UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
Infogroup Inc.
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(Name of Issuer)
Common Shares
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(Title of Class of Securities)
45670G108
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(CUSIP Number)
Anna Marie Lopez
Hotchkis and Wiley Capital Management, LLC
725 South Figueroa Street, 39th floor
Los Angeles, California 90017-5439
(213) 430-1896
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
May 19, 2010
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(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition that is the subject of this Schedule 13D, and is filing this
schedule because of Sections 240.13d-1(e), 13d-1(f) or 240.13d-1(g), check the
following box [ ].
Note: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See Section 240.13d-7 for other
parties to whom copies are to be sent.
* The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
(Continued on following pages)
13D
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CUSIP No. 45670G108
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NAMES OF REPORTING PERSONS
1 I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Hotchkis and Wiley Capital Management, LLC 95-4871957
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) [ ]
(b) [ ]
2
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3 SEC USE ONLY
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SOURCE OF FUNDS (See Instructions)
4
OO
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CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
5 TO ITEMS 2(d) OR 2(e)
[ ]
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CITIZENSHIP OR PLACE OF ORGANIZATION
6
Delaware
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SOLE VOTING POWER
7
NUMBER OF 2,716,000
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SHARES SHARED VOTING POWER
BENEFICIALLY 8
OWNED BY -0-
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EACH SOLE DISPOSITIVE POWER
9
REPORTING 4,952,400
PERSON WITH ------------===========================================
SHARED DISPOSITIVE POWER
10
-0-
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11
4,952,400 shares (Ownership disclaimed pursuant to Section 13d-4
of the 1934 Act)
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CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
12 CERTAIN SHARES (See Instructions) [ ]
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13
8.5%
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TYPE OF REPORTING PERSON (See Instructions)
14
IA
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This Amendment No. 2 (this "Amendment") amends that certain Statement on
Schedule 13D filed on April 6, 2010, as amended by that certain Amendment No. 1
filed on May 19, 2010,(collectively, the 'Schedule 13D') which relates to the
Common Shares of Infogroup, Inc. (the "Company" or "Issuer"). The Company's
principal offices are located at 5711 South 86th Circle, Omaha, Nebraska 68127.
This Amendment is being filed to report a change in beneficial ownership in
excess of 1% of the total amount of shares outstanding. All items or responses
not described herein remain as previously reported in the Schedule D.
Item 3. Source And Amount Of Funds And Other Consideration
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HWCM purchased the Common Shares on behalf of its clients in the ordinary
course of business, using the investment capital of its clients. The Common
Shares were acquired at an average price of approximately $6.81 per share
(including commissions). The amount of investment capital used to purchase
the Common Shares was approximately $33,742,121 (including commissions).
Item 5. Interest In Securities Of The Issuer
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(a) The percentage amount set forth in Row 13 for the cover page
filed herewith is calculated based upon the 57,960,128 shares of Common Stock
outstanding as of April 30, 2010 reported in the Company's Quarterly Report
on Form 10-Q for the quarter ended March 31, 2010.
(b) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
2,716,000
(ii) Shared power to vote or to direct the vote:
0
(iii) Sole power to dispose or to direct the disposition of:
4,952,400
(iii) Shared power to dispose or to direct the disposition of:
0
Note that certain of HWCM's clients have retained voting power over the
Common Shares that they beneficially own. Accordingly, HWCM has the
power to dispose of more Common Shares than it can vote.
(c) Information concerning transactions relating to the shares
offered through open market transactions by the reporting persons during the
past sixty days are listed below.
Transaction date Shares purchased/(sold) Price per share
04/19/2010 63,000 $ 8.0005
04/20/2010 24,200 $ 8.0461
04/21/2010 20,300 $ 8.1857
04/22/2010 15,200 $ 8.1235
04/23/2010 19,300 $ 8.1557
04/26/2010 20,000 $ 8.1477
04/27/2010 15,000 $ 7.9982
04/28/2010 12,900 $ 8.0186
04/29/2010 6,500 $ 8.0200
04/30/2010 20,000 $ 8.0292
05/03/2010 19,900 $ 8.0091
05/04/2010 16,300 $ 8.0100
05/05/2010 51,200 $ 8.0040
05/06/2010 64,900 $ 7.9510
05/06/2010 598,000 $ 7.9000
05/07/2010 25,000 $ 7.9523
05/07/2010 200,000 $ 7.9000
05/10/2010 65,300 $ 7.9066
05/11/2010 5,000 $ 7.9247
05/14/2010 12,900 $ 7.9446
05/17/2010 13,700 $ 7.9601
05/18/2010 35,800 $ 7.9699
05/19/2010 54,700 $ 7.9569
05/19/2010 296,600 $ 7.9300
(d) The securities as to which this Schedule is filed by HWCM, in
its capacity as investment adviser, are held in client custodial accounts for
the benefit of the clients. These clients have the right to receive, or the
power to direct the receipt of, dividends from, or the proceeds from the sale
of, such securities. No such client is known to have such right or power with
respect to more than five percent of this class of securities. HWCM disclaims
beneficial ownership of all securities owned for the benefit of its clients.
(e) Not applicable.
SIGNATURES
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After reasonable inquiry and to the best of my knowledge and belief,
I certify that the information set forth in this statement is true, complete
and correct.
Date: May 25, 2010
Hotchkis and Wiley Capital Management, LLC
By: /s/ Anna Marie Lopez
Name: Anna Marie Lopez
Title: Chief Operating Officer