Trulia Proposes $150M Notes Offering

SAN FRANCISCO-Locally based Trulia Inc. intends to offer, subject to market conditions and other factors, $150 million aggregate principal amount of its convertible senior notes due 2020 in a private placement to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933. Trulia also expects to grant the initial purchasers of the notes a 30-day option to purchase up to an additional $22.5 million aggregate principal amount of the notes to cover over-allotments, if any.

The notes will be convertible into shares of Trulia's common stock at the option of the holders at any time prior to the close of business on the business day immediately preceding the maturity date. The shares issuable upon conversion of the notes will be deemed outstanding for purposes of determining Trulia's net income and earnings per share.

Trulia may not redeem the notes prior to Dec. 20, 2018. Trulia may redeem the notes, at its option, in whole or in part, on or after Dec. 20, 2018 if the last reported sale price of its common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period ending within two trading days immediately prior to the date on which Trulia provides notice of redemption at a redemption price equal to 100% of the principal amount of the notes being redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date.

Final terms of the notes, including the interest rate, initial conversion rate, and other terms, will be determined by negotiations between Trulia and the initial purchasers of the notes.

Trulia intends to use up to $30 million of the net proceeds from the offering to repurchase shares of its common stock from purchasers of the notes concurrently with this offering through one of the initial purchasers or its affiliate as Trulia's agent, and to use approximately $7.2 million of the net proceeds to repay all of the amounts outstanding under its credit facility and to terminate this facility upon the closing of the offering. Trulia intends to use the remainder of the net proceeds from the offering for working capital and other general corporate purposes, and may use a portion of the net proceeds to acquire or invest in complementary businesses, products, services, technologies, or other assets.