infoGROUP Announces Completion of Independent Review, Implementation of Corporate...

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Tue Jul 22, 2008 7:34pm EDT

infoGROUP Announces Completion of Independent Review, Implementation of Corporate Governance Initiatives and Management Changes

  Independent Director Bill L. Fairfield Named Chairman of the Board
OMAHA, Neb.--(Business Wire)--
infoGROUP (NASDAQ: IUSA), the leading provider of proprietary
business and consumer databases, sales leads, direct marketing, email
marketing, and global information solutions today announced the
completion of an independent review by the Board of Directors' Special
Litigation Committee (SLC) and changes made by the SLC to the
Company's governance policies and leadership structure. The changes
include separation of the roles of Chairman and Chief Executive
Officer (CEO) and the Company's intention to appoint a new Chief
Financial Officer (CFO).

   Based on its review, the SLC determined that various related party
transactions, expense reimbursements, and corporate expenditures were
excessive. The SLC's findings and remedial actions have been submitted
to the NASDAQ Stock Market and were filed today on Form 8-K with the
Securities and Exchange Commission (SEC).

   Under the new structure, Vinod Gupta will continue to serve as
Chief Executive Officer. Mr. Gupta founded infoGROUP in 1972 and has
guided the Company's growth to a leading provider of proprietary
business and consumer databases, sales leads, direct marketing, email
marketing, and global information solutions with $688.77 million in
sales last year. Bill L. Fairfield, Chairman of DreamField Partners
Inc. and the Board's lead independent director of infoGROUP since
November 2005, has assumed the position of Chairman of the Board
effective July 16, 2008.

   The Company will appoint a new Chief Financial Officer. Stormy
Dean, infoGROUP's current CFO, will maintain his position until a new
CFO is named, at which time Mr. Dean will assume a new position in the
Company with responsibilities in the areas of corporate strategy and
planning.

   The Company also announced the creation of an Executive Vice
President for Business Conduct and General Counsel, who will be
responsible for supervising all internal legal and compliance
functions and will report directly to Mr. Fairfield as the Chairman of
the Board. John H. Longwell, the Company's current general counsel and
secretary, will serve as the acting Executive Vice President for
Business Conduct and General Counsel until the position can be
permanently filled.

   Additionally, Mr. Gupta has orally agreed with the SLC to pay the
Company $9 million subject to execution of a definitive settlement
agreement and upon court approval of the settlement.

   "The decisions taken by the SLC address the internal deficiencies
identified during the review and create a different governance process
and structure that will enable the Company to build on our past
successes," said Mr. Fairfield, who is a member of the SLC. "These
decisions are in the best interests of the Company, our shareholders
and employees."

   Added Mr. Gupta: "I thank the Special Litigation Committee for all
its hard work and endorse the recommended governance changes, which
will implement best corporate practices at infoGROUP. I believe this
resolution will allow the Company to move forward and continue to
focus on providing our clients with industry-leading marketing
solutions."

   The SLC was created to conduct an independent review of issues
raised in derivative litigations filed against the Company and in
response to an informal investigation by the SEC.

   Well over one million pages of documents were collected and
searched and 79 current and former Company employees, directors,
advisors and other relevant individuals were interviewed during a
five-month review, in which the SLC was assisted by Covington &
Burling LLP.

   About Bill Fairfield

   Mr. Fairfield is currently the Chairman of DreamField Partners
Inc., a company focused on economic development of the Mid-Plains
region through management services and venture capital assistance. Mr.
Fairfield currently serves on the Board of Directors and as Chair of
the Audit Committee of The Buckle, Inc. (NYSE: BKE), a retailer of
casual apparel, footwear and accessories for young men and women. From
2002 to 2004, Mr. Fairfield was the Executive Vice President of Sitel
Corporation, and from 1991 to 2000, Mr. Fairfield was President and
Chief Executive Officer of Inacom Corp., a technology management
services company. Prior to 1991 Mr. Fairfield was CEO of Valcom, the
predecessor company to Inacom Corp.

   About infoGROUP

   infoGROUP (www.infoGROUP.com) (NASDAQ: IUSA), founded in 1972, is
the leading provider of business and consumer databases for sales
leads & mailing lists, database marketing services, data processing
services and sales and marketing solutions. Content is the essential
ingredient in every marketing program, and infoGROUP has the most
comprehensive data in the industry, and is the only company to own 12
proprietary databases under one roof. The infoGROUP database powers
the directory services of the top Internet traffic-generating sites.
Nearly 4 million customers use infoGROUP's products and services to
find new customers, grow their sales, and for other direct marketing,
telemarketing, customer analysis and credit reference purposes.
infoGROUP 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.infoGROUP.com. To get a 72-hour free trial and 100
free sales leads, click www.salesgenie.com.

   The SEC filing in its entirety is available on infoGroup's website
at www.infousa.com or through the SEC's electronic data gathering
analysis and retrieval system (EDGAR) at www.sec.gov.

   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 company's business and financial results is included
in the company's filings with the Securities and Exchange Commission.

infoGROUP
Media Office:
Howard Opinsky, 402-593-4517
or
Lisa Olson, 402-593-4517
E-Mail: ir@infousa.com

Copyright Business Wire 2008
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