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 3, 2009

infoGROUP Inc.

(Exact name of Registrant as specified in its charter)

Delaware
(State or other jurisdiction of incorporation) 001-34298
(Commission File Number) 47-0751545
(IRS Employer Identification No.)

5711 South 86^th Circle
Omaha, Nebraska
(Address of principal executive offices) 68127
(Zip Code)

Registrant’s telephone number, including area code: (402) 593-4500

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 (see General Instruction A.2. below):

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

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

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

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

TABLE OF CONTENTS

	Item 2.02. Results of Operations and Financial Condition.
	Item 9.01. Financial Statements and Exhibits.
SIGNATURES
EXHIBIT INDEX
EX-99.1

Item 2.02. Results of Operations and Financial Condition.

On August 3, 2009, infoGROUP Inc. (“infoGROUP”) issued a press release announcing its earnings for the three and six months ended June 30, 2009. On August 4, 2009, infoGROUP will hold its second quarter conference call. A copy of the earnings release is furnished with this report as Exhibit 99.1.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

The following exhibit is furnished pursuant to Item 2.02:

Exhibit No.	Description
99.1	Earnings Release of infoGROUP dated August 3, 2009

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.

infoGROUP Inc. (Registrant)
By:	/s/ Thomas J. McCusker
	Thomas J. McCusker
	Secretary and Executive Vice President for Business Conduct and General Counsel

Date: August 3, 2009

EXHIBIT INDEX

Exhibit No.	Description
99.1	Earnings Release of infoGROUP dated August 3, 2009

EX-99.1

Exhibit 99.1

5711 S 86^TH CIRCLE • PO BOX 27347 • Omaha NE 68127-0347
Executive Office: (402) 596-8900 • Fax (402) 596-8902
Internet: www.infoGROUP.com

FOR IMMEDIATE RELEASE
August 3, 2009

CONTACT:
Lisa Olson — Senior Vice President, Corporate Relations
Phone: (402) 593-4541
E-Mail: lisa.olson@infogroup.com

Thomas Oberdorf — Chief Financial Officer
Phone: (402) 593-4690

infoGROUP Reports Second Quarter Results

• infoGROUP reports net income of $612 thousand from a net loss of $9.3 million in the first quarter of 2009

• Revenue of $122.2 million compared to $148.5 million last year

• EPS was $0.01 this year compared to $0.08 last year and non-GAAP adjusted EPS was $0.15 compared to $0.17 last year

• Debt reduced by $5.8 million during the second quarter of 2009

(OMAHA, NE) — infoGROUP (NASDAQ: IUSA), the leading provider of data driven and interactive resources for targeted sales, marketing and research solutions today reported preliminary unaudited financial results for the second quarter of 2009 ending on June 30, 2009.

“We are pleased with the progress we have made during the past several quarters on moving the business forward in spite of the economic headwinds,” said Bill Fairfield, infoGROUP’s Chief Executive Officer. “We continue to remain ahead of schedule on our cost savings plans and outpace our original expectations.” Fairfield added, “In addition, we continue to reduce debt and are beginning to invest back into the business with new products and services to help generate new revenue, which provides a solid foundation for future growth for the Company.”

SECOND QUARTER RESULTS

GAAP Results

During the second quarter of 2009, infoGROUP delivered revenue of $122.2 million, compared to $148.5 million for the same period in 2008, representing a decline of $26.3 million or 18%. Excluding the effect of foreign exchange, the decline was $22.5 million or 15%.

infoGROUP’s operating income for the second quarter of 2009 was $1.5 million, which included $12.5 million of restructuring, non-recurring and non-cash charges, compared to $8.1 million in the second quarter of 2008, which included $8.3 million of similar charges.

infoGROUP’s net income for the second quarter of 2009 was $0.6 million, or earnings per share of $0.01, compared to net income of $4.3 million, or earnings per share of $0.08 in 2008.

Non-GAAP Results

infoGROUP’s adjusted earnings per share for the second quarter of 2009, excluding the restructuring, non-recurring and non-cash charges, was $0.15, compared to $0.17 for the second quarter of 2008, a decline of $0.02.

