Delaware Court Declines to Enjoin Infogroup’s Shareholder Meeting
June 24 2010 - 9:34PM
Business Wire
Infogroup (NASDAQ:IUSA) announced today that Court of Chancery
of the State of Delaware declined to issue a preliminary injunction
which might have delayed the meeting of Infogroup’s shareholders
scheduled for June 29, 2010 to vote on the proposed acquisition of
the Company by affiliates of CCMP Capital Investors LLP.
The preliminary injunction was requested by the New Jersey
Carpenters Pension Fund, a shareholder of the Company, on behalf of
all the Company’s shareholders. The Pension Fund could still seek a
discretionary interlocutory appeal of the Court of Chancery’s
decision.
About Infogroup
Infogroup is the leading provider of data and interactive
resources that enable 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.
Additional Information
In connection with the Merger, infoGROUP has filed a definitive
proxy statement and other relevant documents concerning the
transaction with the SEC. STOCKHOLDERS OF infoGROUP ARE URGED TO
READ THE PROXY STATEMENT AND ANY OTHER RELEVANT DOCUMENTS FILED
WITH THE SEC BECAUSE THEY CONTAIN IMPORTANT INFORMATION. Investors
and security holders can obtain free copies of the definitive proxy
statement and other documents in the SEC’s public reference room
located at 100 F Street, N.E., Room 1580, Washington, D.C. 20549.
Please call the SEC at 1 800 SEC 0330 for further information on
the public reference room. Copies of the definitive proxy statement
and other documents infoGROUP files with the SEC may also be
obtained by mail, upon payment of the SEC’s customary fees, by
writing to the SEC’s principal office at 100 F Street, NE,
Washington D.C. 20549. Our SEC filings, including the definitive
proxy statement, are also available to the public, free of charge,
at the SEC’s website at http://www.sec.gov. You also may obtain
free copies of the documents infoGROUP files with the SEC by going
to the “Financial Information” subsection of our “Investors
Relations” section of our website at
http://ir.infogroup.com/sec.cfm. Our website address is provided as
an inactive textual reference only. Information regarding the
identity of the persons who may, under SEC rules, be deemed to be
participants in the solicitation of stockholders of infoGROUP in
connection with the transaction, and their interests in the
solicitation, is set forth in the definitive proxy statement that
was filed by infoGROUP with the SEC on May 28, 2010.
Forward-Looking Statements
Except for historical information contained herein, statements
contained in this document may constitute "forward looking
statements" within the meaning of the Private Securities Litigation
Reform Act of 1995, Section 27A of the Securities Act of 1933 and
Section 21E of the Securities Exchange Act of 1934, and are subject
to the safe harbor created thereby. Forward-looking statements
include statements containing words such as “believes,”
“estimates,” “anticipates,” “continues,” “contemplates,” “expects,”
“may,” “will,” “could,” “should” or “would” or other similar words
or phrases. Statements also include statements pertaining to: the
future of the operating environment in the Company’s industry, the
implications of current financial performance on future results and
the ability of the Company to meet its future forecasts. These
statements, which are based on information currently available to
us, are not guarantees of future performance and may involve risks
and uncertainties that could cause our actual growth, results of
operations, performance and business prospects, and opportunities
to materially differ from those expressed in, or implied by, these
statements. These forward-looking statements speak only as of the
date on which the statements were made and we expressly disclaim
any obligation to release publicly any updates or revisions to any
forward-looking statement included in this document or elsewhere.
These statements are subject to risks, uncertainties, and other
factors, including, among others:
- the occurrence of any event,
change or other circumstances that could give rise to the
termination of the Merger Agreement;
- the inability to complete the
Merger due to the failure to obtain stockholder approval or the
failure to satisfy other conditions to consummation of the
Merger;
- the failure of CCMP to obtain
the necessary debt or equity financing;
- the failure of the Merger to
close for any other reason;
- that the proposed transaction
disrupts current plans and operations and the potential
difficulties in employee retention as a result of the Merger;
- the effect of the announcement
of the Merger on our customer relationships, operating results and
business generally;
- the ability to recognize the
benefits of the Merger;
- the amount of the costs, fees,
expenses and charges related to the Merger;
and other risks detailed in our current filings with the SEC,
including our most recent filings on Forms 10 Q and 10 K. Many of
the factors that will determine our future results are beyond our
ability to control or predict. In light of the significant
uncertainties inherent in the forward-looking statements contained
herein, readers should not place undue reliance on forward-looking
statements, which reflect management’s views only as of the date
hereof. We cannot guarantee any future results, levels of activity,
performance or achievements. The statements made in this document
represent our views as of the date hereof, and it should not be
assumed that the statements made herein remain accurate as of any
future date. Moreover, we assume no obligation to update
forward-looking statements or update the reasons that actual
results could differ materially from those anticipated in
forward-looking statements, except as required by law.
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