8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (date of earliest event reported): August 20, 2012

DEX ONE CORPORATION

(Exact name of registrant as specified in its charter)

Delaware	1-07155	13-2740040
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

1001 Winstead Drive, Cary, NC	27513
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (919) 297-1600

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

x Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 1.01 Entry into a Material Definitive Agreement

On August 20, 2012, Dex One Corporation, a Delaware corporation (“Dex”), entered into an Agreement and Plan of Merger (the “Merger Agreement”) with SuperMedia Inc., a Delaware corporation (“SuperMedia”), Newdex, Inc., a Delaware corporation and direct wholly owned subsidiary of Dex (“Newdex”), and Spruce Acquisition Sub, Inc., a Delaware corporation and direct wholly owned subsidiary of Newdex (“Merger Sub”). The Merger Agreement provides that, upon the terms and subject to the conditions set forth therein, (i) Dex will merge with and into Newdex, with Newdex as the surviving entity (the “Dex Merger”) and (ii) immediately following consummation of the Dex Merger, Merger Sub will merge with and into SuperMedia, with SuperMedia as the surviving entity (the “SuperMedia Merger” and together with the Dex Merger, the “Mergers”). As a result of the Mergers, Newdex, as successor to Dex, will become a newly listed company and SuperMedia will become a direct wholly owned subsidiary of Newdex.

At the effective time of the Dex Merger, each share of Dex common stock will be converted into 0.2 fully paid and nonassessable shares of common stock, par value $0.001 per share, of Newdex (“Newdex Common Stock”), which reflects a 1-for-5 reverse stock split of Dex common stock. At the effective time of the SuperMedia merger, each share of SuperMedia will be converted into 0.4386 fully paid and nonassessable shares of Newdex Common Stock. Immediately following the Mergers, Dex stockholders will hold approximately 60% of the Newdex Common Stock and SuperMedia stockholders will hold approximately 40% of the Newdex Common Stock.

Dex and SuperMedia have agreed to convene meetings of their respective stockholders to consider and vote upon approval of the Mergers. Dex’s Board of Directors recommends that Dex’s stockholders approve the Mergers.

Consummation of the Mergers is subject to receiving 100% approval from the current lenders to Dex and SuperMedia, respectively, to amend and extend and make other changes to covenants under each party’s existing debt agreements, and to amend and restate Dex’s existing shared services and tax sharing agreements in order to permit cost and synergy sharing among Newdex, the existing Dex subsidiaries and SuperMedia, all as set forth in the Merger Agreement. The Mergers are also subject to other customary closing conditions, including (i) SuperMedia stockholder approval, (ii) Dex stockholder approval, (iii) the registration statement on Form S-4 used to register the Newdex Common Stock to be issued as consideration for the Mergers having been declared effective by the Securities and Exchange Commission, (iv) SuperMedia and Dex, and certain of their respective subsidiaries, having entered into a tax sharing agreement and a shared services agreement and (v) authorization having been obtained for the listing on the New York Stock Exchange or the Nasdaq Stock Market of the Newdex Common Stock to be issued as consideration of the Mergers. Completion of the Mergers is anticipated to occur in the fourth quarter of 2012, although in light of the necessary lender and stockholder approvals there can be no assurance the Mergers will occur within the expected timeframe or at all.

Dex and SuperMedia agreed in the Merger Agreement not to solicit or encourage competing acquisition proposals. Under certain circumstances, however, Dex and SuperMedia may provide information to a third party that makes an unsolicited acquisition proposal and engage in discussions and negotiations with such third party. The Merger Agreement may be terminated by either Dex or SuperMedia in certain circumstances, including if either determines the required amendments to the debt agreements will not receive the consent of 100% of the respective lenders or if any changes to the amendments are not reasonably satisfactory to both Dex and SuperMedia. If the Merger Agreement is terminated by either party, it may be required under certain circumstances specified in the Merger Agreement to pay the other party an expense reimbursement up to a maximum amount of $7.5 million.

The Merger Agreement contains customary representations and warranties made by Dex, SuperMedia, Newdex and Merger Sub. Dex and SuperMedia also agreed to various covenants in the Merger Agreement, including, among other things, covenants (i) to conduct their respective material operations in the ordinary course of business consistent with past practice and (ii) not to take certain actions prior to the closing of the Mergers without prior consent of the other party.

See Item 5.02 of this Form 8-K for information regarding the governance of Newdex following the Mergers.

At closing, Dex and SuperMedia will enter into a tax sharing agreement to address certain matters related to the payment and allocation of federal and state taxes following the Mergers and shared services agreement to address certain matters related to the provision of administrative and other services and the allocation and settlement of costs associated with those services.

One of the benefits of the Dex Merger is that it allows the combined companies to protect their ability to use Dex’s substantial tax net operating loss carryforwards to offset their future taxable income. Under current tax law, an ownership change occurring either before or after the acquisition of SuperMedia could severely limit the combined companies’ ability to use these tax benefits. Through the Dex Merger, Dex will implement stock transfer restrictions on Newdex Common Stock to take effect upon the SuperMedia Merger to help reduce, but not eliminate, the risk of unfavorable ownership changes. However, if an ownership change occurs on the closing of the SuperMedia Merger, the new board may conclude that the trading restrictions are no longer necessary and may be eliminated.

The foregoing description of the Merger Agreement and the exhibits included therein do not purport to be complete and are qualified in their entirety by reference to the Merger Agreement and applicable exhibits, which will be filed with an amended Form 8-K within four business days.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On August 21, 2012, in connection with the announcement of the Mergers, Dex announced that Alfred T. Mockett, Chief Executive Officer and President, and Gregory Freiberg, Executive Vice President and Chief Financial Officer, will resign effective upon the consummation of the Mergers. No new or amended severance or post-termination agreements will be entered into with Messrs. Mockett and Freiberg in connection with their resignations. In connection with the Mergers, both Messrs. Mockett and Frieberg will receive severance payments commensurate with those disclosed in Dex’s proxy statement relating to its 2012 Annual Meeting of Stockholders.

Peter J. McDonald, SuperMedia’s Chief Executive Officer, will become the Chief Executive Officer of Newdex and Samuel D. Jones, SuperMedia’s Chief Financial Officer, will become the Chief Financial Officer of Newdex. Information about Messrs. McDonald and Jones is set forth in SuperMedia’s Annual Report on Form 10-K for fiscal 2011 and proxy statement relating to its 2012 Annual Meeting of Shareholders.

