Taleo

Summary

This summary highlights information contained elsewhere in this prospectus. This summary does not contain all of the information that you should consider before deciding to invest in our Class A common stock. You should read this entire prospectus carefully before making an investment decision, including the “Risk Factors” section and the consolidated financial statements and the notes to those statements.

We are a leading provider of enterprise staffing management solutions that enable large organizations to establish, automate and manage worldwide staffing processes for professional, hourly and temporary staff. Organizations seek to improve their staffing management processes not only to reduce the time and costs associated with these processes but, more importantly, to enhance the quality, productivity and satisfaction of their workforces. Our customers use our suite of solutions to achieve these goals through better management of their enterprise staffing, including internal employee mobility programs. Our solutions incorporate resource allocation principles, similar to those deployed successfully in supply chain management automation, to more accurately match total labor demand and supply across complex organizations. The configuration capabilities of our solutions allow large organizations to create variable workflows to address the unique staffing requirements associated with different employee types, locations, languages and regulatory environments, while maintaining enterprise-wide staffing process consistency. Our solutions support workforce analytics, such as staffing metrics reporting, staffing process benchmarking and employee skills inventory management.

Our solutions have been designed to provide a high level of functional configurability without the need for application source code customization. This approach allows us to streamline the development, enhancement and maintenance of our solutions. Our technology architecture enables our customers to access and use their secure content and data across many of our solutions. Our solutions are web-native and accessed using a standard web browser, which significantly reduces the time and costs associated with enterprise-wide deployments. Further, our subscription-based business model enables our customers to make use of our solutions with a lower up-front investment while providing a stream of recurring revenue that allows us to more accurately predict our financial performance.

We market our solutions to large organizations through our direct sales force and indirectly to large and mid-sized organizations through our strategic partnerships with leading business process outsourcing providers. We deliver our solutions to more than 140 customers that include leaders in the technology, manufacturing, business services, consumer goods, retail, energy, healthcare, financial services and transportation sectors, such as HP, Honeywell, Mercer, P&G, Starbucks, SUEZ, UnitedHealth Group, Washington Mutual and Yellow Corporation.

Enterprise staffing management is a complex process with multiple, interconnected elements that together play a vital role in attracting, qualifying, and enhancing the quality and satisfaction of an organization’s valuable human capital. Organizations no longer view human capital solely as an expense to be minimized, but instead as an asset to be maximized. This shift in thinking has mirrored the evolution of staffing management from a manual, paper-based practice to a technology-enabled, enterprise-wide process. A strategic view of enterprise staffing management requires solutions that automate discrete staffing functions and improve the effectiveness and consistency of staffing processes.

According to the Bureau of Economic Analysis, an agency of the U.S. Department of Commerce, the amount spent on U.S. labor in 2003 was approximately $6.2 trillion, or 56% of total gross domestic product. With labor comprising such a significant percentage of corporate cost structures, many organizations have acquired technologies and outsourced staffing-related functions in an effort to reduce costs and improve the efficiency of their human capital assets. In April 2003, an independent market research firm, International Data Corporation, or IDC, estimated that U.S. recruiting and staffing services spending would grow from $25.2 billion in 2003 to $36.6 billion by 2007, a compound annual growth rate of 10%. The fastest growing component of this aggregate IDC forecast, the end-to-end hiring process automation solutions market, is expected to grow from $165.4 million in 2003 to approximately $655.7 million in 2007, which represents a compound annual growth rate of 41%. This estimate does not include the market opportunity for temporary staffing process automation solutions, or the market for end-to-end hiring process automation solutions outside the United States.

In order to increase their return on investment in human capital, large organizations must optimize staffing and internal employee mobility processes to create and sustain a competitive advantage based on one of the most important differentiators in today’s knowledge economy: human capital. Effective enterprise staffing processes must enable organizations to:

Just as supply chain optimization maximizes the return on physical assets, our enterprise staffing management solutions are designed to maximize the return on human capital assets by increasing the accuracy with which people are matched with jobs, the quality and speed of hires, and the effectiveness of redeployment. By driving enterprise-wide participation in the staffing supply chain, we help our customers establish systematic processes and enable these processes through the use of our configurable technology to increase the quality of their workforces.

Key Benefits of Our Solutions:

Key Benefits of Our Business Model:

Our strategy is to be the leading global provider of enterprise staffing management and workforce logistics solutions. Key elements of our strategy include:

We were incorporated in Delaware in 1999, and changed our name from Recruitsoft, Inc. to Taleo Corporation in March 2004. In October of 2003, we acquired White Amber, Inc., a vendor of staffing management solutions for temporary staff. Our principal offices are located at 182 Second Street, Fifth Floor, San Francisco, California 94105, and 330 St-Vallier East, Suite 400, Quebec, QC, Canada, G1K 9C5. Our telephone numbers at these locations are (415) 538-9068 and (418) 524-5665, respectively. We intend to change our website address from http://www.recruitsoft.com to http://www.taleo.com. Our website and the information contained therein or connected thereto is not a part of this prospectus.

The number of shares of Class A common stock to be outstanding after the offering excludes:

Unless otherwise noted, the information in this prospectus:

The following table sets forth a summary of our consolidated financial data for the periods presented. This summary consolidated financial data should be read together with “Selected Consolidated Financial Data,” “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and our consolidated financial statements and related notes contained elsewhere in this prospectus. The unaudited pro forma condensed combined consolidated statement of operations data for the year ended December 31, 2003 is derived from the historical financial statements of Taleo and White Amber using the purchase method of accounting and presented as if the combination had taken place on January 1, 2003. See “Unaudited Pro Forma Condensed Combined Financial Statement” for additional information concerning the unaudited pro forma statement of operations. The pro forma as adjusted balance sheet data reflects: (a) the automatic conversion of our outstanding preferred stock into Class A common stock, including accreted dividends; (b) the exercise of warrants to purchase 2,917,030 shares of Class A common stock; and (c) our receipt of the estimated net proceeds from the sale of shares of Class A common stock in this offering at an assumed initial public offering price of $ per share after deducting the estimated underwriting discounts and commissions and the estimated offering expenses payable by us.