Information Services (III) 10-Q 10 Aug 15 2015 Q2 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	6 Months Ended
	Jun. 30, 2015	Jul. 31, 2015
Document and Entity Information
Entity Registrant Name	Information Services Group Inc.
Entity Central Index Key	1,371,489
Document Type	10-Q
Document Period End Date	Jun. 30, 2015
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Filer Category	Accelerated Filer
Entity Common Stock, Shares Outstanding		37,303,346
Document Fiscal Year Focus	2,015
Document Fiscal Period Focus	Q2

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Jun. 30, 2015	Dec. 31, 2014
Current assets
Cash and cash equivalents	$ 13,122	$ 27,662
Accounts receivable, net of allowance of $218 and $234, respectively	46,474	41,148
Deferred tax asset	1,110	1,138
Prepaid expense and other current assets	2,379	2,130
Total current assets	63,085	72,078
Restricted cash	336	364
Furniture, fixtures and equipment, net	3,243	3,478
Goodwill	36,295	36,400
Intangible assets, net	15,595	18,335
Other assets	4,725	3,514
Total assets	123,279	134,169
Current liabilities
Accounts payable	7,138	7,312
Current maturities of long-term debt	2,250	3,938
Deferred revenue	4,245	4,898
Accrued expenses	11,969	21,116
Total current liabilities	25,602	37,264
Long-term debt, net of current maturities	49,704	49,434
Other liabilities	4,361	6,007
Total liabilities	$ 79,667	$ 92,705
Commitments and contingencies (Note 6)
Redeemable noncontrolling interest	$ 926	$ 747
Stockholders' equity
Preferred stock, $0.001 par value; 10,000 shares authorized; none issued
Common stock, $0.001 par value, 100,000 shares authorized; 37,943 shares issued and 37,232 shares outstanding at June 30, 2015 and 37,943 shares issued and 36,762 outstanding at December 31, 2014	$ 38	$ 38
Additional paid-in-capital	203,576	204,525
Treasury stock (711 and 1,181 common shares, respectively, at cost)	(2,871)	(5,244)
Accumulated other comprehensive loss	(5,824)	(4,582)
Accumulated deficit	(152,233)	(154,020)
Total stockholders' equity	42,686	40,717
Total liabilities, redeemable noncontrolling interest and stockholders' equity	$ 123,279	$ 134,169

CONDENSED CONSOLIDATED BALANCE3

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands	Jun. 30, 2015	Dec. 31, 2014
CONDENSED CONSOLIDATED BALANCE SHEETS
Accounts receivable, allowances (in dollars)	$ 218	$ 234
Preferred stock, par value (in dollars per share)	$ 0.001	$ 0.001
Preferred stock, shares authorized	10,000	10,000
Preferred stock, shares issued	0	0
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized	100,000	100,000
Common stock, shares issued	37,943	37,943
Common stock, shares outstanding	37,232	36,762
Treasury stock, shares	711	1,181

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
Revenues	$ 53,411	$ 54,888	$ 103,950	$ 103,129
Operating expenses
Direct costs and expenses for advisors	32,558	31,497	62,996	61,309
Selling, general and administrative	17,011	16,967	33,421	32,622
Depreciation and amortization	1,838	1,900	3,556	3,638
Operating income	2,004	4,524	3,977	5,560
Interest income	7	7	9	9
Interest expense	(440)	(504)	(938)	(1,022)
Bargain purchase gain		146		146
Foreign currency transaction gain (loss)	26	(23)	400	(37)
Income before taxes	1,597	4,150	3,448	4,656
Income tax provision	578	1,051	1,522	1,469
Net income	1,019	3,099	1,926	3,187
Net income (Loss) attributable to noncontrolling interest	85	(6)	139	19
Net income attributable to ISG	$ 934	$ 3,105	$ 1,787	$ 3,168
Weighted average shares outstanding:
Basic (in shares)	37,199	37,220	37,116	37,302
Diluted (in shares)	38,971	38,837	38,731	38,849
Earnings per share attributable to ISG:
Basic (in dollars per share)	$ 0.03	$ 0.08	$ 0.05	$ 0.08
Diluted (in dollars per share)	$ 0.02	$ 0.08	$ 0.05	$ 0.08
Comprehensive income:
Net income	$ 1,019	$ 3,099	$ 1,926	$ 3,187
Foreign currency translation, net of tax (expense) benefit of $(315), $61, $630 and $126, respectively	197	102	(1,242)	205
Comprehensive income	1,216	3,201	684	3,392
Comprehensive income (loss) attributable to noncontrolling interest	85	(6)	139	19
Comprehensive income attributable to ISG	$ 1,131	$ 3,207	$ 545	$ 3,373