Upon consummation of the Mergers, the board of directors of Newdex will be comprised of 11 members. The chairman of Newdex’s board of directors will be Alan F. Schultz, the current chairman of Dex’s board of directors. The remainder of Newdex’s board will be comprised of Mr. McDonald, four members from the current Dex board, four members from the current SuperMedia board and one independent director to be selected by the Newdex board.

Item 8.01 Other Events

Press Release

On August 21 2012, Dex and SuperMedia issued a joint press release announcing that they had entered into the Merger Agreement. The full text of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Communications Related to the Mergers

Beginning August 21, 2012, Dex distributed the following materials, each of which is attached hereto and is incorporated herein by reference:

• Investor Presentation (Exhibit 99.2)

• Letter to Employees (Exhibit 99.3)

Item 9.01 Financial Statements and Exhibits.

Exhibit Number	Description
99.1	Joint Press Release, dated August 21, 2012.
99.2	Investor Presentation.
99.3	Letter to Employees.

Important Information For Investors and Security Holders

This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval. The proposed merger transaction between SuperMedia Inc. (“SuperMedia”) and Dex One Corporation (“Dex”) will be submitted to the respective stockholders of SuperMedia and Dex. In connection with the proposed transaction, Newdex, Inc., a subsidiary of Dex (“Newdex”), will file with the Securities and Exchange Commission (“SEC”) a registration statement on Form S-4 that will include a joint proxy statement/prospectus to be used by SuperMedia and Dex to solicit the required approval of their stockholders and that also constitutes a prospectus of Newdex. INVESTORS AND SECURITY HOLDERS OF SUPERMEDIA AND DEX ARE ADVISED TO CAREFULLY READ THE REGISTRATION STATEMENT AND JOINT PROXY STATEMENT/PROSPECTUS (INCLUDING ALL AMENDMENTS AND SUPPLEMENTS) AND OTHER RELEVANT DOCUMENTS FILED WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE TRANSACTION, THE PARTIES TO THE TRANSACTION AND THE RISKS ASSOCIATED WITH THE TRANSACTION. A definitive joint proxy statement/prospectus will be sent to security holders of SuperMedia and Dex seeking their approval of the proposed transaction. Investors and security holders may obtain a free copy of the joint proxy statement/prospectus (when available) and other relevant documents filed by SuperMedia and Dex with the SEC from the SEC’s website at www.sec.gov. Copies of the documents filed by SuperMedia with the SEC will be available free of charge on SuperMedia’s website at www.supermedia.com under the tab “Investors” or by contacting SuperMedia’s Investor Relations Department at (877) 343-3272. Copies of the documents filed by Dex with the SEC will be available free of charge on Dex’s website at www.dexone.com under the tab “Investors” or by contacting Dex’s Investor Relations Department at (800) 497-6329.

SuperMedia and Dex and their respective directors, executive officers and certain other members of management may be deemed to be participants in the solicitation of proxies from their respective security holders with respect to the transaction. Information about these persons is set forth in SuperMedia’s proxy statement relating to its 2012 Annual Meeting of Shareholders and Dex’s proxy statement relating to its 2012 Annual Meeting of Stockholders, as filed with the SEC on April 11, 2012 and March 22, 2012, respectively, and subsequent statements of changes in beneficial ownership on file with the SEC. These documents can be obtained free of charge from the sources described above. Security holders and

investors may obtain additional information regarding the interests of such persons, which may be different than those of the respective companies’ security holders generally, by reading the joint proxy statement/prospectus and other relevant documents regarding the transaction (when available), which will be filed with the SEC.

Forward-Looking Statements

Certain statements contained in this document are “forward-looking statements” subject to the safe harbor created by the Private Securities Litigation Reform Act of 1995, including but not limited to, statements about the benefits of the proposed transaction and combined company, including future financial and operating results and synergies, plans, objectives, expectations and intentions and other statements relating to the proposed transaction and the combined company that are not historical facts. Where possible, the words “believe,” “expect,” “anticipate,” “intend,” “should,” “will,” “would,” “planned,” “estimated,” “potential,” “goal,” “outlook,” “may,” “predicts,” “could,” or the negative of such terms, or other comparable expressions, as they relate to Dex, SuperMedia, the combined company or their respective management, have been used to identify such forward-looking statements. All forward-looking statements reflect only Dex’s and SuperMedia’s current beliefs and assumptions with respect to future business plans, prospects, decisions and results, and are based on information currently available to Dex and SuperMedia. Accordingly, the statements are subject to significant risks, uncertainties and contingencies, which could cause Dex’s, SuperMedia’s or the combined company’s actual operating results, performance or business plans or prospects to differ materially from those expressed in, or implied by, these statements.

Factors that could cause actual results to differ materially from current expectations include risks and other factors described in Dex’s and SuperMedia’s publicly available reports filed with the SEC, which contain discussions of various factors that may affect the business or financial results of Dex, SuperMedia or the combined company. Such risks and other factors, which in some instances are beyond either company’s control, include: the continuing decline in the use of print directories; increased competition, particularly from existing and emerging digital technologies; ongoing weak economic conditions and continued decline in advertising sales; the companies’ ability to collect trade receivables from customers to whom they extend credit; the companies’ ability to generate sufficient cash to service their debt; the companies’ ability to comply with the financial covenants contained in their debt agreements and the potential impact to operations and liquidity as a result of restrictive covenants in such debt agreements; the companies’ ability to refinance or restructure their debt on reasonable terms and conditions as might be necessary from time to time; increasing interest rates; changes in the companies’ and the companies’ subsidiaries credit ratings; changes in accounting standards; regulatory changes and judicial rulings impacting the companies’ businesses; adverse results from litigation, governmental investigations or tax related proceedings or audits; the effect of labor strikes, lock-outs and negotiations; successful realization of the expected benefits of acquisitions, divestitures and joint ventures; the companies’ ability to maintain agreements with major Internet search and local media companies; the companies’ reliance on third-party vendors for various services; and other events beyond their control that may result in unexpected adverse operating results.

With respect to the proposed merger, important factors could cause actual results to differ materially from those indicated by forward-looking statements included herein, including, but not limited to, the ability of Dex and SuperMedia to consummate the transaction on the terms set forth in the merger agreement; the risk that anticipated cost savings, growth opportunities and other financial and operating benefits as a result of the transaction may not be realized or may take longer to realize than expected; the risk that benefits from the transaction may be significantly offset by costs incurred in integrating the companies; potential adverse impacts or delay in completing the transaction as a result of obtaining consents from lenders to Dex or SuperMedia; failure to receive the approval of the stockholders of either

Dex or SuperMedia for the transaction; and difficulties in connection with the process of integrating Dex and SuperMedia, including: coordinating geographically separate organizations; integrating business cultures, which could prove to be incompatible; difficulties and costs of integrating information technology systems; and the potential difficulty in retaining key officers and personnel. These risks, as well as other risks associated with the merger, will be more fully discussed in the proxy statement/prospectus included in the registration statement on Form S-4 that Newdex intends to file with the SEC in connection with the proposed transaction.

