LOCK - LIFELOCK, INC.
Form 424B4 Period: OCT.03.12 Date Filed: OCT.03.12
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  Form 424B4 (Entire Filing)

Filing Body

Page 1: Filed pursuant to Rule 424(b)(4)

Page 2: N/A

Page 3: TABLE OF CONTENTS

Page 4: PROSPECTUS SUMMARY

Page 5: Industry Overview

Page 6: Challenges in Effectively Protecting Against Identity Theft and Identity Fraud

Page 7: Our Strategy

Page 8: Risk Factors

Page 9: THE OFFERING

Page 10: N/A

Page 11: N/A

Page 12: Summary Consolidated Financial and Other Data

Page 13: N/A

Page 14: N/A

Page 15: N/A

Page 16: N/A

Page 17: RISK FACTORS

Page 18: Our business is highly dependent upon our brand recognition and reputation, and the failure to maint

Page 19: We face intense competition, and we may not be able to compete effectively, which could reduce deman

Page 20: We could lose our access to data sources, which could cause us competitive harm and have a material

Page 21: We may lose customers and significant revenue and fail to attract new customers if our existing serv

Page 22: We depend on strategic partners in our consumer business, and our inability to maintain our existing

Page 23: A limited number of enterprise customers provide a significant portion of our enterprise revenue, an

Page 24: If we experience system failures or interruptions in our telecommunications or information technolog

Page 25: Changes in the economy may significantly affect our business, operating results, and financial condi

Page 26: We have identified a material weakness in our internal control over financial reporting, and we cann

Page 27: The failure to manage our growth may damage our brand recognition and reputation and harm our busine

Page 28: Any acquisitions that we undertake could be difficult to integrate, which could disrupt and harm our

Page 29: N/A

Page 30: We are subject to extensive government regulation, which could impede our ability to market and prov

Page 31: Changes in legislation or regulations governing consumer privacy may affect our ability to collect,

Page 32: The FTC Stipulated Final Judgment and Order for Permanent Injunction and Other Equitable Relief, as

Page 33: The outcome of litigation or regulatory proceedings could subject us to significant monetary damages

Page 34: A failure of the insurance companies that underwrite the identity theft insurance provided as part o

Page 35: If we are unable to protect our intellectual property, including our LifeLock brand, the value of ou

Page 36: Our business depends on our ability to utilize intellectual property, technology, and content owned

Page 37: Because we recognize revenue in our consumer business from our members over the term of their subscr

Page 38: Increases in credit card processing fees would increase our operating expenses and adversely affect

Page 39: Covenants in our senior credit facility impose, and any future debt arrangements may impose, signifi

Page 40: Our ability to use our net operating loss carry-forwards and certain other tax attributes may be lim

Page 41: Participants in our directed share program who have executed a lock-up agreement with the underwrite

Page 42: Future sales and issuances of our common stock or rights to purchase common stock by us, including p

Page 43: Certain underwriters have interests in this offering beyond customary underwriting discounts and hav

Page 44: Our directors, executive officers, and principal stockholders will continue to have substantial cont

Page 45: Anti-takeover provisions could impair a takeover attempt and adversely affect existing stockholders.

Page 46: We will have broad discretion over the use of the proceeds we receive in this offering and may not a

Page 47: SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

Page 48: MARKET, INDUSTRY, AND OTHER DATA

Page 49: USE OF PROCEEDS

Page 50: DIVIDEND POLICY

Page 51: CAPITALIZATION

Page 52: N/A

Page 53: DILUTION

Page 54: N/A

Page 55: SELECTED CONSOLIDATED FINANCIAL AND OTHER DATA

Page 56: N/A

Page 57: N/A

Page 58: N/A

Page 59: Non-GAAP Financial Measures

Page 60: N/A

Page 61: Free Cash Flow

Page 62: MANAGEMENT S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

Page 63: Our Business Model

Page 64: Key Metrics

Page 65: Member retention rate.