In the second quarter of 2009, EBITDA was $8.6 million compared to $16.6 million in 2008. Adjusted EBITDA, which excludes certain restructuring, non-recurring and non-cash charges, was $21.1 million in 2009, compared to $24.9 million in 2008. As a result of the cost cutting initiatives that were started last year and continued through the second quarter, we were able to offset most of the revenue decline experienced in the quarter.

In total, the Company recorded $12.5 million in costs during the quarter for restructuring, non-recurring and non-cash charges. This included $1.9 million in legal and professional fees related to the SEC investigation, $6.9 million in restructuring costs for severance associated with headcount reductions and facility closures, $3.2 million for impairments and write-down of assets, $0.1 million in litigation settlement charges and $0.4 million in non-cash stock compensation expense. All of these charges were recorded in selling, general and administrative expenses within operating expenses.

“During the second quarter of 2009, the Company achieved an incremental $2.3 million of cost savings,” said Tom Oberdorf, infoGROUP’s Chief Financial Officer. “Year to date we have recognized $8.4 million of cost savings from both our first quarter and second quarter initiatives, which will continue through the year, as well as new initiatives in the third and fourth quarters, which will further compound our savings.”

Fairfield concluded, “We are seeing a slight positive attitude in the market place, which we haven’t seen in the past few quarters. It is probably too early to call a trend, but we are cautiously optimistic.”

NON-GAAP INFORMATION

In addition to disclosing results determined in accordance with generally accepted accounting principles, or GAAP, infoGROUP also discloses the following non-GAAP measures: (1) earnings before interest expense, income taxes and depreciation and amortization, or EBITDA, (2) adjusted EBITDA excluding the effects of the non-recurring charges related to the Derivative Litigation, the Stipulation of Settlement, and the SEC investigation, restructuring costs, impairments and write-down of assets, litigation settlement charges, and non-cash stock compensation expense and (3) adjusted earnings (loss) per share excluding the effects of the non-recurring charges related to the Derivative Litigation, the Stipulation of Settlement and the SEC investigation, restructuring costs, impairments and write-down of assets, litigation settlement charges, and non-cash stock compensation expense.

Management believes EBITDA provides useful supplemental information to management and investors because management uses this information internally for evaluating the aggregate performance of the Company’s operating businesses. In addition, EBITDA is commonly used as an analytical indicator

within infoGROUP’s industry and is a component of the Company’s financial covenant calculations under its credit facilities, subject to certain adjustments. Additionally, management excludes the effects of the non-recurring charges related to the Derivative Litigation, the Stipulation of Settlement and the SEC investigation and the restructuring costs, impairments and write-down of assets, litigation settlement charges, and non-cash stock compensation expense because such items resulted from events that are non-recurring and are not part of on-going operations. Management believes that adjusted earnings per share and adjusted EBITDA provide useful supplemental information to management and investors because they better reflect the Company’s on-going performance and business operations during the periods presented and are more useful to investors for comparative purposes.

All companies do not calculate non-GAAP measures in the same manner and the non-GAAP financial measures presented in this press release may not be comparable to similar measures used by other companies. Non-GAAP measures should be considered supplemental to, and not as a substitute for, or superior to, financial measures calculated in accordance with GAAP. Non-GAAP financial measures have limitations in that they do not reflect all of the costs associated with the operations of the Company’s business as determined in accordance with GAAP. As a result, you should not consider these measures in isolation or as a substitute for analysis of the Company’s results as reported under GAAP as measures of the Company’s profitability or liquidity.

See the tables in this press release for a reconciliation of net income to non-GAAP EBITDA and non-GAAP adjusted EBITDA, and earnings (loss) per share to non-GAAP adjusted earnings per share.

CONFERENCE CALL

The Company will host its second quarter conference call on August 4, 2009 at 8:30 a.m. Eastern time. To access the conference call, please dial 866-825-3308 (international 617-213-8062), passcode 43293737, approximately 10 minutes prior to the start of the call. A replay of the call will be available from 11:30 a.m. Eastern time, August 4, 2009 through midnight Eastern time, August 11, 2009. The replay number is 888-286-8010 (international 617-801-6888), passcode 75693548.