None of Dex, SuperMedia or the combined company is responsible for updating the information contained in this document beyond the publication date, or for changes made to this document by wire services or Internet service providers.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: August 21, 2012

Dex One Corporation
/s/ Mark W. Hianik
By:	Mark W. Hianik
Title:	Senior Vice President, General Counsel and Chief Administrative Officer

EXHIBIT INDEX

Exhibit Number	Description
99.1	Joint Press Release, dated August 21, 2012.
99.2	Investor Presentation.
99.3	Letter to Employees.

EX-99.1

Exhibit 99.1

News release
Dex One	SuperMedia
Media Contacts:	Media Contacts:
Chris Hardman	Andrew Shane
303-478-8432	214-498-4915
Chris.Hardman@dexone.com	Andrew.Shane@supermedia.com
Jenna Focarino	Tim Lynch
The Torrenzano Group	Joele Frank, Wilkinson Brimmer Katcher
212-681-1700	212-355-4449
jfocarino@torrenzano.com	tlynch@joelefrank.com
Investor Contact:	Investor Contact:
James Gruskin	Cliff Wilson
Cobb Bay Partners	972-453-6188
800-497-6329	cliff.wilson@supermedia.com
invest@dexone.com

DEX ONE AND SUPERMEDIA WILL COMBINE TO CREATE A NATIONAL PROVIDER OF

SOCIAL, LOCAL AND MOBILE MARKETING SOLUTIONS

- Local Consultants Simplify Marketing for Business Owners -

Highlights of the Combination

• Over 3,100 marketing consultants serving more than 700,000 local businesses

• Pro-forma combined 2011 revenue was $3.1 billion, with non-GAAP adjusted EBITDA of approximately $1.2 billion and non-GAAP free cash flow of $610 million

• Combined companies estimate annual expense synergies of $150-$175 million by 2015

• Preserves tax attributes of as much as $1.8 billion to benefit cash flow

• Merged company better positioned to retire debt with amended and extended lender agreements

CARY, NC and DALLAS – August 21, 2012 – Dex One Corporation (NYSE: DEXO) and SuperMedia Inc. (NASDAQ: SPMD) today announced that their Boards of Directors have approved a definitive agreement under which Dex One and SuperMedia will combine in a stock-for-stock merger of equals, creating a national provider of social, local and mobile marketing solutions through direct relationships with local businesses.

Upon closing of the transaction, Dex One shareholders are expected to own approximately 60 percent and SuperMedia shareholders are expected to own approximately 40 percent of the combined company.

The combined company will have over 5,800 employees, including more than 3,100 consultants who establish direct relationships with local business owners and offer a full suite of marketing solutions to help them retain and add customers. Initially, the combined company will have relationships with more than 700,000 businesses.

The business will benefit from improved operating scale, significant synergies and enhanced cash flow. On a pro-forma basis, for the full year 2011, the combined company would have reported $3.1 billion in revenue, $778 million in non-GAAP operating income (adjusted to exclude impairment charges of $1.8 billion) and $1.2 billion in non-GAAP adjusted EBITDA. Pro-forma cash from operations for the full year 2011 would have been $657 million, and non-GAAP free cash flow would have been $610 million. For the first half of 2012, the combined company would have reported pro-forma revenue of approximately $1.4 billion, $290 million in operating income and $586 million in non-GAAP adjusted EBITDA. First half 2012 pro-forma cash flow from operations for the combined company would have been $340 million and non-GAAP free cash flow for the period would have been $322 million.

“We believe this merger is in the best interests of shareholders, lenders, customers, employees and consumers,” said Alan Schultz, chairman of the board of directors of Dex One. “Dex One and SuperMedia are closely aligned with a solid value proposition for local businesses, and we expect the transaction to generate significant operational and financial synergies, which will create additional investor value.”

“Over the time we have spent together understanding each other’s company and exploring the market opportunities, we have become more and more enthusiastic about the potential of Dex One and SuperMedia combined to more effectively help businesses grow using the full range of local media,” added Douglas Wheat, chairman of the board of directors of SuperMedia. “We look forward to working together to help the new company realize that potential.”

“For the past two years, Dex One and SuperMedia have been on the same path of transformation, fully embracing digital media to help businesses grow through a complete suite of marketing solutions provided by our local consultants,” said Peter McDonald, president and CEO of SuperMedia. “Our common goal over many decades has been to drive results for local advertisers. By joining together, we will have nationwide presence to increase market share and achieve operating and service efficiencies. Having spent time in my career at Dex One and SuperMedia, I know that the great attitudes, best thinking and best practices of the talented individuals at both companies will combine to enhance the value we deliver to our clients and investors.”

“The two companies fit well together. The combined scale and scope of the new company creates a powerful platform to penetrate more of the market and further improve our competitive position,” said Alfred Mockett, CEO of Dex One. “This combination will accelerate the pace of the transformation each of us was pursuing independently, improve our financial condition and generate benefits for all constituencies.”

Financial Benefits for Shareholders and Lenders

The combined company estimates it will realize $150-$175 million of annual run rate cost synergies by 2015 due to scale efficiencies; rationalization of duplicative solutions, products and vendor relationships; headcount reductions; and adoption of the most cost effective management and operating practices and technology platforms and systems from Dex One and SuperMedia. The combined company expects to incur $100-$120 million of one-time transition expenses to achieve these synergies.

The combined company also will benefit from the application across a larger territory of the best of each company’s social, local and mobile marketing solutions, combined with the advice of its marketing consultants, to create and maintain local business relationships.

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The combined company expects to preserve access to Dex One’s remaining tax attributes and generate future attributes, in aggregate totaling as much as $1.8 billion, to offset income attributable to the combined company following the completion of the transaction.

Organization and Leadership

Under the terms of the definitive merger agreement, Alan Schultz, chairman of the board of directors of Dex One, will be chairman of the board of directors of the combined company. The president and CEO of SuperMedia, Peter McDonald, will become CEO. Alfred Mockett, Dex One’s CEO, will continue to lead Dex One through the close of the transaction, at which point he will step down.

Following the close of the transaction, the combined company’s board of directors will include Schultz, McDonald, four additional members from the Dex One board, four additional members from the SuperMedia board and one independent director to be selected by the new board. The CFO of SuperMedia, Samuel (Dee) Jones, will become the CFO of the combined company.