CONDENSED CONSOLIDATED STATEME5

CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME (Parenthetical) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
Foreign currency translation, net of tax (expense) benefit	$ (315)	$ 61	$ 630	$ 126

CONDENSED CONSOLIDATED STATEME6

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014
Cash flows from operating activities
Net income	$ 1,926	$ 3,187
Adjustments to reconcile net income to net cash (used in) provided by operating activities:
Depreciation expense	903	880
Amortization of intangibles	2,653	2,759
Amortization of deferred financing costs	76	76
Bargain purchase gain		(146)
Tax benefit from stock issuances	(178)	(487)
Compensation costs related to stock-based awards	2,225	1,212
Change in fair value of contingent consideration	141	289
Changes in accounts receivable allowance	19	44
Deferred tax benefit	(378)	(92)
Loss on disposal of furniture, fixtures and equipment	2	21
Changes in operating assets and liabilities, net of effects of acquisitions:
Accounts receivable	(5,092)	(11,808)
Prepaid expense and other current assets	(1,537)	(291)
Accounts payable	(174)	1,613
Deferred revenue	(653)	48
Accrued liabilities	(2,645)	(8,082)
Net cash used in operating activities	(2,712)	(10,777)
Cash flows from investing activities
Acquisitions net of cash acquired		(890)
Restricted cash	28	(157)
Purchase of furniture, fixtures and equipment	(695)	(1,149)
Net cash used in investing activities	(667)	(2,196)
Cash flows from financing activities
Principal payments on borrowings	(1,417)	(1,688)
Payment of contingent consideration	(2,322)	(1,633)
Equity securities repurchased	(1,169)	(2,807)
Installment payment for acquisition of CCI	(661)
Dividend paid	(5,189)
Tax benefit from stock issuances	178	487
Proceeds from issuance of ESPP shares	289	251
Net cash used in financing activities	(10,291)	(5,390)
Effect of exchange rate changes on cash	(870)	166
Net decrease in cash and cash equivalents	(14,540)	(18,197)
Cash and cash equivalents, beginning of period	27,662	35,085
Cash and cash equivalents, end of period	13,122	16,888
Noncash financing activities:
Issuance of treasury stock for vested restricted stock awards	$ 3,175	$ 1,534

DESCRIPTION OF ORGANIZATION AND

DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS	6 Months Ended
	Jun. 30, 2015
DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS
DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS	NOTE 1—DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS Information Services Group, Inc. (the “Company”) was founded in 2006 with the strategic vision to become a high-growth, leading provider of information-based advisory services. In 2007, we consummated our initial public offering and completed the acquisition of TPI Advisory Services Americas, Inc. (“TPI”). The Company is a leading technology insights, market intelligence and advisory services company serving more than 500 clients around the world to help them achieve operational excellence. Based in Stamford, Connecticut, the Company has more than 900 employees and operates in 21 countries.

BASIS OF PRESENTATION

BASIS OF PRESENTATION	6 Months Ended
	Jun. 30, 2015
BASIS OF PRESENTATION
BASIS OF PRESENTATION	NOTE 2—BASIS OF PRESENTATION The accompanying unaudited condensed consolidated financial statements as of June 30, 2015 and for the three and six months ended June 30, 2015 and 2014, have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial statements and pursuant to Form 10-Q and Article 10 of Regulation S-X. In the opinion of management, all adjustments (consisting of normal recurring accruals) have been made that are considered necessary for a fair statement of the financial position of the Company as of June 30, 2015, the results of operations for the three and six months ended June 30, 2015 and 2014 and the cash flows for the six months ended June 30, 2015 and 2014. The condensed consolidated balance sheet as of December 31, 2014 has been derived from the Company’s audited consolidated financial statements. Operating results for the three and six months ended June 30, 2015 are not necessarily indicative of the results that may be expected for the year ending December 31, 2015. Certain information and disclosures normally included in the notes to annual financial statements prepared in accordance with GAAP have been omitted from these interim financial statements pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). Accordingly, these unaudited condensed consolidated financial statements should be read in conjunction with the financial statements for the fiscal year ended December 31, 2014, which are included in the Company’s 2014 Form 10-K filed with the SEC.

