1029730--3/16/2009--LADENBURG_THALMANN_FINANCIAL_SERVICES

related topics

{loss, insurance, financial}

{stock, price, share}

{acquisition, growth, future}

{customer, product, revenue}

{personnel, key, retain}

{loan, real, estate}

{stock, price, operating}

{system, service, information}

{financial, litigation, operation}

{regulation, change, law}

{competitive, industry, competition}

{product, market, service}

{debt, indebtedness, cash}

{tax, income, asset}

{interest, director, officer}

{control, financial, internal}

{operation, international, foreign}

{regulation, government, change}

We have incurred, and may continue to incur, significant operating losses. A large portion of our revenue for any period may result from a limited number of underwriting transactions. Our revenues will continue to suffer if the market for SPAC offerings does not resume. Deferred underwriting fees may not be received by us. Our quarterly operating results may fluctuate substantially due to the nature of our business and therefore we may fail to meet profitability expectations. Our financial leverage impairs our ability to obtain financing and limits cash flow available for operations. Our business depends on commissions and fees generated from the distribution of financial products. Misconduct by our employees and independent registered representatives is difficult to detect and deter and could harm our business, results of operations or financial condition. We may incur significant losses from trading and investment activities due to market fluctuations and volatility. We may be prohibited from underwriting securities due to capital limits. Our capital markets and strategic advisory engagements are singular in nature and do not generally provide for subsequent engagements. We depend on our senior employees and the loss of their services could harm our business. We face significant competition for professional employees. Poor performance of the investment products and services recommended or sold to asset management clients may have a material adverse effect on our business. Systems failures could significantly disrupt our business. A relatively small number of institutional customers generate a significant portion of our institutional trading revenue. Our expenses may increase due to real estate commitments. Our risk management policies and procedures may leave us exposed to unidentified risks or an unanticipated level of risk. Risk Factors Relating to Our Industry We rely on clearing brokers and the termination of the agreements with any one of these clearing brokers could disrupt our business. Our clearing brokers extend credit to our clients and we are liable if the clients do not pay. Credit risk exposes us to losses caused by financial or other problems experienced by third parties. Intense competition from existing and new entities may adversely affect our revenues and profitability. Errors and omissions claims may negatively affect our business and results of operations. We are subject to various risks associated with the securities industry. Legal liability may harm our business. Risk Factors Relating to the Regulatory Environment We are subject to extensive securities regulation and the failure to comply with these regulations could subject us to penalties or sanctions. Legislative, judicial or regulatory changes to the classification of independent contractors could increase our operating expenses. Failure to comply with net capital requirements could subject us to suspension or revocation by the SEC or suspension or expulsion by FINRA. A change in the tax treatment of insurance products or a determination that these products are not insurance contracts for federal tax purposes could reduce the demand for these products, which may reduce our revenue. Risk Factors Relating to Strategic Acquisitions and the Integration of Acquired Operations We may be unable to successfully integrate acquired businesses into our existing business and operations. We may be adversely affected if the firms we acquire do not perform as expected. We face numerous risks and uncertainties as we expand our business. Risk Factors Relating to Owning Our Stock The price of our common stock may fluctuate significantly, and this may make it difficult for you to resell the shares of our common stock at prices you find attractive. Our principal shareholders including our directors and officers control a large percentage of our shares of common stock and can significantly influence our corporate actions. Possible additional issuances will cause dilution.

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1029730--3/16/2009--LADENBURG_THALMANN_FINANCIAL_SERVICES_INC