The combined company will be called Dex Media. This is not intended to be a new brand in the marketplace. The Dex One and SuperMedia names and the brand names for their solutions and services have significant value with businesses and consumers. Decisions regarding if and when to implement brand and name changes in local markets will be made after further evaluation and planning. A decision regarding the location of the new company’s headquarters and other principal locations also will be made during the course of merger integration planning.

Transaction Structure

Under the terms of the agreement, Dex One and SuperMedia shareholders will exchange their shares for shares in Dex Media. Dex One shareholders will receive 0.20 shares for each Dex One share they own, and Super Media shareholders will receive 0.4386 shares for each SuperMedia share they own.

Approvals

The transaction must be approved by the stockholders for the two companies and is subject to negotiation of acceptable credit agreement amendments with both companies’ lenders. SuperMedia and Dex One intend to file a joint proxy statement/prospectus with the Securities and Exchange Commission (“SEC”) to submit the merger to their stockholders for approval. The transaction is expected to close in the fourth quarter of 2012.

Advisors

Houlihan Lokey is acting as financial advisor to Dex One, and Kirkland & Ellis LLP is acting as its legal counsel. Morgan Stanley & Co. LLC and Chilmark Partners are acting as financial advisors to SuperMedia, and Fulbright & Jaworski L.L.P and Cleary Gottlieb Steen & Hamilton LLP are acting as its legal counsel.

Investor Conference Call

Dex One and SuperMedia will host a conference call today, Aug. 21, at 10 a.m. EDT to discuss the proposed transaction. To participate, call (888) 603-6873 domestically or (973) 582-2706 internationally 15 minutes prior to the scheduled start time. The passcode is 21540686. Shortly before the conference call begins, slides will be posted under the investor relations sections of each company’s website that will be referred to during the call. A replay will be available for one week following the call until Aug. 28, at midnight EDT. In addition, an audio web cast of the call will be available live and will be archived on the investor relations portions of both company’s web sites. To access the replay, call (800) 585-8367 domestically or (404) 537-3406 internationally and enter access code 21540686.

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A live audio webcast of the conference call will be available at www.DexOne.com and www.SuperMedia.com. Please connect at least 15 minutes prior to the conference call to ensure adequate time for any software download that may be required to join the webcast.

Important Information For Investors and Security Holders

This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval. The proposed merger transaction between SuperMedia Inc. (“SuperMedia”) and Dex One Corporation (“Dex”) will be submitted to the respective stockholders of SuperMedia and Dex. In connection with the proposed transaction, Newdex, Inc., a subsidiary of Dex (“Newdex”), will file with the Securities and Exchange Commission (“SEC”) a registration statement on Form S-4 that will include a joint proxy statement/prospectus to be used by SuperMedia and Dex to solicit the required approval of their stockholders and that also constitutes a prospectus of Newdex. INVESTORS AND SECURITY HOLDERS OF SUPERMEDIA AND DEX ARE ADVISED TO CAREFULLY READ THE REGISTRATION STATEMENT AND JOINT PROXY STATEMENT/PROSPECTUS (INCLUDING ALL AMENDMENTS AND SUPPLEMENTS) AND OTHER RELEVANT DOCUMENTS FILED WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE TRANSACTION, THE PARTIES TO THE TRANSACTION AND THE RISKS ASSOCIATED WITH THE TRANSACTION. A definitive joint proxy statement/prospectus will be sent to security holders of SuperMedia and Dex seeking their approval of the proposed transaction. Investors and security holders may obtain a free copy of the joint proxy statement/prospectus (when available) and other relevant documents filed by SuperMedia and Dex with the SEC from the SEC’s website at www.sec.gov. Copies of the documents filed by SuperMedia with the SEC will be available free of charge on SuperMedia’s website at www.supermedia.com under the tab “Investors” or by contacting SuperMedia’s Investor Relations Department at (877) 343-3272. Copies of the documents filed by Dex with the SEC will be available free of charge on Dex’s website at www.dexone.com under the tab “Investors” or by contacting Dex’s Investor Relations Department at (800) 497-6329.

SuperMedia and Dex and their respective directors, executive officers and certain other members of management may be deemed to be participants in the solicitation of proxies from their respective security holders with respect to the transaction. Information about these persons is set forth in SuperMedia’s proxy statement relating to its 2012 Annual Meeting of Shareholders and Dex’s proxy statement relating to its 2012 Annual Meeting of Stockholders, as filed with the SEC on April 11, 2012 and March 22, 2012, respectively, and subsequent statements of changes in beneficial ownership on file with the SEC. These documents can be obtained free of charge from the sources described above. Security holders and investors may obtain additional information regarding the interests of such persons, which may be different than those of the respective companies’ security holders generally, by reading the joint proxy statement/prospectus and other relevant documents regarding the transaction (when available), which will be filed with the SEC.

Forward-Looking Statements

Certain statements contained in this document are “forward-looking statements” subject to the safe harbor created by the Private Securities Litigation Reform Act of 1995, including but not limited to, statements about the benefits of the proposed transaction and combined company, including future financial and operating results and synergies, plans, objectives, expectations and intentions and other statements relating to the proposed transaction and the combined company that are not historical facts. Where possible, the words “believe,” “expect,” “anticipate,” “intend,” “should,” “will,” “would,” “planned,” “estimated,” “potential,” “goal,” “outlook,” “may,” “predicts,” “could,” or the negative of such terms, or other comparable expressions, as they relate to Dex,

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SuperMedia, the combined company or their respective management, have been used to identify such forward-looking statements. All forward-looking statements reflect only Dex’s and SuperMedia’s current beliefs and assumptions with respect to future business plans, prospects, decisions and results, and are based on information currently available to Dex and SuperMedia. Accordingly, the statements are subject to significant risks, uncertainties and contingencies, which could cause Dex’s, SuperMedia’s or the combined company’s actual operating results, performance or business plans or prospects to differ materially from those expressed in, or implied by, these statements.

Factors that could cause actual results to differ materially from current expectations include risks and other factors described in Dex’s and SuperMedia’s publicly available reports filed with the SEC, which contain discussions of various factors that may affect the business or financial results of Dex, SuperMedia or the combined company. Such risks and other factors, which in some instances are beyond either company’s control, include: the continuing decline in the use of print directories; increased competition, particularly from existing and emerging digital technologies; ongoing weak economic conditions and continued decline in advertising sales; the companies’ ability to collect trade receivables from customers to whom they extend credit; the companies’ ability to generate sufficient cash to service their debt; the companies’ ability to comply with the financial covenants contained in their debt agreements and the potential impact to operations and liquidity as a result of restrictive covenants in such debt agreements; the companies’ ability to refinance or restructure their debt on reasonable terms and conditions as might be necessary from time to time; increasing interest rates; changes in the companies’ and the companies’ subsidiaries credit ratings; changes in accounting standards; regulatory changes and judicial rulings impacting the companies’ businesses; adverse results from litigation, governmental investigations or tax related proceedings or audits; the effect of labor strikes, lock-outs and negotiations; successful realization of the expected benefits of acquisitions, divestitures and joint ventures; the companies’ ability to maintain agreements with major Internet search and local media companies; the companies’ reliance on third-party vendors for various services; and other events beyond their control that may result in unexpected adverse operating results.

