`Date: August 27, 2014
`
`Trials@uspto.gov
`571-272-7822
`
`
`
`
`
`UNITED STATES PATENT AND TRADEMARK OFFICE
`_____________
`
`BEFORE THE PATENT TRIAL AND APPEAL BOARD
`____________
`
`TRULIA, INC.,
`Petitioner,
`
`v.
`
`ZILLOW, INC.,
`Patent Owner.
`
`____________
`
`Case CBM2013-000561
`Patent 7,970,674
`____________
`
`Before JAMESON LEE, JOSIAH C. COCKS, and MICHAEL W. KIM,
`Administrative Patent Judges.
`
`LEE, Administrative Patent Judge.
`
`
`
`Order
`Conduct of Proceeding
`37 C.F.R. § 42.5
`
`
`
`
`
`
`1 Case CBM2014-00115 has been joined with this proceeding.
`
`
`
`
`
`CBM2013-00056
`Patent 7,970,674
`
`
`
`Introduction
`On August 18, 2014, the parties filed a Joint Motion to Modify Schedule.
`
`Paper 31. Specifically, the parties seek “to modify Due Dates 3–7 in the Revised
`Scheduling order (Paper No. 24) by one year, but no less than six months, in view
`of a merger agreement between the parties.” Id. at 1. According to the parties, the
`merger is expected to “close” sometime in 2015, and the merger agreement has
`been submitted for review by the Federal Trade Commission. Id. The parties
`imply that FTC approval is condition precedent to closing the merger transaction.
`Discussion
`The parties represent that “an initial waiting period” for FTC review expires
`
`on September 3, 2014, but that the FTC may extend that waiting period “anywhere
`from 6 to 9 months.” Paper 31, 1. Thus, September 3, 2014, appears to be a
`critical date. We defer a decision on the motion until after September 3, 2014, and
`ask the parties to provide the following supplemental information:
`
`1.
`If FTC does not extend the initial waiting period beyond
`September 3, 2014, what extension or adjustment of due dates, if any,
`do the parties require, and why?
`
`2.
`To what extent are the parties bound by the merger
`agreement, in the sense that neither is free to cancel it, before or after
`FTC approval?
`
`3.
`Are the parties free to change the terms of the merger
`agreement while the agreement is pending review by the FTC, and if
`so, how would that modification affect the period of FTC review?
`
`4.
`If the merger transaction is consummated, how would
`that affect this proceeding, e.g., will there be a joint motion to
`
`2
`
`
`
`
`
`
`CBM2013-00056
`Patent 7,970,674
`
`
`
`terminate proceeding without reaching the merits, or some other
`resolution?
`
`5. Why are the parties unable to settle this proceeding now,
`by agreeing to terms of settlement which take into full consideration
`of the likelihood of FTC approval of the merger agreement, with any
`uncertainty reflected in the specific terms of settlement?
`
`6. What is the basis for the statement in the motion that this
`proceeding “is likely to terminate”?
`
`7. What is the worst case scenario in terms of the time it
`would take for the FTC to decide on whether to approve the merger
`agreement?
`
`Order
`
`It is
`
`ORDERED that the parties have until September 5, 2014, to provide the
`
`information sought in the above-noted inquiries, limited to ten pages, and to
`provide an update as to whether the FTC has extended the initial waiting period;
`
`FURTHER ORDERED that the parties are invited to call the Board in
`connection with any question regarding providing a meaningful answer to the
`above-noted inquires; and
`
`FURTHER ORDERED that the parties are authorized to stipulate to
`different Due Dates 1–5, provided that none extends beyond Due Date 6.
`
`3
`
`
`
`
`
`
`
`
`CBM2013-00056
`Patent 7,970,674
`
`For Petitioner:
`Michael Rosato
`Jennifer Schmidt
`WILSON SONSINI GOODRICH & ROSATI
`mrosato@wsgr.com
`jschmidt@wsgr.com
`
`For Patent Owner:
`Steven D. Lawrenz
`Ryan J. McBrayer
`PERKINS COIE, LLP
`slawrenz@perkinscoie.com
`rmcBrayer@perkinscoie.com
`
`
`
`
`4
`
`
`
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