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infoUSA
Inc.
(Name
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Registrant as Specified In Its Charter)
Dolphin
Limited Partnership I, L.P.
Dolphin
Financial Partners,
L.L.C.
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PRESS
RELEASE
Contact:
Arthur B.
Crozier
Innisfree
M&A Incorporated
(212)
750-5833
DOLPHIN
NOT SURPRISED BY NEW DIRECTOR APPOINTMENT
FROM
IUSA “OLD BOY” NETWORK - FOLLOWS PLUMMETING
GOVERNANCE
RATING BY THE CORPORATE LIBRARY
STAMFORD,
CONNECTICUT, April 3, 2006 -- On March 30, 2006 infoUSA
Inc.
(NASDAQ : IUSA) announced that the board had hand picked yet another director,
Bernard W. Reznicek, to fill the vacancy created by the most recent resignation
from a rotating board which Dolphin believes is riddled with interlocks and
relationships that raise serious concerns about its independence.
Mr.
Reznicek has been a director of CSG Systems International, Inc. (CSGS) since
1997. Mr. George Haddix is a co-founder and former CEO of CSGS and was a
director from March 1995 until May 2005. Since March 1995, Mr. Haddix has been
a
director of IUSA and he is the Chairman of the Nominating and Corporate
Governance Committee.
According
to public filings, in 1994 IUSA invested $500,000 in Trident Capital. In 1997,
the Company invested an additional $500,000 in CSG Acquisition Fund, a limited
partnership organized by Trident Capital to acquire CSG Holdings, Inc. In 1999,
infoUSA.com, a subsidiary of IUSA, received $10 million from Trident Capital.
That same year, Donald R. Dixon, Trident’s managing director, was appointed
Chairman of infoUSA.com. Mr. Dixon was a director of IUSA until September 1996,
and was also a director of CSGS.
Also,
Mr.
Reznicek was the Dean of the College of Business Administration at Creighton
University from 1994 through 1996. Dr. Vasant Raval, an IUSA director and
Chairman of its Audit Committee, has been a Professor and Chairman of the
Department of Accounting at the College of Business Administration at Creighton
University since 2001. Dr. Raval has also been a Professor, Associate Dean
and a
Director of Graduate Programs at the College of Business Administration which
has been involved with the Indian Institute of Technology (IIT) for over 10
years. Mr. Vinod Gupta is an alumni of IIT and in 2002, the Vinod Gupta School
of Management at IIT partnered with Creighton’s College of Business
Administration to exchange students and faculty and develop a joint graduate
certificate program. Mr. Haddix is also on the board of directors of Creighton
University.
Unaffiliated
IUSA holders will have a chance to weigh in on the performance of, and the
interconnected relationships among, Mr. Haddix, Dr. Raval and Mr. Vinod Gupta
as
they are all up for election at the 2006 annual shareholder
meeting.
A
Dolphin
spokesman commented: “On March 15, 2006, Dolphin nominated an outstanding
independent candidate (not affiliated with Dolphin or its principals), Karl
L.
Meyer to fill this vacancy hoping that the board would have recognized the
pressing need for an independent director committed to ensuring that the
interests of all unaffiliated shareholders are vigorously represented. Dolphin
never received a response to its nomination. Instead the board, dominated by
Mr.
Vinod Gupta with his 34% outright holdings, reached out again to what seems
to
Dolphin as the IUSA “Old Boy” network to fill the vacancy. To add insult to
injury, the IUSA board installed Mr. Reznicek on the Nominating and Corporate
Governance Committee.
The
board’s most recent action is all the more shocking in light of the March 10,
2006 downgrade of IUSA’s Board Composition Rating to a “D” by the well respected
corporate governance rating agency, The Corporate Library, “due to concerns
about related party transactions with the CEO, Chairman and dominant
shareholder, Vinod Gupta.” The Corporate Library has also given IUSA a “D” in
its Board Effectiveness Rating and determined that its Board Risk Assessment
is
“High”.
The
Dolphin spokesman continued, “With institutional holders and now a respected
governance rating agency effectively calling for a complete governance overhaul,
the IUSA board appears to need a hearing aid as, the only voice that can be
heard is that of Mr. Vinod Gupta.
For
the
voices of unaffiliated shareholders to be heard, new independent directors
must
be elected at this year’s May 26, 2006 annual shareholder meeting. Dolphin has
nominated three such directors, Malcolm M. Aslin, Karl L. Meyer and Robert
A.
Trevisani, all of whom are committed to vigorously pursuing all avenues to
maximize value for all shareholders including testing Mr. Vinod Gupta’s public
statement that he “believed that IUSA was worth in excess of $18 per share”,
made three months before he proceeded to offer $11.75 per share for the Company.
Dolphin looks forward to communicating with shareholders about these independent
nominees and their program upon the distribution of Dolphin’s proxy
materials.”
###
The
following is a list of the names and stockholdings, if any, of persons who
may
be deemed to be “participants” in Dolphin’s solicitation with respect to the
shares of the Company: Dolphin owns beneficially and of record 1,000 shares
of
common stock and beneficially but not of record, together with its affiliate,
an
aggregate of 1,999,000 shares of common stock of the Company’s outstanding
stock. Donald T. Netter, as Senior Managing Director of Dolphin, and Brett
J.
Buckley and Justin A. Orlando, both as Managing Directors of Dolphin, may also
be deemed to be participants but do not individually own any common stock of
the
Company. Malcolm “Mick” M.
Aslin, Karl L. Meyer and Robert A. Trevisani, as nominees for election as
directors of infoUSA
Inc.,
may also be deemed to be participants but do not individually own any common
stock of the Company.
Dolphin
intends to disseminate a proxy statement with respect to its solicitation in
support of its nomination of directors at the Company’s 2006 annual meeting.
Shareholders should read this proxy statement if and when it becomes available
because it will contain important information. Shareholders will be able to
obtain copies of the proxy statement, related materials and other documents
filed with the Securities and Exchange Commission’s web site at http://www.sec.gov
without
charge when these documents become available. Shareholders will also be able
to
obtain copies of that proxy statement and related materials without charge,
when
available, from Innisfree M&A Incorporated by oral or written request to:
501 Madison Avenue, New York, New York 10022, telephone (212)
750-5833.