With respect to the proposed merger, important factors could cause actual results to differ materially from those indicated by forward-looking statements included herein, including, but not limited to, the ability of Dex and SuperMedia to consummate the transaction on the terms set forth in the merger agreement; the risk that anticipated cost savings, growth opportunities and other financial and operating benefits as a result of the transaction may not be realized or may take longer to realize than expected; the risk that benefits from the transaction may be significantly offset by costs incurred in integrating the companies; potential adverse impacts or delay in completing the transaction as a result of obtaining consents from lenders to Dex or SuperMedia; failure to receive the approval of the stockholders of either Dex or SuperMedia for the transaction; and difficulties in connection with the process of integrating Dex and SuperMedia, including: coordinating geographically separate organizations; integrating business cultures, which could prove to be incompatible; difficulties and costs of integrating information technology systems; and the potential difficulty in retaining key officers and personnel. These risks, as well as other risks associated with the merger, will be more fully discussed in the proxy statement/prospectus included in the registration statement on Form S-4 that Newdex intends to file with the SEC in connection with the proposed transaction.

None of Dex, SuperMedia or the combined company is responsible for updating the information contained in this document beyond the publication date, or for changes made to this document by wire services or Internet service providers.

Basis of Presentation and Non-GAAP Financial Measures

For the readers’ convenience, the financial information accompanying this release provides a reconciliation of GAAP to non-GAAP and adjusted non-GAAP measures. SuperMedia and Dex One believe that the use of non-GAAP financial measures provides useful information to investors to gain an overall understanding of its current

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and expected financial performance. Specifically, both companies believe the non-GAAP results provide useful information to both management and investors by excluding certain expenses, gains and losses that the companies believe are not indicative of their core operating results. In addition, non-GAAP financial measures are used by each company’s management for budgeting and forecasting as well as subsequently measuring each company’s performance and both companies believe that they are providing investors with financial measures that most closely align to their internal measurement processes.

Dex Media, Inc. - Pro Forma
Condensed Consolidated Statement of Comprehensive Income (Loss)
Reported (GAAP)
Year Ended December 31, 2011
	(dollars in millions)
Unaudited	Year Ended 12/31/11
Operating Revenue	$	3,123
Operating Expense		4,149
Operating (Loss)		(1,026	)
Interest expense, net		453
(Loss) Before Gain on Sale of Assets, Reorganization Items, Gains on Early Extinguishment of Debt and Provision (Benefit) for Income Taxes		(1,479	)
Gain on sale of assets		13
Reorganization items		(2	)
Gains on early extinguishment of debt		116
(Loss) Before Provision (Benefit) for Income Taxes		(1,352	)
Provision (benefit) for income taxes		(62	)
Net (Loss)	$	(1,290	)
Comprehensive Income (Loss)
Net (Loss)	$	(1,290	)
Adjustments for pension and post-employment benefits, net of taxes		(13	)
Total Comprehensive Income (Loss)	$	(1,303	)

6

Dex Media, Inc. - Pro Forma
Reconciliation of Non-GAAP Measures
Year Ended December 31, 2011
	(dollars in millions)
Unaudited	Year Ended 12/31/11
Net Income (Loss) - GAAP	$	(1,290	)
Add/subtract non-operating items:
Provision (benefit) for income taxes		(62	)
Interest expense, net		453
Gain on sale of assets (8)		(13	)
Reorganization items (7)		2
Gains on early extinguishment of debt (6)		(116	)
Operating Income (Loss)		(1,026	)
Depreciation and amortization		424
EBITDA (non-GAAP) (1)		(602	)
Adjustments:
Severance costs/other (5)		23
Stock comp. and LTI (9)		12
Impairment charge (10)		1,804
Adjusted EBITDA (non-GAAP) (2)	$	1,237
Operating Revenue	$	3,123
Operating income (loss) margin (3)		-32.9	%
Impact of depreciation and amortization		13.6	%
EBITDA margin (non-GAAP) (4)		-19.3	%
Impact of adjustments		58.9	%
Adjusted EBITDA margin (non-GAAP) (4)		39.6	%

Notes:

(1) EBITDA is a non-GAAP measure that represents earnings before interest, taxes, gain on sale of assets, reorganization items, gains on early extinguishment of debt, depreciation and amortization.

(2) Adjusted EBITDA is a non-GAAP measure that adjusts EBITDA for certain unique costs including severance costs, stock-based compensation and long-term incentive program, and impairment charge.

(3) Operating income (loss) margin is calculated by dividing Operating Income (Loss) by Operating Revenue.

(4) EBITDA and Adjusted EBITDA margin is calculated by dividing EBITDA and Adjusted EBITDA by Operating Revenue.

(5) Severance costs of $13 million are associated with headcount reductions. Other items includes charges associated with a non-recurring vendor settlement and facility exit costs.

(6) Gains on early extinguishment of debt represents the gains associated with the purchase of a portion of the Company’s debt below par value.

(7) Reorganization items represent charges that are directly associated with the process of reorganizing the business under Chapter 11 of the United States Bankruptcy Code.

(8) On February 14, 2011, we completed the sale of substantially all net assets of Business.com. As a result, we recognized a gain on sale of these assets of $13 million.

(9) Stock-based compensation expense and long-term incentive program.

(10) Represents a non-cash impairment charge associated with the write down of goodwill.

