Zillow, Inc. (NASDAQ: Z) and Trulia, Inc. (NYSE: TRLA) announced
today that they each received a Request for Additional Information,
or a "second request," from the United States Federal Trade
Commission (FTC) in connection with the FTC's review of Zillow’s
proposed acquisition of Trulia under the Hart-Scott-Rodino
Antitrust Improvements Act of 1976 (the Act). This second request
from the FTC is a standard part of the full regulatory process.
The transaction, which was announced July 28, 2014, is subject
to approval of both companies’ stockholders and satisfaction of
other customary closing conditions, including expiration or
termination of the waiting period under the Act. The effect of the
second request is to extend the waiting period imposed by the Act
until 30 days after Zillow and Trulia have substantially complied
with the second request, unless that period is extended voluntarily
by the parties or terminated sooner by the FTC. The companies are
gathering information to respond promptly to the second request and
are cooperating with the FTC in connection with its review. Both
companies expect the transaction to close in 2015.
About Zillow, Inc.
Zillow, Inc. (NASDAQ:Z) operates the leading real estate and
home-related information marketplaces on mobile and the Web, with a
complementary portfolio of brands and products that help people
find vital information about homes, and connect with the best local
professionals. Zillow's brands serve the full lifecycle of owning
and living in a home: buying, selling, renting, financing,
remodeling and more. In addition, Zillow offers a suite of tools
and services to help local real estate, mortgage, rental and home
improvement professionals manage and market their businesses.
Welcoming 89 million unique users in July 2014, the Zillow, Inc.
portfolio includes Zillow.com®, Zillow Mobile, Zillow Mortgages,
Zillow Rentals, Zillow Digs®, Postlets®, Diverse Solutions®,
Agentfolio®, Mortech®, HotPads™, StreetEasy® and Retsly™. The
company is headquartered in Seattle.
Zillow.com, Zillow, Postlets, Mortech, Diverse Solutions,
StreetEasy, Agentfolio and Digs are registered trademarks of
Zillow, Inc. HotPads and Retsly are trademarks of Zillow, Inc.
About Trulia, Inc.
Trulia (NYSE: TRLA) gives home buyers, sellers, renters and real
estate professionals all the tools and valuable information they
need to be successful in the home search process. Through its
innovative mobile and web products, Trulia provides
engaged home buyers and sellers essential information about the
house, the neighborhood and the process while connecting them with
the right agents. For agents, Trulia, together with
its MarketLeader subsidiary, provides an end-to-end technology
platform that enables them to find and serve clients, create
lasting relationships and build their business. Founded in 2005,
Trulia is headquartered in San Francisco with offices in New York,
Denver and Seattle. Trulia and the Trulia marker logo are
registered trademarks of Trulia, Inc.
(ZFIN)
Cautionary Note Regarding Forward-Looking Statements
This press release contains forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933 and
Section 21E of the Securities Exchange Act of 1934 that involve
risks and uncertainties, including, without limitation, statements
regarding the ability of the parties to consummate the proposed
merger, satisfaction of closing conditions precedent to the
consummation of the proposed merger, including obtaining necessary
regulatory approvals, and the expectation that the transaction will
close in 2015. Statements containing words such as “may,”
“believe,” “anticipate,” “expect,” “intend,” “plan,” “project,”
“will,” “projections,” “estimate,” or similar expressions
constitute forward-looking statements. Such forward-looking
statements are subject to significant risks and uncertainties and
actual results may differ materially from the results anticipated
in the forward-looking statements. Factors that may contribute to
such differences include, but are not limited to, the risk that
expected cost savings or other synergies from the transaction may
not be fully realized or may take longer to realize than expected;
the risk that the businesses may not be combined successfully or in
a timely and cost-efficient manner; the possibility that the
transaction will not close, including, but not limited to, due to
the failure to obtain shareholder approval or the failure to obtain
governmental approval; and the risk that business disruption
relating to the merger may be greater than expected. The foregoing
list of risks and uncertainties is illustrative, but is not
exhaustive. Additional factors that could cause results to differ
materially from those anticipated in forward-looking statements can
be found under the caption “Risk Factors” in Zillow’s Quarterly
Report on Form 10-Q for the quarterly period ended June 30, 2014,
Trulia’s Quarterly Report on Form 10-Q for the quarterly period
ended June 30, 2014, and in Zillow’s and Trulia’s other filings
with the Securities and Exchange Commission. Except as may be
required by law, neither Zillow nor Trulia intend, nor undertake
any duty, to update this information to reflect future events or
circumstances.
Additional Information and Where to Find It
In connection with the proposed transaction, Zillow and Trulia
will file a joint proxy statement/prospectus with the Securities
and Exchange Commission, and the new holding company will file a
Registration Statement on Form S-4 with the Securities and Exchange
Commission. INVESTORS AND SECURITYHOLDERS ARE URGED TO READ THE
REGISTRATION STATEMENT AND JOINT PROXY STATEMENT/PROSPECTUS
(INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) REGARDING THE
PROPOSED TRANSACTION WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL
CONTAIN IMPORTANT INFORMATION. Investors and security holders will
be able to obtain free copies of the registration statement and
joint proxy statement/prospectus (when they become available) and
other documents filed by Zillow and Trulia at the Securities and
Exchange Commission’s web site at www.sec.gov. Copies of the
registration statement and joint proxy statement/prospectus (when
they become available) and the filings that will be incorporated by
reference therein may also be obtained, without charge, from
Zillow’s website, www.zillow.com, under the heading “Investors” in
the “About” tab or by contacting Zillow Investor Relations at (206)
470-7137. These documents may also be obtained, without charge,
from Trulia’s website, www.trulia.com, under the tab “Investor
Relations” or by contacting Trulia Investor Relations at (415)
400-7238.
Participants in Solicitation
The respective directors and executive officers of Zillow and
Trulia and other persons may be deemed to be participants in the
solicitation of proxies in respect of the proposed transaction.
Information regarding Zillow’s directors and executive officers is
available in its proxy statement filed with the SEC by Zillow on
April 17, 2014, and information regarding Trulia’s directors and
executive officers is available in its proxy statement filed with
the SEC by Trulia on April 22, 2014. Other information regarding
the participants in the proxy solicitation and a description of
their direct and indirect interests, by security holdings or
otherwise, will be contained in the joint proxy
statement/prospectus and other relevant materials to be filed with
the SEC (when they become available). These documents can be
obtained free of charge from the sources indicated above.
ZILLOW CONTACTS:Katie Curnutte, 206-757-2785Media
relationspress@zillow.comorRaymond Jones, 206-470-7137Investor
relationsir@zillow.comorTRULIA CONTACTS:Matt Flegal,
415-400-7307Media relationspr@trulia.comorIan Lee,
415-400-7238Investor relationsir@trulia.com
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