Mail Stop 4628
August 13, 2018
Via E-mail
Stephen Kaufer
Chief Executive Officer and President
TripAdvisor, Inc.
400 1st Avenue
Needham, MA 02494
Re: TripAdvisor, Inc.
10-K for Fiscal Year Ended December 31, 2017
Filed February 21, 2018
File No. 001-35362
Dear Mr. Kaufer:
We have limited our review of your filing to your contacts with
countries that have been
identified as state sponsors of terrorism, and we have the following comment.
Our review with
respect to this issue does not preclude further review by the Assistant
Director group with respect
to other issues. In our comment, we ask you to provide us with information so
we may better
understand your disclosure.
Please respond to this comment within ten business days by providing the
requested
information or advise us as soon as possible when you will respond. If you do
not believe our
comment apply to your facts and circumstances, please tell us why in your
response.
After reviewing your response to this comment, we may have additional
comments.
General
1. In a letter to the staff dated January 12, 2016, you discussed the
availability on your
website of certain travel information and services relating to Sudan and
Syria. You also
acknowledged revenue associated with Sudan and Syria. Your website
currently
provides information and services regarding hotels and restaurants in
those countries, and
also in North Korea. North Korea, Sudan and Syria are designated by the
Department of
State as state sponsors of terrorism, and are subject to U.S. economic
sanctions and/or
export controls.
Please describe to us the nature and extent of any past, current, and
anticipated contacts
with North Korea, and any such contacts with Sudan and Syria since your
2016 letter,
including contacts with their governments, whether through subsidiaries,
affiliates,
partners, customers or other direct or indirect arrangements. Please
also discuss the
Stephen Kaufer
TripAdvisor, Inc.
August 13, 2018
Page 2
materiality of those contacts, in quantitative terms and in terms of
qualitative factors that
a reasonable investor would deem important in making an investment
decision. Tell us
the approximate dollar amounts of revenues, assets and liabilities
associated with those
countries for the last three fiscal years and the subsequent interim
period. Address for us
the potential impact of the investor sentiment evidenced by divestment
and similar
initiatives that have been directed toward companies that have
operations associated with
U.S.-designated state sponsors of terrorism.
We remind you that the company and its management are responsible for
the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action
or absence of
action by the staff.
You may contact Daniel Leslie, Staff Attorney, at (202) 551-3876 or me
at (202) 551-
3470 if you have any questions about the comment or our review.
Sincerely,
/s/ Cecilia Blye
Cecilia Blye,
Chief
Office of Global
Security Risk
cc: Barbara Jacobs
Assistant Director
Division of Corporation Finance
Linda C. Frazier
Vice President and Associate General Counsel
TripAdvisor, Inc.