defa14a
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
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Preliminary Proxy Statement |
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Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
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Definitive Proxy Statement |
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Soliciting Material Under Section 240.14a-12 |
INFOUSA INC.
(Name of Registrant as Specified in Its Charter)
N/A
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
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Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11. |
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pursuant to Exchange Act Rule 0-11 (set forth the amount on which
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is calculated and state how it was determined): |
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Fee paid previously with preliminary materials. |
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Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2)
and identify the filing for which the offsetting fee was paid previously. Identify the
previous filing by registration statement number, or the Form or Schedule and the date
of its filing. |
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5711 S 86TH CIRCLE PO BOX 27347 Omaha NE 68127-0347
Executive Office: (402) 596-8900 Fax (402) 596-8902
Internet: www.infoUSA.com
FOR IMMEDIATE RELEASE
April 27, 2006
CONTACT:
STORMY DEAN CHIEF FINANCIAL OFFICER
Phone: (402) 593-4500
ANTHONY KREIS MANAGER OF FINANCIAL ANALYSIS
& INVESTOR RELATIONS
Phone: (402) 593-4500
infoUSA Responds to Dolphin
OMAHA, Neb. April 27, 2006 infoUSA (Nasdaq:IUSA) today responded to a press release issued by
Dolphin Limited Partnership I, L.P. (Dolphin) and its principal, Donald T. Netter.
Dolphin is a private investment arbitrage fund that was originally bankrolled by entities
controlled by Mr. Netters father and is itself now controlled by Mr. Netter. Dolphin is
soliciting proxies so that Mr. Netter and an associate may vote the shares of other infoUSA
shareholders for nominees selected by Dolphin in opposition to three of infoUSAs incumbent
Directors its founder, CEO and largest shareholder, the chair of its Audit Committee, and the
chair of its Nominating and Corporate Governance Committee. Since Dolphin and Mr. Netter are
advancing their candidates to remedy what they label a lack of oversight by the Board, we think
that the fact that Mr. Netter served as an officer and director of a publicly held corporation
while it engaged in massive Medicare fraud is one of the factors that infoUSA shareholders should
carefully consider when choosing between the two slates of Directors.
Since the stated agenda of Dolphin and Mr. Netter in engaging in this proxy contest is to remedy a
purported lack of oversight by our Board, then the following information is neither absurd nor
irrelevant:
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The only time that Mr. Netter has held any leadership position at a publicly-held
company not affiliated with his family was when he served as a director and officer of
Damon Corp.i |
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Mr. Netter and other parties initiated a hostile takeover of Damon Corp. and assumed
control of the company in 1989.ii |
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During the period Mr. Netter served as a member of the Board of Directors and held
high-level executive positions at Damon Corp., including treasurer,iii Damon
Corp. engaged in a massive Medicare fraud.iv |
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As a result of a Department of Justice investigation of Medicare fraud, Damon Corp.
paid $119 million in criminal fines and civil settlements.v |
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At the time, the $119 million was the largest fine ever for a healthcare fraud
case.vi |
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According to newspaper reports, the federal prosecutor involved in the case described
the fraud as corporate greed run amok.vii |
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Mr. Netter and the other Damon directors failed to disclose to investigators and
shareholders evidence of Medicare billing irregularities they discovered during an internal
investigation.viii |
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Soon after Mr. Netter left the Damon Board of Directors in 1993, Dolphin Partners was
formed. |
infoUSA urges its shareholders to act now to protect the value of their investments in infoUSA by
voting FOR infoUSAs nominees on the WHITE proxy card. infoUSA believes that electing the
dissident slate would be disruptive to the implementation of the Companys strategic plan and could
impair shareholder value. The infoUSA Board also urges shareholders to vote AGAINST shareholder
proposal number 2.
Shareholders who have any questions about voting shares or need additional assistance, please
contact Mackenzie Partners, the firm assisting infoUSA in the solicitation of proxies, toll free at
(800) 322-2885.
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To infoUSAs knowledge, Mr. Netter is or
has been a director of three public companies: Damon Corp., The Aristotle
Corporation and Independence Holding Company. Source: Dolphins
Schedule 14A, filed May 19, 2003. The Netter familys affiliations with
IHC are described above. Geneve Corporation, a privately held company
controlled by the Netter family, beneficially owns over 90% of The Aristotle
Corporations common stock. Source: The Aristotle Corporations
Schedule 14A, filed July 27, 2005. |
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Source: Damon OKs $223-Million Bid
From Investor Group, Los Angeles Times, January 17, 1989. |
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Source: Damon Corp. Proxy Statement filed
May 13, 1992. |
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Source: Needham Lab Fined $119m for Fraud,
The Boston Globe, October 10, 1996. |
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Source: Needham Lab Fined $119m for Fraud,
The Boston Globe, October 10, 1996. |
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Source: Romney Says Board Didnt Alert
Probers, Declares Firm Took Corrective Action, The Boston Globe, October 11,
2002. |
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Source: Needham Lab Fined $119m for Fraud,
The Boston Globe, October 10, 1996 (quoting US Attorney Donald Stern). |
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Source: Romney Says Board Didnt Alert
Probers, Declares Firm Took Corrective Action, The Boston Globe, October 11,
2002; Romney Confirms Findings Not Turned Over to the Feds, Deseret News,
October 11, 2002. |
About infoUSA
infoUSA (www.infoUSA.com), founded in 1972, is the leading
provider of business and consumer information products, database marketing
services, data processing services and sales and marketing solutions. Content
is the essential ingredient in every marketing program, and infoUSA has the
most comprehensive data in the industry, and is the only company to own a
proprietary database of 250 million consumers and 14 million businesses under
one roof. The infoUSA database powers the directory services of the top
Internet traffic-generating sites. Nearly 3 million customers use infoUSAs
products and services to find new customers, grow their sales, and for other
direct marketing, telemarketing, customer analysis and credit reference
purposes. infoUSA headquarters are located at 5711 S. 86th Circle, Omaha, NE
68127 and can be contacted at (402) 593-4500. To know more about Sales Leads,
click www.infousa.com. To get a 7-day free trial and 100 free sales
leads, click www.salesgenie.com.
Statements in this announcement other than historical data and information
constitute forward looking statements that involve risks and uncertainties that
could cause actual results to differ materially from those stated or implied by
such forward-looking statements. The potential risks and uncertainties include,
but are not limited to, recent changes in senior management, the successful
integration of recent and future acquisitions, fluctuations in operating
results, failure to successfully carry out our Internet strategy or to grow our
Internet revenue, effects of leverage, changes in technology and increased
competition. More information about potential factors that could affect the
companys business and financial results is included in the companys filings
with the Securities and Exchange Commission.