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):
May 6, 2008
IDEARC INC.
(Exact name of registrant as specified in its charter)
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| Delaware
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1-32939
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20-5095175 |
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(Commission File Number)
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(I.R.S. Employer |
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Identification Number) |
2200 West Airfield Drive, P.O. Box 619810, DFW Airport, Texas 75261
(Address of Principal Executive Offices)
(972) 453-7000
(Registrant’s telephone number, including area code)
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 2.02 Results of Operations and Financial Condition.
On May 6, 2008, Idearc Inc. (“Idearc”) issued a press release announcing its financial
results for the three months ended March 31, 2008. A copy of the press release is furnished as
part of this Current Report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference.
Non-GAAP Measures
Idearc’s press release and financial schedules include financial information prepared in
conformity with accounting principles generally accepted in the United States (“GAAP”) as
well as non-GAAP financial information. The non-GAAP financial information includes:
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EBITDA, which is earnings before interest, taxes, depreciation and amortization; |
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EBITDA margin, which is EBITDA divided by total operating revenue; |
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adjusted pro forma consolidated statements of income; |
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adjusted pro forma EBITDA; and |
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adjusted pro forma EBITDA margin. |
EBITDA is determined by adding interest, taxes, depreciation and amortization to net income.
EBITDA margin is calculated by dividing EBITDA by total operating revenue. Management believes
that EBITDA and EBITDA margin are useful to investors and other users of our financial information
in evaluating our operating performance. EBITDA and EBITDA margin are used internally to evaluate
current operating expense efficiency and operating profitability on a more variable cost basis by
excluding interest, tax, depreciation and amortization expenses. In addition, EBITDA is used
internally for incentive compensation purposes.
The adjusted pro forma consolidated statements of income represent our consolidated statements
of income prepared in accordance with GAAP as modified to (i) eliminate transition costs associated
with our spin-off from Verizon Communications Inc., and (ii) eliminate costs associated with a
one-time stock-based compensation award granted to most of our employees shortly after the
spin-off. Descriptions of the adjustments made to prepare our adjusted pro forma consolidated
statements of income are provided in the financial schedules accompanying the press release
attached as Exhibit 99.1 to this report.
Management believes the presentations of adjusted pro forma operating performance assist
readers in better understanding our results of operations and trends from period to period,
consistent with management’s evaluation of Idearc’s consolidated results of operations for a
variety of internal measures including strategic business planning, capital allocation and
incentive compensation. Management believes that the adjusted pro forma consolidated statements of
income are more indicative of future operating results than GAAP results of operations because of
the non-operational and/or non-recurring nature of the items eliminated and the on-going nature of
the items included for purposes of reporting results of operations on an adjusted pro forma basis.
As a result of these factors, management provides this information externally, along with a
reconciliation to their comparable GAAP amounts, so readers have access to the detail and general
nature of adjustments made to GAAP results.
Management believes that adjusted pro forma EBITDA and adjusted pro forma EBITDA margin assist
readers in better understanding and evaluating our operating performance for the reasons described
in the immediately preceding paragraph.
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Management provides non-GAAP financial information to enhance the understanding of Idearc’s
GAAP consolidated financial statements and readers should consider the information in addition to,
but not instead of, Idearc’s financial statements prepared in accordance with GAAP. This non-GAAP
financial information may be determined or calculated differently by other companies.
Item 7.01. Regulation FD Disclosure.
See Item 2.02. Results of Operations and Financial Condition.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
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| Exhibit No. |
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Description |
99.1
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Idearc Inc. press release, dated May 6, 2008 |
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