7

Dex Media, Inc. - Pro Forma
Condensed Consolidated Statement of Cash Flows
Reported (GAAP) and Non-GAAP Financial Reconciliation - Free Cash Flow
Year Ended December 31, 2011
	(dollars in millions)
Unaudited	Year Ended 12/31/11
Cash Flows from Operating Activities	$	657
Cash Flows from Investing Activities
Capital expenditures (including capitalized software)		(47	)
Proceeds from sale of assets		17
Net cash used in investing activities		(30	)
Cash Flows from Financing Activities
Repayment of long-term debt		(563	)
Other, net		(18	)
Net cash used in financing activities		(581	)
Increase in cash and cash equivalents		46
Cash and cash equivalents, beginning of year		302
Cash and cash equivalents, end of year	$	348
Non-GAAP Financial Reconciliation - Free Cash Flow
Unaudited	Year Ended 12/31/11
Net cash provided by operating activities	$	657
Less: Capital expenditures (including capitalized software)		(47	)
Free Cash Flow	$	610

8

Dex Media, Inc. - Pro Forma
Condensed Consolidated Statement of Comprehensive Income
Reported (GAAP)
Six Months Ended June 30, 2012
	(dollars in millions)
Unaudited	6 Mos. Ended 6/30/12
Operating Revenue	$	1,391
Operating Expense		1,101
Operating Income		290
Interest expense, net		194
Income Before Gains on Early Extinguishment of Debt and Provision for Income Taxes		96
Gains on early extinguishment of debt		190
Income Before Provision for Income Taxes		286
Provision for income taxes		49
Net Income	$	237
Comprehensive Income
Net Income	$	237
Adjustments for pension and post-employment benefits, net of tax		173
Total Comprehensive Income	$	410

9

Dex Media, Inc. - Pro Forma
Reconciliation of Non-GAAP Measures
Six Months Ended June 30, 2012
	(dollars in millions)
Unaudited	6 Mos. Ended 6/30/12
Net Income - GAAP	$	237
Add/subtract non-operating items:
Provision for income taxes		49
Interest expense, net		194
Gains on early extinguishment of debt (6)		(190	)
Operating Income		290
Depreciation and amortization		289
EBITDA (non-GAAP) (1)		579
Adjustments:
Severance costs (5)		2
Stock comp. and LTI (7)		5
Adjusted EBITDA (non-GAAP) (2)	$	586
Operating Revenue	$	1,391
Operating Income margin (3)		20.8	%
Impact of depreciation and amortization		20.8	%
EBITDA margin (non-GAAP) (4)		41.6	%
Impact of adjustments		0.5	%
Adjusted EBITDA margin (non-GAAP) (4)		42.1	%

Notes:

(1) EBITDA is a non-GAAP measure that represents earnings before interest, taxes, gains on early extinguishment of debt, depreciation and amortization.

(2) Adjusted EBITDA is a non-GAAP measure that adjusts EBITDA for certain unique costs including severance costs, stock-based compensation and long-term incentive program.

(3) Operating Income margin is calculated by dividing Operating Income by Operating Revenue.

(4) EBITDA and Adjusted EBITDA margin is calculated by dividing EBITDA and Adjusted EBITDA by Operating Revenue.

(5) Severance costs are associated with headcount reductions.

(6) Gains on early extinguishment of debt represents the gains associated with the purchase of a portion of the Company’s debt below par value.

(7) Stock-based compensation expense and long-term incentive program.

10

Dex Media, Inc. - Pro Forma
Condensed Consolidated Statement of Cash Flows
Reported (GAAP) and Non-GAAP Financial Reconciliation - Free Cash Flow
Six Months Ended June 30, 2012
		(dollars in millions)
Unaudited	6 Mos. Ended 6/30/12
Cash Flows from Operating Activities	$	340
Cash Flows from Investing Activities
Capital expenditures (including capitalized software)		(18	)
Net cash used in investing activities		(18	)
Cash Flows from Financing Activities
Repayment of long-term debt		(506	)
Other, net		(4	)
Net cash used in financing activities		(510	)
(Decrease) in cash and cash equivalents		(188	)
Cash and cash equivalents, beginning of year		348
Cash and cash equivalents, end of period	$	160
Non-GAAP Financial Reconciliation - Free Cash Flow
Unaudited	6 Mos. Ended 6/30/12
Net cash provided by operating activities	$	340
Less: Capital expenditures (including capitalized software)		(18	)
Free Cash Flow	$	322

11

EX-99.2

The Trusted Marketing

Consultants to Local Businesses

August 21, 2012

1

Exhibit 99.2

Important Information For

Investors And Security Holders

2

This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval. 

The proposed merger transaction between SuperMedia Inc. (“SuperMedia”) and Dex One Corporation (“Dex”) will be submitted to the respective

stockholders of SuperMedia and Dex.  In connection with the proposed transaction, Newdex, Inc., a subsidiary of Dex (“Newdex”), will file with the

Securities and Exchange Commission (“SEC”) a registration statement on Form S-4 that will include a joint proxy statement/prospectus to be used

by SuperMedia and Dex to solicit the required approval of their stockholders and that also constitutes a prospectus of Newdex.  INVESTORS AND

SECURITY HOLDERS OF SUPERMEDIA AND DEX ARE ADVISED TO CAREFULLY READ THE REGISTRATION STATEMENT AND JOINT

PROXY STATEMENT/PROSPECTUS (INCLUDING ALL AMENDMENTS AND SUPPLEMENTS) AND OTHER RELEVANT DOCUMENTS FILED

WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE

TRANSACTION, THE PARTIES TO THE TRANSACTION AND THE RISKS ASSOCIATED WITH THE TRANSACTION.  A definitive joint proxy

statement/prospectus will be sent to security holders of SuperMedia and Dex seeking their approval of the proposed transaction. Investors and

security holders may obtain a free copy of the joint proxy statement/prospectus (when available) and other relevant documents filed by

SuperMedia and Dex with the SEC from the SEC’s website at www.sec.gov.  Copies of the documents filed by SuperMedia with the SEC will be

available free of charge on SuperMedia’s website at www.supermedia.com under the tab “Investors” or by contacting SuperMedia’s Investor

Relations Department at (877) 343-3272.  Copies of the documents filed by Dex with the SEC will be available free of charge on Dex’s website at

www.dexone.com under the tab “Investors” or by contacting Dex’s Investor Relations Department at (800) 497-6329.

SuperMedia and Dex and their respective directors, executive officers and certain other members of management may be deemed to be

participants in the solicitation of proxies from their respective security holders with respect to the transaction.  Information about these persons is

set forth in SuperMedia’s proxy statement relating to its 2012 Annual Meeting of Shareholders and Dex’s proxy statement relating to its 2012

Annual Meeting of Stockholders, as filed with the SEC on April 11, 2012 and March 22, 2012, respectively, and subsequent statements of changes

in beneficial ownership on file with the SEC.  These documents can be obtained free of charge from the sources described above.  Security

holders and investors may obtain additional information regarding the interests of such persons, which may be different than those of the

respective companies’ security holders generally, by reading the joint proxy statement/prospectus and other relevant documents regarding the

transaction (when available), which will be filed with the SEC.

