infoUSA® to Acquire Guideline, Inc

Business Wire, June 28, 2007

Transaction to Enhance Strategy of Diversified Marketing Service Provider

OMAHA, Neb. & NEW YORK -- infoUSA([R]) (NASDAQ:IUSA), the leading provider of proprietary business and consumer databases, sales leads, direct marketing, and email marketing, and Guideline, Inc. (GDLN.OB), the premier single source provider of custom business and market research and analysis, today announced that they have entered into a definitive merger agreement to provide for the acquisition of Guideline by infoUSA. The total transaction value, including the assumption of debt, will be approximately $41.6 million. Founded in 1969 as FIND/SVP, Inc., Guideline services approximately 1,500 corporations in industries such as Pharmaceuticals, Financial Services and Consumer Package Goods. For 2006 Guideline reported $46M in revenue.

Under the terms of transaction, infoUSA will pay $1.35 per share of Guideline common stock, in cash, and an amount equal to the liquidation preference and accrued dividends for outstanding shares of Guideline preferred stock. The acquisition will be effected by a tender offer for all outstanding Guideline shares, followed by a second-step merger. infoUSA will finance the transaction with cash on hand and borrowings under its credit facility. infoUSA expects the acquisition of Guideline to be accretive to earnings in fiscal 2007. The transaction, expected to close in the third quarter of 2007, is subject to customary closing conditions.

Guideline will remain headquartered in New York City and will operate independently as part of infoUSA. Marc Litvinoff, who has been with Guideline since 2004, will become the company's CEO.

Vin Gupta, Chairman and CEO of infoUSA, stated, "This transaction will significantly increase our presence in the marketing research sector. The transaction fits well with our strategic plan to leverage our existing capabilities by offering Guideline's highly complementary research services to our existing market research business. Guideline is the nation's premier single-source provider of customized business research and analysis. Guideline offers research methodologies ranging from on-demand secondary research to in-depth competitive and market intelligence.

The acquisition of Guideline, along with last year's acquisition of Opinion Research Corporation, is a significant step towards consolidating the fragmented market research industry. Guideline and Opinion Research have many synergies and the two greatly increase our market research presence."

"I am especially pleased that Marc and his team will remain with us. He shares our vision and our strategy of becoming a truly differentiated and diversified marketing research service provider," said Mr. Gupta.

Marc Litvinoff commented, "I am looking forward to combining forces with infoUSA, and leveraging the complementary services and products on behalf of our clients. Guideline has undergone a substantial and successful transformation over the past 5 years into one of the nation's leading providers of diversified business and market research services. I am confident that aligning with infoUSA will be highly beneficial to our clients and employees."

In connection with the signing of the merger agreement, certain directors and executive officers as well as certain significant shareholders of Guideline, who own in the aggregate approximately 59% of the outstanding shares of Guideline common stock, have entered into agreements with infoUSA pursuant to which they have agreed to tender their shares to infoUSA and, if necessary, vote in favor of the second-step merger and against any competing transaction. Guideline has also granted infoUSA an option to purchase a number of shares of Guideline common stock that, if exercised and subject to certain conditions, would result in infoUSA owning in excess of 90% of the shares of common stock of Guideline, which would allow infoUSA to effect the second-step merger without calling a special meeting of Guideline shareholders.

Additional Information

The tender offer described in this press release has not yet commenced and this announcement is neither an offer to purchase nor a solicitation of an offer to sell any shares of Guideline. Additional details regarding the tender offer and the transaction will be disclosed in tender offer documents, which will be filed concurrently with commencement of the tender offer. If the tender offer described above is commenced, a tender offer statement on Schedule TO will be filed by infoUSA with the Securities and Exchange Commission (the "SEC") and, following commencement, a solicitation/recommendation statement on Schedule 14D-9 will be filed by Guideline with the SEC. Guideline shareholders are urged to read the tender offer statement, the solicitation/recommendation statement and any other relevant documents relating to the tender offer described above, when they become available, because they will contain important information about Guideline, infoUSA and the proposed transaction. The tender offer statement and the solicitation/recommendation statement should be read carefully before making a decision concerning the transaction.