Attached files
file | filename |
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EX-99.1 - Vertro, Inc. | v210803_ex99-1.htm |
EX-99.2 - Vertro, Inc. | v210803_ex99-2.htm |
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): February 10, 2011
Vertro,
Inc.
(Exact
name of registrant as specified in its charter)
Delaware
(State
or other jurisdiction of
incorporation)
|
0-30428
(Commission
File Number)
|
88-0348835
(IRS
Employer Identification No.)
|
143
Varick Street
|
|
New
York, New York
|
10013
|
(Address
of principal executive offices)
|
(Zip
Code)
|
Registrant’s
telephone number, including area code: (212) 231-2000
Not
Applicable
(Former
name or former address, if changed since last report.)
Check the
appropriate box below if the Form 8-K fıling is intended to simultaneously
satisfy the fıling obligation of the registrant under any of the following
provisions ( see General Instruction A.2.
below):
¨ 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))
On
February 10, 2011, the Company issued a press release entitled “Vertro, Inc.
Reports Preliminary Fourth Quarter 2010 Results and Non-Financial Metrics”
regarding its preliminary financial results and non-financial metrics for the
three months ended December 31, 2010, and held a management conference call to
discuss these results and the outlook of the Company. A copy of the Company’s
press release is being furnished herewith as Exhibit 99.1 and a copy of the
script of the Company’s management for the conference call is being furnished
herewith as Exhibit 99.2.
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.
Item 7.01.
Regulation FD Disclosure.
On
February 10, 2011, the Company held a management conference call to discuss the
Company’s preliminary financial results and non-financial metrics for the three
months ended December 31, 2010 and certain other matters. A copy of the script
of the Company’s management for the conference call is being furnished herewith
as Exhibit 99.2.
The
information in this Current Report on Form 8-K under this caption and
Exhibit 99.2 are being furnished under Item 7.01 and shall not be
deemed to be “filed” for the purposes of Section 18 of 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 or
the Exchange Act, except as shall be expressly set forth by specific reference
in such a filing.
2
Item
9.01 Financial
Statements and Exhibits.
(d)
Exhibits.
Exhibit
No.
|
Description
|
|
99.1
|
Press
release dated February 10, 2011, entitled “Vertro, Inc. Reports
Preliminary Fourth Quarter 2010 Results and Non-Financial
Metrics”
|
|
99.2
|
Vertro,
Inc. Management Call Script
|
3
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.
Vertro,
Inc.
|
||
Date:
February 10, 2011
|
By:
|
/s/
John B. Pisaris
|
John
B. Pisaris
|
||
General
Counsel & Secretary
|
4
EXHIBIT
INDEX
Description
|
||
99.1
|
Press
release dated February 10, 2011, entitled “Vertro, Inc. Reports
Preliminary Fourth Quarter 2010 Results and Non-Financial
Metrics”
|
|
99.2
|
Vertro,
Inc. Management Call Script
|
5