Basis of Presentation and Non-GAAP Financial Measures

For the readers' convenience, the financial information accompanying this release provides a reconciliation of GAAP to non-GAAP and adjusted

non-GAAP measures.  SuperMedia and Dex One believe that the use of non-GAAP financial measures provides useful information to investors to

gain an overall understanding of its current and expected financial performance. Specifically, both companies believe the non-GAAP results

provide useful information to both management and investors by excluding certain expenses, gains and losses that the companies believe are not

indicative of their core operating results. In addition, non-GAAP financial measures are used by each company’s management for budgeting and

forecasting as well as subsequently measuring each company’s performance and both companies believe that they are providing investors with

financial measures that most closely align to their internal measurement processes.

Forward-Looking Statements

3

Certain statements contained in this document are "forward-looking statements" subject to the safe harbor created by the Private Securities Litigation Reform Act

of 1995, including but not limited to, statements about the benefits of the proposed transaction and combined company, including future financial and operating

results and synergies, plans, objectives, expectations and intentions and other statements relating to the proposed transaction and the combined company that are

not historical facts.  Where possible, the words "believe," "expect," "anticipate," "intend," "should," "will," "would," "planned," "estimated," "potential," "goal,"

"outlook," "may," "predicts," "could," or the negative of such terms, or other comparable expressions, as they relate to Dex, SuperMedia, the combined company or

their respective management, have been used to identify such forward-looking statements. All forward-looking statements reflect only Dex’s and SuperMedia’s

current beliefs and assumptions with respect to future business plans, prospects, decisions and results, and are based on information currently available to Dex

and SuperMedia. Accordingly, the statements are subject to significant risks, uncertainties and contingencies, which could cause Dex’s, SuperMedia’s or the

combined company’s actual operating results, performance or business plans or prospects to differ materially from those expressed in, or implied by, these

statements.

Factors that could cause actual results to differ materially from current expectations include risks and other factors described in Dex’s and SuperMedia’s publicly

available reports filed with the SEC, which contain discussions of various factors that may affect the business or financial results of Dex, SuperMedia or the

combined company. Such risks and other factors, which in some instances are beyond either company’s control, include: the continuing decline in the use of print

directories; increased competition, particularly from existing and emerging digital technologies; ongoing weak economic conditions and continued decline in

advertising sales; the companies’ ability to collect trade receivables from customers to whom they extend credit; the companies’ ability to generate sufficient cash

to service their debt; the companies’ ability to comply with the financial covenants contained in their debt agreements and the potential impact to operations and

liquidity as a result of restrictive covenants in such debt agreements; the companies’ ability to refinance or restructure their debt on reasonable terms and

conditions as might be necessary from time to time; increasing interest rates; changes in the companies’ and the companies’ subsidiaries credit ratings; changes

in accounting standards; regulatory changes and judicial rulings impacting the companies’ businesses; adverse results from litigation, governmental investigations

or tax related proceedings or audits; the effect of labor strikes, lock-outs and negotiations; successful realization of the expected benefits of acquisitions,

divestitures and joint ventures; the companies’ ability to maintain agreements with major Internet search and local media companies; the companies’ reliance on

third-party vendors for various services; and other events beyond their control that may result in unexpected adverse operating results.

With respect to the proposed merger, important factors could cause actual results to differ materially from those indicated by forward-looking statements included

herein, including, but not limited to, the ability of Dex and SuperMedia to consummate the transaction on the terms set forth in the merger agreement; the risk that

anticipated cost savings, growth opportunities  and other financial and operating benefits as a result of the transaction may not be realized or may take longer to

realize than expected; the risk that benefits from the transaction may be significantly offset by costs incurred in integrating the companies; potential adverse

impacts or delay in completing the transaction as a result of obtaining consents from lenders to Dex or SuperMedia; failure to receive the approval of the

stockholders of either Dex or SuperMedia for the transaction; and difficulties in connection with the process of integrating Dex and SuperMedia, including:

coordinating geographically separate organizations; integrating business cultures, which could prove to be incompatible; difficulties and costs of integrating

information technology systems; and the potential difficulty in retaining key officers and personnel.  These risks, as well as other risks associated with the merger,

will be more fully discussed in the proxy statement/prospectus included in the registration statement on Form S-4 that Newdex intends to file with the SEC in

connection with the proposed transaction.

None of Dex, SuperMedia or the combined company is responsible for updating the information contained in this document beyond the publication date, or for

changes made to this document by wire services or Internet service providers.

Alan Schultz

Chairman of the Board of Directors

Dex One

Chairman of the Board of Directors –

Designate

Dex Media

4

Transaction Objective:

