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TRULIA,_INC._S1_20120817

TRULIA,_INC._S1_20120817

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Published by: ybigalow on Aug 22, 2012
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07/06/2014

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TRULIA,INC.  
FORMS-1  
(SecuritiesRegistrationStatement)  
Filed08/17/12   
Address116NEWMONTGOMERYSTREET    SUITE300   SANFRANCISCO,CA94105   Telephone(415)648-4358   CIK0001349454   SICCode   
7374-ComputerProcessingandDataPreparationandProcessingServices  
FiscalYear12/31  
http://i-metrix.edgar-online.com     ©Copyright2012,EDGAROnline,Inc.AllRightsReservedDistributionanduseofthisdocumentrestrictedunderEDGAROnline,Inc.TermsofUse
 
Table of Contents
As filed with the Securities and Exchange Commission on August 17, 2012Registration No. 333-
UNITED STATESSECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM S-1REGISTRATION STATEMENT
UNDERTHE SECURITIES ACT OF 1933
Trulia, Inc.
(Exact name of Registrant as specified in its charter)116 New Montgomery Street, Suite 300San Francisco, California 94105415.648.4358(Address, including zip code, and telephone number, including area code, of Registrant’s principal executive offices)Peter FlintChief Executive OfficerTrulia, Inc.116 New Montgomery Street, Suite 300San Francisco, California 94105415.648.4358(Name, address, including zip code, and telephone number, including area code, of agent for service)
Copies to:
Approximate date of commencement of proposed sale to the public
: As soon as practicable after this registration statement becomes effective.If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act, check the following box:
If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act registrationstatement number of the earlier effective registration statement for the same offering.
If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of theearlier effective registration statement for the same offering.
If this Form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of theearlier effective registration statement for the same offering.
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “largeaccelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):
CALCULATION OF REGISTRATION FEE
The registrant hereby amends this registration statement on such date or dates as may be necessary to delay its effective date until the registrant shall file a further amendment whichspecifically states that this registration statement shall thereafter become effective in accordance with Section 8(a) of the Securities Act of 1933 or until the registration statement shall becomeeffective on such date as the Commission, acting pursuant to said Section 8(a), may determine.
Delaware 7379 20-2958261(State or other jurisdiction of incorporation or organization)(Primary Standard IndustrialClassification Code Number)(I.R.S. EmployerIdentification Number)David J. Segre, Esq.Rezwan D. Pavri, Esq.Wilson Sonsini Goodrich & Rosati, P.C.650 Page Mill RoadPalo Alto, California 94304650.493.9300Scott Darling, Esq.Vice President & General CounselTrulia, Inc.116 New Montgomery Street, Suite 300San Francisco, California 94105415.648.4358Richard A. Kline, Esq.Anthony J. McCusker, Esq.Goodwin Procter LLP135 Commonwealth DriveMenlo Park, California 94025650.752.3100
Large accelerated filer
Accelerated filer
Non-accelerated filer
(Do not check if a smaller reporting company) Smaller reporting company
Title of Each Class of Securities to be RegisteredProposed Maximum AggregateOffering Price Amount of Registration Fee
Common Stock, $0.00001 par value per share $75,000,000 $8,595(1) Estimated solely for the purpose of computing the amount of the registration fee pursuant to Rule 457(o) under the Securities Act of 1933, as amended.(2) Includes the aggregate offering price of additional shares that the underwriters have the option to purchase to cover overallotments, if any.
( 1)(2)
 
Table of ContentsThe information in this preliminary prospectus is not complete and may be changed. These securities may not be sold until theregistration statement filed with the Securities and Exchange Commission is effective. This preliminary prospectus is not an offer to sellnor does it seek an offer to buy these securities in any jurisdiction where the offer or sale is not permitted.Subject To Completion. Dated August 17, 2012
SharesCommon Stock
This is an initial public offering of shares of common stock of Trulia, Inc.Trulia is offering shares to be sold in this offering.Prior to this offering, there has been no public market for the common stock. It is currently estimated that the initial public offering priceper share will be between $ and $ . Trulia intends to apply to list the common stock on the New York Stock Exchange under thesymbol “TRLA.”
We are an “emerging growth company” as defined under the federal securities laws and, as such, may elect to comply with certainreduced public company reporting requirements for future filings. See “ Risk Factors” on page 13 to read about factors you should consider before buying shares of the common stock.
Neither the Securities and Exchange Commission nor any other regulatory body has approved or disapproved of these securitiesor passed upon the accuracy or adequacy of this prospectus. Any representation to the contrary is a criminal offense.
To the extent that the underwriters sell more than shares of common stock, the underwriters have the option to purchase up to anadditional shares from Trulia at the initial public offering price less the underwriting discount.The underwriters expect to deliver the shares on or about , 2012.
Prospectus dated , 2012
Per Share Total
Initial public offering price$ $Underwriting discount $ $Proceeds, before expenses, to Trulia $ $
J.P. Morgan Deutsche Bank SecuritiesRBC Capital Markets Needham & Company William Blair