Current Report
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): September 10, 2009
Vertro, Inc.
(Exact
name of registrant as specified in its charter)
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Delaware
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0-30428
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88-0348835
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(State
or other Jurisdiction of
Incorporation)
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(Commission
File Number)
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(IRS
Employer Identification No.)
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5220
Summerlin Commons Boulevard
Fort
Myers, Florida
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33907
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(Address
of Principal Executive Offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code:
(239) 229-5766
Not
Applicable
(Former
name or former address if changed since last report.)
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:
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))
Item 7.01.
Regulation FD Disclosure.
On
September 10, 2009, the Company issued a press release entitled “Vertro, Inc.
Issues Interim Update for Third Quarter 2009” regarding certain financial and
operating results for July and August 2009. A copy of the Company’s press
release is being furnished herewith as Exhibit 99.1.
The
information in this Current Report on Form 8-K under this caption and
accompanying exhibits are being furnished under Item 2.02 and shall not be
deemed to be “filed” for the purposes of Section 18 of the Securities
Exchange Act of 1934 (the “Exchange Act”), or otherwise subject to the
liabilities of such section, nor shall such information be deemed incorporated
by reference in any filing under the Securities Act of 1933 (the “Securities
Act”) or the Exchange Act, except as shall be expressly set forth by specific
reference in such a filing.
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Item 9.01.
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Financial
Statements and Exhibits.
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(d)
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Exhibits.
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Exhibit No.
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Description
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99.1
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Press
release dated September 10, 2009, entitled “Vertro, Inc. Issues Interim
Update for Third Quarter 2009”
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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.
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Date:
September 10, 2009
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Vertro, Inc.
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By:
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/s/
John B. Pisaris
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John
B. Pisaris
General
Counsel & Secretary
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EXHIBIT
INDEX
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Exhibit No.
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Description
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99.1
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Press
release dated September 10, 2009, entitled “Vertro, Inc. Issues Interim
Update for Third Quarter 2009”
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Exhibit
99.1
Vertro,
Inc. Issues Interim Update for Third Quarter 2009
NEW YORK, NY
– September 10, 2009 –
Vertro,
Inc. (NASDAQ:VTRO) today provided an interim update for third quarter
2009.
“We
believe that because certain metrics across our business improved late in the
second quarter, it is important that we provide our investors, customers and
other stakeholders with an update for the first two months of the third
quarter,” said Peter Corrao, Vertro’s President and Chief Executive
Officer.
Key metrics for July and August 2009
for continued operations:
Unless
otherwise noted, results are based on the first
two
months of the
third quarter 2009 compared to
full
second quarter
2009 results.
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Revenue
for July and August 2009 of approximately $4.8 million
1
, compared
to second quarter 2009 revenue of $6.0
million;
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-
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Advertising
spend for July and August 2009 of approximately $4.0 million, compared
with second quarter 2009 advertising spend of $5.8
million;
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Operating
expenses, excluding advertising spend, of approximately $2.0 million for
July and August 2009, in line with
expectations;
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5.1
million live toolbar users on August 31, 2009, compared to 4.7 million on
June 30, 2009
2
;
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4.3
million unique ALOT Home users in August 2009, compared to 2.7 million in
June 2009
3
;
and
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-
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72.4
million searches conducted across our product portfolio in August
2009
4
, compared
to 58.4 million in June 2009.
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“In the
first two months of the third quarter we have increased live users, search
volumes and monthly revenue while keeping our monthly operating expenses
consistent with the second quarter. We believe that these metrics validate our
growth strategy and will provide the foundations for us to achieve EBITDA
profitability in the fourth quarter of 2009.”
www.alot.com
www.vertro.com
About
Vertro, Inc.
Vertro,
Inc. (NASDAQ:VTRO) is a software and technology company that owns and operates
the ALOT product portfolio. ALOT's products are designed to 'Make the Internet
Easy' by enhancing the way consumers engage with content online. Through ALOT,
Internet users can discover best-of-the-web third party content and display that
content through customizable toolbar, homepage and desktop products. ALOT has
millions of live users across its product portfolio. Together these users
conduct high-volumes of type-in search queries, which are monetized through
third-party search and content agreements.
Source:
VTRO-G
Forward-looking
Statements
This
press release contains certain forward-looking statements that are based upon
current expectations and involve certain risks and uncertainties within the
meaning of the U.S. Private Securities Litigation Reform Act of 1995. Words or
expressions such as "anticipate", "plan," "will," "intend," "believe" or
"expect'" or variations of such words and similar expressions are intended to
identify such forward-looking statements. These forward-looking statements are
not guarantees of future performance and are subject to risks, uncertainties,
and other factors, some of which are beyond our control and difficult to predict
and could cause actual results to differ materially from those expressed or
forecasted in the forward-looking statements, including (1) our ability to
successfully execute upon our corporate strategies, (2) our ability to develop
and successfully market new products and services, and (3) the potential
acceptance of new products in the market. Additional key risks are described in
Vertro's reports filed with the U.S. Securities and Exchange Commission,
including the Form 10-Q for Q2 2009.
Alex
Vlasto
VP,
Marketing & Communications
Alex.vlasto@vertro.com
(646)
253-0627