive
Agreement
On
November 23, 2007, FOCUS Information Limited (“FOCUS”), a wholly owned U.K.
subsidiary of CoStar Group, Inc. (“CoStar”), and Nokia UK Limited (“Landlord”)
entered into an Agreement for Lease (“Agreement for Lease”). Pursuant
to the Agreement for Lease, FOCUS has agreed to enter into an Underlease
(the
“Lease”) for approximately 7,900 square feet of office space located at First
Floor Offices, 10 Great Pulteney Street, London W1 (the “Property”), effective
two business days after certain conditions have been satisfied under the
Agreement for Lease, including obtaining the consent of the freeholder and
the
superior landlord to the grant of the Lease. The Lease has a maximum
term ending June 19, 2021, with early termination at FOCUS’ option on June 24,
2010 or June 24, 2015, with advance notice and subject to payment by FOCUS
to
the Landlord of a termination fee of up to 24 months’ rent. The
initial base rent is £442,848 per year (excluding VAT, parking, insurance and
service charges), subject to rent reviews on June 24, 2010, June 24, 2015
and
June 24, 2020, at which time the rent will be the higher of the then current,
open market rental rate and the rent payable immediately prior to the rent
review. Rent is payable beginning 10 months from October 22,
2007.
On
November 23, 2007, CoStar entered into the Agreement for Lease as guarantor
and
primary obligor. CoStar is jointly and severally liable with FOCUS
for the fulfillment of FOCUS’ obligations under the Agreement for Lease and has
agreed to indemnify the Landlord against liability arising out of any default
by
FOCUS under the Agreement for Lease. Pursuant to the terms of the
Agreement for Lease, CoStar is obligated to enter into the Lease as guarantor
and primary obligor and will be jointly and severally liable with FOCUS for
the
fulfillment of FOCUS’ obligations under the Lease
Item
2.03. Creation of a Direct Financial Obligation or an Obligation
under an Off-Balance Sheet Arrangement of a Registrant.
The
disclosure set forth above under Item 1.01 is hereby incorporated by reference
into this Item 2.03.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant
has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
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COSTAR
GROUP, INC.
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By:
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Date:
November 29, 2007
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/s/
Andrew
Florance
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Name:
Andrew Florance
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Title: Chief
Executive Officer
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