1371489--3/30/2007--Information_Services_Group_Inc.

related topics
{interest, director, officer}
{stock, price, share}
{product, market, service}
{operation, international, foreign}
{acquisition, growth, future}
{property, intellectual, protect}
{competitive, industry, competition}
{financial, litigation, operation}
{investment, property, distribution}
{debt, indebtedness, cash}
{provision, law, control}
{control, financial, internal}
{stock, price, operating}
Risk Factors Related to our Business and Industry Risks Associated with Our Business We are a development stage company with no operating history and, accordingly, our stockholders do not have any basis on which to evaluate our ability to achieve our business objective. If we are unable to complete an initial business combination and are forced to dissolve and liquidate the trust account, our public stockholders will receive less than $8.00 per share (the price at which we sold our units in our initial public offering) and our warrants will expire worthless. If the net proceeds of our initial public offering not being placed in the trust account together with interest earned on the trust account available to us are not sufficient to allow us to operate until February 6, 2009, we may be unable to complete a business combination. Our public stockholders are not entitled to protections normally afforded to investors of blank check companies. If third parties bring claims against us, the proceeds held in the trust account could be reduced and the per share liquidation price received by stockholders from the trust account as part of our plan of dissolution and distribution will be less than $7.85 per share. We will dissolve and liquidate if we do not consummate a business combination and our stockholders may be held liable for claims by third parties against us to the extent of distributions received by them. We cannot predict with certainty the extent to which the funds held in the trust account will be available for distribution to our stockholders in the event we dissolve and liquidate. The procedures we must follow under Delaware law and our amended and restated certificate of incorporation if we dissolve and liquidate may result in substantial delays in the liquidation of our trust account to our public stockholders as part of our plan of dissolution and distribution. If we do not consummate a business combination and dissolve, payments from the trust account to our public stockholders may be delayed. Since we have not currently selected any target business with which to complete a business combination, we are unable to currently ascertain the merits or risks of the operations of that business. We may seek investment opportunities in industries outside of our target industry (which industries may or may not be outside of our management s area of expertise). Under Delaware law, the requirements and restrictions relating to our initial public offering contained in our amended and restated certificate of incorporation may be amended, which could reduce or eliminate the protection afforded to our stockholders by such requirements and restrictions. Because we are a blank check company, it may be difficult for us to complete a business combination during the prescribed time period. We may issue shares of our capital stock to complete a business combination, which would reduce the equity interest of our stockholders and likely cause a change in control of our ownership. We may issue debt securities or otherwise incur substantial debt to complete a business combination, which may adversely affect our leverage and financial condition. Our ability to effect a business combination and to execute any potential business plan afterwards will be dependent upon the efforts of our key personnel, some of whom may join us following a business combination and whom we may have only a limited ability to evaluate. Our current management may have a conflict of interest in connection with negotiating the terms of our initial business combination. Our officers, directors and senior advisors will allocate their time to other businesses, thereby causing conflicts of interest in their determination as to how much time to devote to our affairs and our officers may do so. This could impact our ability to consummate a business combination. Some of our officers, directors and senior advisors are currently affiliated with entities which may have existing or potential interests in our target industry engaged in business activities similar to those intended to be conducted by us and, accordingly, may have conflicting fiduciary duties in determining to which entity a particular business opportunity should be presented. We may seek a business combination with a target business with which one or more of our existing officers, directors and senior advisors may be affiliated. All of our officers, directors and senior advisors beneficially own shares of our common stock (and warrants to purchase shares of common stock, in the case of our officers) which will not participate in liquidation distributions, and therefore they may have a conflict of interest in determining whether a particular target business is appropriate for a business combination. It is probable that we will be able to complete only one business combination, which will cause us to be solely dependent on a single business and a limited number of products or services. The ability of our stockholders to exercise their conversion rights may not allow us to effectuate the most desirable business combination or optimize our capital structure. We will depend on interest earned on the trust account balance to fund a portion of our search for a target business or businesses and to complete our initial business combination. We may be unable to obtain additional financing, if required, to complete a business combination or to fund the operations and growth of the target business, which could compel us to restructure the transaction or to abandon a particular business combination. Our officers, directors and senior advisors control a substantial interest in us and thus may influence certain actions requiring a stockholder vote. Our outstanding warrants and option may have an adverse effect on the market price of our common stock and make it more difficult to effect a business combination. Holders of warrants will not be able to exercise their warrants in the event we are unable to maintain an effective registration statement with respect to the shares issuable upon exercise of the warrants. Holders of the underwriters unit purchase option will not be able to exercise their option or the warrants issuable upon exercise of such option in the event we are unable to maintain an effective registration statement with respect to the option, the units and the common stock issuable upon exercise of the option and the warrants. If our stockholders prior to the consummation of our initial public offering and Oenoke Partners, LLC, the purchaser of warrants which we issued to it concurrently with our initial public offering, exercise their registration rights, it may have an adverse effect on the market price of our common stock and the existence of these rights may make it more difficult to effect a business combination. If we are deemed to be an investment company, we may be required to institute burdensome compliance requirements and our activities may be restricted, which may make it difficult for us to complete a business combination. Our officers, directors and senior advisors will not be reimbursed for any out-of-pocket expenses incurred by them to the extent that such expenses exceed the amount of available proceeds not held in the trust account unless the business combination is consummated, and therefore they may have a conflict of interest in determining whether a particular target business is appropriate for a business combination and in the public stockholders best interest. The American Stock Exchange may delist our securities, which could limit investors ability to make transactions in our securities and subject us to additional trading restrictions. Risks Associated with the Information Services Industry If, following a business combination, the products or services that we market or sell are not accepted by the public, our results of operations will be adversely affected. The information services industry is competitive and we may not be able to compete effectively which could adversely affect our revenues and profitability upon consummation of a business combination. Changes in legislative, judicial, regulatory, cultural or consumer environments relating to consumer privacy or information collection and use may affect our ability to collect and use data. Industry consolidation could result in increased competition for the products and services we expect to provide following a business combination. We may be unable to protect or enforce the intellectual property rights of any target businesses that we acquire. If we are alleged to have infringed on the intellectual property or other rights of third parties, it could subject us to significant liability for damages and invalidation of our proprietary rights. Changes in technology may reduce the demand for the products or services we may offer following a business combination. Since we may acquire a business that is located outside the United States, we may encounter risks specific to one or more countries in which we ultimately operate. Foreign currency fluctuations could adversely affect our business and financial results.

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