About infoGROUP

infoGROUP (NASDAQ: IUSA) is the leading provider of data and interactive resources that enables targeted sales, effective marketing and insightful research solutions. Our information powers innovative tools and insight for businesses to efficiently reach current and future customers through multiple channels, including the world’s most dominant and powerful Internet search engines and GPS navigation systems. infoGROUP headquarters are located at 5711 S. 86th Circle, Omaha, NE 68127. For more information, call (402) 593-4500 or visit www.infogroup.com.

Forward-looking Statements

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. You can identify forward-looking statements by terminology such as “may,” “will,” “should,” “could,” “would,” “expects,” “intends,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “potential,” “continues” or the negative of these terms or other comparable terminology. The potential risks and uncertainties include, but are not limited to, recent changes in senior management, risks associated with litigation, 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.

(CONDENSED FINANCIAL STATEMENTS FOLLOW)

infoGROUP INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share amounts)

	FOR THE QUARTER ENDED						FOR THE SIX MONTHS ENDED
	June 30, 2009			June 30, 2008			June 30, 2009			June 30, 2008
	(unaudited)						(unaudited)
Net sales	$	122,216		$	148,489		$	249,753		$	301,781
Costs and expenses
Cost of goods and services		45,908			52,099			92,897			103,289
Selling, general and administrative		66,973			79,706			137,109			161,966
Depreciation and amortization of operating assets (1)		5,000			5,308			9,759			10,516
Amortization of intangible assets		2,839			3,306			5,773			6,511
		120,720			140,419			245,538			282,282
Operating income		1,496			8,070			4,215			19,499
Other income (expense):
Investment income (expense)		1			(4	)		(1	)		1,355
Other income (expense)		(699	)		(44	)		(1,324	)		161
Interest expense		(2,160	)		(3,709	)		(5,406	)		(9,096	)
Income (loss) before income taxes		(1,362	)		4,313			(2,516	)		11,919
Income tax expense (benefit)		(504	)		1,585			(931	)		4,475
Net income (loss) from continuing operations		(858	)		2,728			(1,585	)		7,444
Income (loss) from discontinued operations, net of tax		1,470			1,609			(7,142	)		3,494
Net income (loss)	$	612		$	4,337		$	(8,727	)	$	10,938
BASIC EARNINGS (LOSS) PER SHARE:
Income (loss) from continuing operations		($0.01	)	$	0.05			($0.03	)	$	0.13
Income (loss) from discontinued operations	$	0.02		$	0.03			($0.12	)	$	0.06
Net income (loss)	$	0.01		$	0.08			($0.15	)	$	0.19
Basic weighted average shares outstanding		57,570			56,798			57,220			56,632
DILUTED EARNINGS (LOSS) PER SHARE:
Income (loss) from continuing operations		($0.01	)	$	0.05			($0.03	)	$	0.13
Income (loss) from discontinued operations	$	0.02		$	0.03			($0.12	)	$	0.06
Net income (loss)	$	0.01		$	0.08			($0.15	)	$	0.19
Diluted weighted average shares outstanding		57,570			56,799			57,220			56,636

(1) Depreciation of tangible assets and amortization of capitalized software.

The following provides a reconciliation of GAAP net income (loss) to non-GAAP EBITDA and non-GAAP adjusted EBITDA:

	FOR THE QUARTER ENDED						FOR THE SIX MONTHS ENDED
	June 30, 2009			June 30, 2008			June 30, 2009			June 30, 2008
	(unaudited)						(unaudited)
GAAP net income (loss)	$	612		$	4,337		$	(8,727	)	$	10,938
(Income) loss from discontinued operations		(1,470	)		(1,609	)		7,142			(3,494	)
Interest expense		2,160			3,709			5,406			9,096
Income tax expense (benefit)		(504	)		1,585			(931	)		4,475
Depreciation and amortization of operating assets		5,000			5,308			9,759			10,516
Amortization of intangible assets		2,839			3,306			5,773			6,511
Non-GAAP EBITDA	$	8,637		$	16,636		$	18,422		$	38,042
Adjustments:
SEC investigation / shareholder litigation expenses	$	1,868		$	5,977		$	5,701		$	9,664
Restructuring costs		6,908			2,160			9,546			2,946
Impairments and write-down of assets		3,201			—			5,383			—
Litigation settlement charges		114			41			372			52
Non-cash stock compensation expense		395			103			822			265
Non-GAAP adjusted EBITDA	$	21,123		$	24,917		$	40,246		$	50,969

The following provides a reconciliation of GAAP basic earnings (loss) per share to non-GAAP adjusted basic earnings per share:

	FOR THE QUARTER ENDED					FOR THE SIX MONTHS ENDED
	June 30, 2009			June 30, 2008		June 30, 2009			June 30, 2008
	(unaudited)					(unaudited)
GAAP basic earnings (loss) per share from continuing operations		($0.01	)	$	0.05		($0.03	)	$	0.13
Effect of adjustments (see below)	$	0.14		$	0.09	$	0.24		$	0.14
Non-GAAP adjusted basic earnings per share from continuing operations	$	0.13		$	0.14	$	0.21		$	0.27
GAAP basic earnings (loss) per share	$	0.01		$	0.08		($0.15	)	$	0.19
Effect of adjustments (see below)	$	0.14		$	0.09	$	0.24		$	0.14
Non-GAAP adjusted basic earnings per share	$	0.15		$	0.17	$	0.09		$	0.33
Adjustments (detail in above table)	$	12,486		$	8,281	$	21,824		$	12,927
Income tax effect of adjustments		4,620			3,105		8,075			4,848
Impact of adjustments on net income	$	7,866		$	5,176	$	13,749		$	8,079
Basic weighted average shares outstanding		57,570			56,798		57,220			56,632
Effect of adjustments on basic earnings (loss) per share from continuing operations and basic earnings (loss) per share	$	0.14		$	0.09	$	0.24		$	0.14

infoGROUP INC. AND SUBSIDIARIES
Condensed Consolidated Balance Sheets
(In thousands)

	June 30,			December 31,
	2009			2008
	(unaudited)
Assets
Cash and cash equivalents	$	7,603		$	4,691
Marketable securities		611			992
Accounts receivable		42,304			56,030
List brokerage accounts receivable		66,540			86,841
Unbilled services		10,669			11,120
Deferred income taxes		5,196			6,889
Income taxes receivable		—			3,287
Prepaid expenses		11,207			9,382
Escrow, current		3,002			—
Other receivables		2,610			—
Deferred marketing costs		1,004			1,004
Assets held for sale		2,815			3,960
Current assets of discontinued operations		—			36,845
Total current assets		153,561			221,041
Property and equipment, net		54,270			59,235
Goodwill		353,088			377,708
Intangible assets, net		64,274			69,950
Other assets		2,445			2,505
Escrow, noncurrent		10,005			—
Noncurrent assets of discontinued operations		—			84,844
	$	637,643		$	815,283
Liabilities
Current portion of long-term debt		2,837			2,899
Accounts payable		19,084			29,569
Accounts payable-list brokerage		59,420			79,827
Accrued payroll expenses		28,751			32,128
Accrued expenses		16,600			16,068
Income taxes payable		5,236			—
Deferred revenue		54,919			59,140
Current liabilities of discontinued operations		—			16,659
Total current liabilities		186,847			236,290
Long-term debt, net of current portion		190,618			297,745
Deferred income taxes		7,561			10,552
Other liabilities		7,218			5,417
Noncurrent liabilities of discontinued operations		—			16,406
Stockholders’ equity
Common stock		143			142
Paid-in capital		149,281			147,029
Retained earnings		106,199			114,926
Note receivable — shareholder		(6,800	)		(9,000	)
Accumulated other comprehensive loss		(3,424	)		(4,224	)
Total stockholders’ equity		245,399			248,873
	$	637,643		$	815,283