Page 66: Key Financial Metrics

Page 67: Mix of members by services, billing cycle, and distribution channel

Page 68: Basis of Presentation and Key Components of Our Results of Operations

Page 69: Gross Margin

Page 70: Amortization of Acquired Intangible Assets

Page 71: N/A

Page 72: Results of Operations

Page 73: Comparison of the Six Months Ended June 30, 2011 and 2012

Page 74: Cost of Services and Gross Profit

Page 75: General and Administrative

Page 76: Income tax (benefit) expense

Page 77: Cost of Services and Gross Profit

Page 78: General and Administrative

Page 79: Comparison of the Years Ended December 31, 2009 and 2010

Page 80: Sales and Marketing

Page 81: Other Income (Expense)

Page 82: Quarterly Results of Operations

Page 83: N/A

Page 84: N/A

Page 85: Liquidity and Capital Resources

Page 86: Operating Activities

Page 87: Investing Activities

Page 88: Debt Obligations

Page 89: Prior Debt Obligations

Page 90: Letters of Credit

Page 91: Critical Accounting Policies

Page 92: Share-Based Compensation

Page 93: Stock Option Grants and Common Stock Valuations

Page 94: N/A

Page 95: February 2011 Grant

Page 96: November 2011 Grant

Page 97: May 2012 Grant

Page 98: Goodwill and Other Intangible Assets

Page 99: Operating Segments

Page 100: Income Taxes

Page 101: Contingencies

Page 102: Recent Accounting Pronouncements

Page 103: BUSINESS

Page 104: N/A

Page 105: Challenges in Effectively Protecting Against Identity Theft and Identity Fraud

Page 106: Our Solution

Page 107: Our Competitive Strengths

Page 108: Our Strategy

Page 109: The LifeLock Ecosystem

Page 110: Technology Platform

Page 111: N/A

Page 112: Enterprise Services

Page 113: Partner distribution channels

Page 114: Enterprise Customers.

Page 115: Governmental Regulation

Page 116: Employees

Page 117: Facilities

Page 118: N/A

Page 119: MANAGEMENT

Page 120: Chris Power

Page 121: Lawrence McIntosh

Page 122: Albert A. (Rocky) Pimentel

Page 123: Board Composition

Page 124: Board Leadership and Risk Oversight

Page 125: Compensation Committee

Page 126: Nominating/Corporate Governance Committee

Page 127: Director Compensation

Page 128: N/A

Page 129: EXECUTIVE COMPENSATION

Page 130: Outstanding Equity Awards as of December 31, 2011

Page 131: Employment and Other Agreements

Page 132: Chris Power

Page 133: N/A

Page 134: Employee Benefit and Stock Plans

Page 135: Grant Limits

Page 136: Bonus Stock and Awards in Lieu of Cash Obligations.

Page 137: Other Terms of Awards.

Page 138: Amended and Restated 2006 Incentive Compensation Plan

Page 139: Stock Options

Page 140: Performance Awards

Page 141: Adjustment

Page 142: Options to Purchase/Purchase of Shares

Page 143: 2012 Performance Bonus Plan

Page 144: N/A

Page 145: Amendment and Termination

Page 146: Limitation on Liability and Indemnification Matters

Page 147: CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS

Page 148: Investors Rights Agreement

Page 149: Indemnification of Officers and Directors

Page 150: PRINCIPAL AND SELLING STOCKHOLDERS

Page 151: N/A

Page 152: N/A

Page 153: DESCRIPTION OF CAPITAL STOCK

Page 154: Common Stock

Page 155: Options

Page 156: S-3 Registration Rights

Page 157: Section 203 of the Delaware General Corporation Law

Page 158: Choice of Forum

Page 159: SHARES ELIGIBLE FOR FUTURE SALE

Page 160: Lock-Up Agreements

Page 161: MATERIAL U.S. FEDERAL INCOME

Page 162: Gain on Disposition of Common Stock

Page 163: Information Reporting and Backup Withholding

Page 164: Federal Estate Tax

Page 165: UNDERWRITING (CONFLICTS OF INTEREST)

Page 166: N/A

Page 167: N/A

Page 168: Conflicts of Interest

Page 169: Notice to Prospective Investors in the European Economic Area

Page 170: Notice to Prospective Investors in Singapore

Page 171: Notice to Prospective Investors in

Page 172: LEGAL MATTERS

Page 173: www.lifelock.com

Page 174: UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS

Page 175: Unaudited Pro Forma Condensed Combined Statement of Operations

Page 176: Unaudited Pro Forma Interim Condensed Combined Statement of Operations

Page 177: Notes to Unaudited Pro Forma Condensed Combined Financial Statements

Page 178: N/A

Page 179: LIFELOCK, INC.

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Page 207: Report of Independent Registered Public Accounting Firm

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Page 232: ID Analytics, Inc. and Subsidiary

Page 233: Report of Independent Auditors

Page 234: ID Analytics, Inc. and Subsidiary

Page 235: ID Analytics, Inc. and Subsidiary

Page 236: ID Analytics, Inc. and Subsidiary

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Page 238: ID ANALYTICS, INC. AND SUBSIDIARY

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Page 247: ID Analytics, Inc. and Subsidiary

Page 248: INDEPENDENT AUDITORS REPORT

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