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III > SEC Filings for III > Form 8-K on 3-Aug-2009All Recent SEC Filings

Show all filings for INFORMATION SERVICES GROUP INC. | Request a Trial to NEW EDGAR Online Pro

Form 8-K for INFORMATION SERVICES GROUP INC.


3-Aug-2009

Results of Operations and Financial Condition, Change in Director


ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION

On August 3, 2009, Information Services Group, Inc. ("ISG" or the "Company") released its earnings for the second quarter 2009 which ended on June 30, 2009 and is furnishing a copy of the earnings release to the Securities and Exchange Commission under Item 2.02 of this Current Report on Form 8-K. In addition, ISG will discuss its financial results during a teleconference call on Tuesday, August 4, 2009 at 2 p.m. (EDT). To access the teleconference call, go to ISG's website at www.informationsg.com. The press release is furnished herewith as Exhibit 99.1 and shall not be deemed filed for purposes of the Exchange Act.

ISG reports all financial information required in accordance with U.S. generally accepted accounting principles (GAAP). ISG believes, however, that evaluating its ongoing operating results will be enhanced if it also discloses certain non-GAAP information. These non-GAAP financial measures exclude non-cash and certain other special charges that many investors believe may obscure the user's overall understanding of ISG's current financial performance and the Company's prospects for the future. ISG believes that these non-GAAP measures provide useful information to investors because they improve the comparability of the financial results between periods and provide for greater transparency of key measures used to evaluate the Company's performance.

ISG provides EBITDA (defined as net income plus income taxes, net interest income/(expense), depreciation and amortization of intangible assets resulting from acquisitions) and cash earnings (defined as net income plus amortization of intangible assets and non-cash stock based compensation) and selected financial data on a constant currency basis (using foreign currency exchange rates as of November 30, 2008), which are non-GAAP measures that the Company believes provide useful information to both management and investors by excluding certain expenses and financial implications of foreign currency translations, which management believes are not indicative of ISG's core operations. These non-GAAP measures are used by ISG to evaluate the Company's business strategies and management's performance.

Non-GAAP financial measures, when presented, are reconciled to the most closely applicable GAAP measure. Non-GAAP measures are provided as additional information and should not be considered in isolation or as a substitute for results prepared in accordance with GAAP.



ITEM 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS

(d) On August 3, 2009, Kalpana Raina was named to the Board of Directors of Information Services Group, Inc. ("ISG") as a Class II director with a term expiring at the annual meeting in 2012. In addition, Ms. Raina has been appointed a member of the Audit, Compensation, and Nominating and Corporate Governance Committees effective immediately. On August 3, 2009, pursuant to the 2007 Equity Incentive Plan, Ms. Raina received a grant of 55,000 restricted stock units of ISG common stock. The restricted stock units shall become vested in three equal installments on each of the first, second and third anniversaries of August 3, 2009 (or earlier in the event of a change of control of ISG or such director's death or disability).

A press release announcing the election of Ms. Raina was issued on August 3, 2009, a copy of which is filed as Exhibit 99.2 hereto and is incorporated herein in its entirety.



ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(d) Exhibit.

99.1 Press Release dated August 3, 2009

99.2 Press Release dated August 3, 2009


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