Accelerate the Transformation of the Companies

•

Improve Positioning for Growth

–

National scope

–

Greater market share

•

Improve Quality and Productivity

–

Capture marketing consultant expertise and best practices

–

Achieve a complete suite of social, mobile and local solutions

–

Apply best technology systems and platforms, operating

processes and tools and client care techniques

•

Improve Capacity to Reduce Debt

–

Expense synergies

–

Efficient use of tax assets

–

Enhance cash flow

5

Peter McDonald

President and CEO

SuperMedia

CEO –

Designate

Dex Media

6

Transaction Summary

Structure and

Consideration

7

•

Stock-for-stock merger establishing Dex

Media

as

the

merged

company

name

•

Dex One shareholders are expected to own

approximately 60 percent and SuperMedia

shareholders are expected to own

approximately 40 percent

•

Dex One shareholders will receive 0.200

shares of Dex Media for each Dex One

share they own; SuperMedia shareholders

will receive 0.4386 shares for each

SuperMedia share they own

Transaction Summary

8

Governance

•

Dex One Chairman Alan Schultz becomes

Dex Media Chairman

•

Board of Directors will include: 5 members

from Dex One, 5 from SuperMedia and 1

new independent director selected by the

Dex Media board

•

SuperMedia CEO Peter McDonald

becomes Dex Media CEO

•

SuperMedia CFO Samuel (Dee) Jones

becomes Dex Media CFO

Transaction Summary

9

Conditions

and Closing

•

Approval of credit amendments by Dex One

and SuperMedia lenders

•

Approval by Dex One and SuperMedia

shareholders

•

Expected close prior to year end 2012

10

Consumers

In charge and

experimenting

Media

Trying to keep up with

consumers across

platforms

Local Businesses

Confused and

challenged to keep pace

The Marketplace

11

Combining to Create a National Provider of

Social, Local and Mobile Marketing Solutions

The Trusted Marketing Consultants to Local Businesses

Simplifying Marketing, Building Long Term

Relationships and Delivering Results

National Presence: Increased  Scale & Scope

More Than 3,100 Marketing Consultants Building Trusted Relationships and

Delivering Results to Over 700,000 Local Businesses

Social, Local, Mobile Solutions

13

Deliver Results

Value = Relationships + Solutions + Results + Service

14

Alfred Mockett

CEO

Dex One

15

An Ideal Partnership

•

Brings together two highly complementary businesses to create a

stronger, national provider of social, local and mobile marketing

solutions

•

Both companies build one-on-one personal relationships as trusted

marketing consultants to local business owners, and offer a full

suite of

marketing solutions providing local presence and promotion which

deliver results and help our clients retain and add customers

•

The merger creates significant operational and financial benefits for

shareholders and lenders

•

Enhanced scale and scope establishes a powerful platform to penetrate

more of the market and improve growth opportunities

16

Dex One and SuperMedia

17

Pro Forma Revenue

2011 Actual

June 2012 YTD

Non-GAAP Adjusted EBITDA

Outstanding Debt

Dex One       SuperMedia

$1,481

$1,642

$0

$500

$1,000

$1,500

$2,000

$2,500

$3,000

$3,500

$679

$712

$0

$500

$1,000

$1,500

$629

$608

$0

$200

$400

$600

$800

$1,000

$1,200

$1,400

$291

$295

$0

$100

$200

$300

$400

$500

$600

$700

$2,510

$1,745

$0

$1,000

$2,000

$3,000

$4,000

$5,000

$2,069

$1,511

$0

$1,000

$2,000

$3,000

$4,000

Principal Synergy Drivers:

•

Consolidation of G&A functions

•

Elimination of duplicative activities

•

Rationalization of markets, products and solutions

•

Adopting the most cost-effective operating practices,

technology platforms and systems

Expense Synergies

$150MM -

$175MM of Expected Cost Synergies Achieved by 2015

18

Tax Efficiency Provides for

Enhanced Cash Flow

•

Company expects to preserve access to Dex

One’s tax attributes and generate future

attributes for approximately $1.8 billion in total to

offset income attributable to the combined

company following close

•

Consolidated entity tax payments are expected

to be nominal for 2014 and 2015

19

Merger Benefits

•

Creates national presence and a team of more than 3,100 local

marketing consultants who will have relationships with more than

700,000 businesses from day one, delivering a full suite of social, local

and mobile solutions

•

Significant incremental cash flow from synergies and preservation of tax

attributes

•

Provides additional runway to increase digital market penetration and

stabilize revenues

•

Improves the ability to reduce indebtedness and strengthen the

company’s balance sheet

20

Q&A

21

EX-99.3

Exhibit 99.3

Alfred T. Mockett Chief Executive Officer   Dex One Corporation 1001 Winstead Drive Cary, NC 27513 919-297-1110 Alfred.Mockett@DexOne.com

Good morning, August 21, 2012

This morning Dex One and SuperMedia announced that both companies’ boards of directors have unanimously approved a definitive merger agreement to combine the two companies in a stock-for-stock transaction. The combined company will be called Dex Media and our equity holders will own 60 percent of the company when the merger closes. I am fully supportive of this transaction and firmly believe it is in the long-term best interests of our investors, employees, customers and consumers.

The two companies fit well together. Our combined scale and scope creates a powerful platform to penetrate more of the market and improve our competitive position. The merger will accelerate the pace of the transformation each of us was pursuing independently and further support our efforts to strengthen the balance sheet.

When such an event takes place it is usual not to have all the details worked out at announcement time. At this point, we haven’t confirmed where the headquarters will be, what the management structure will look like, or what jobs will be impacted after the transaction is completed.

Integration planning will start immediately and proceed over the next several weeks. This process will lead to the answers we do not yet have.

I’m very proud of the work we have accomplished together in my two years as CEO of Dex One, but once the merger closes, I will be leaving the company. Peter McDonald, SuperMedia CEO will be the CEO of the new company.

A number of the Leadership Team and I are in New York and will be talking to investors, debt holders and media this morning about the merger. Also, I look forward to covering the transaction in more detail with you later today in a live webcast, on which I will also answer your questions. Watch for meeting invites shortly.

Alfred

Click to read the news release.

www.DexOne.com

Important Information

This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval. The proposed merger transaction between SuperMedia Inc. (“SuperMedia”) and Dex One Corporation (“Dex”) will be submitted to the respective stockholders of SuperMedia and Dex. In connection with the proposed transaction, Newdex, Inc., a subsidiary of Dex (“Newdex”), will file with the Securities and Exchange Commission (“SEC”) a registration statement on Form S-4 that will include a joint proxy statement/prospectus to be used by SuperMedia and Dex to solicit the required approval of their stockholders and that also constitutes a prospectus of Newdex. INVESTORS AND SECURITY HOLDERS OF SUPERMEDIA AND DEX ARE ADVISED TO CAREFULLY READ THE REGISTRATION STATEMENT AND JOINT PROXY STATEMENT/PROSPECTUS (INCLUDING ALL AMENDMENTS AND SUPPLEMENTS) AND OTHER RELEVANT DOCUMENTS FILED WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE TRANSACTION, THE PARTIES TO THE TRANSACTION AND THE RISKS ASSOCIATED WITH THE TRANSACTION. A definitive joint proxy statement/prospectus will be sent to security holders of SuperMedia and Dex seeking their approval of the proposed transaction. Investors and security holders may obtain a free copy of the joint proxy statement/prospectus (when available) and other relevant documents filed by SuperMedia and Dex with the SEC from the SEC’s website at www.sec.gov. Copies of the documents filed by SuperMedia with the SEC will be available free of charge on SuperMedia’s website at www.supermedia.com under the tab “Investors” or by contacting SuperMedia’s Investor Relations Department at (877) 343-3272. Copies of the documents filed by Dex with the SEC will be available free of charge on Dex’s website at www.dexone.com under the tab “Investors” or by contacting Dex’s Investor Relations Department at (800) 497-6329.

SuperMedia and Dex and their respective directors, executive officers and certain other members of management may be deemed to be participants in the solicitation of proxies from their respective security holders with respect to the transaction. Information about these persons is set forth in SuperMedia’s proxy statement relating to its 2012 Annual Meeting of Shareholders and Dex’s proxy statement relating to its 2012 Annual Meeting of Stockholders, as filed with the SEC on April 11, 2012 and March 22, 2012, respectively, and subsequent statements of changes in beneficial ownership on file with the SEC. These documents can be obtained free of charge from the sources described above. Security holders and investors may obtain additional information regarding the interests of such persons, which may be different than those of the respective companies’ security holders generally, by reading the joint proxy statement/prospectus and other relevant documents regarding the transaction (when available), which will be filed with the SEC.