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	6 Months Ended
	Jun. 30, 2015
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	NOTE 3—SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and revenues and expenses during the periods reported. Actual results may differ from those estimates. The complexity of the estimation process and issues related to the assumptions, risks and uncertainties inherent in the application of the proportional performance method of accounting affect the amounts of revenues, expenses, unbilled receivables and deferred revenue. Numerous internal and external factors can affect estimates. Estimates are also used for but not limited to: allowance for doubtful accounts, useful lives of furniture, fixtures and equipment, depreciation expense, contingent consideration, fair value assumptions in analyzing goodwill and intangible asset impairments, income taxes and deferred tax asset valuation, and the valuation of stock based compensation. Fair Value The carrying value of the Company’s cash and cash equivalents, receivables, accounts payable, long-term debt, other current liabilities, and accrued interest approximate fair value. Fair value is the price that would be received upon a sale of an asset or paid upon a transfer of a liability in an orderly transaction between market participants at the measurement date (exit price). Market participants can use market data or assumptions in pricing the asset or liability, including assumptions about risk and the risks inherent in the inputs to the valuation technique. These inputs can be readily observable, market-corroborated, or generally unobservable. The use of unobservable inputs is intended to allow for fair value determinations in situations where there is little, if any, market activity for the asset or liability at the measurement date. Under the fair-value hierarchy: · Level 1 measurements include unadjusted quoted market prices for identical assets or liabilities in an active market; · Level 2 measurements include quoted market prices for identical assets or liabilities in an active market that have been adjusted for items such as effects of restrictions for transferability and those that are not quoted but are observable through corroboration with observable market data, including quoted market prices for similar assets; and · Level 3 measurements include those that are unobservable and of a highly subjective measure. The Company held investments in cash equivalent money market funds of $20,000 at June 30, 2015 and December 31, 2014. The Company considers the fair value of cash equivalent money market funds to be classified within Level 1 of the fair value hierarchy. The following table presents the carrying amounts and estimated fair values of our other financial instruments at June 30, 2015 and December 31, 2014: June 30, 2015 December 31, 2014 Carrying Amount Estimated Fair Value Carrying Amount Estimated Fair Value Liabilities: Contingent consideration (1) $ $ $ $ Long-term debt , including current portion $ $ $ $ (1) The short-term portion is included in “Accrued expenses.” The long-term portion is included in “Other liabilities.” The Company’s contingent consideration liability was $2.6 million and $4.8 million at June 30, 2015 and December 31, 2014, respectively. The Company paid $2.3 million related to the contingent consideration during the second quarter of 2015. The fair value measurement of this contingent consideration is classified within Level 3 of the fair value hierarchy and reflects the Company’s own assumptions in measuring fair values using the income approach. In developing these estimates, the Company considered certain performance projections, historical results, and industry trends. This amount was estimated through a valuation model that incorporated probability-weighted assumptions related to the achievement of these milestones and the likelihood of the Company making payments. These cash outflow projections have then been discounted using a rate ranging from 2.3% to 13.5%, which is the after-tax cost of debt financing for market participants. The fair value of debt is classified within Level 3 of the fair value hierarchy. The fair values of debt have been estimated using a discounted cash flow analysis based on the Company’s incremental borrowing rate for similar borrowing arrangements. The incremental borrowing rate used to discount future cash flows ranged from 2.31% to 2.41%. The Company also considered recent transactions of peer group companies for similar instruments with comparable terms and maturities as well as an analysis of current market conditions. The following table represents the change in the contingent consideration liability during the six months ended June 30, 2015 and 2014: Six months Ended June 30, 2015 2014 Beginning Balance $ $ Payment of contingent consideration ) ) Acquisition — Change in fair value of contingent consideration Accretion of contingent consideration Impact of currency translation ) ) Ending Balance $ $ Dividend On December 2, 2014 the Board of Directors authorized a special dividend of $0.14 per share on the Company’s issued and outstanding shares of common stock. This cash dividend of $5.2 million was paid on January 28, 2015 to shareholders of record as of January 15, 2015. Prior to this special dividend, we had not paid any dividends on our common stock. Recently Issued Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued new accounting guidance that outlines a single comprehensive model for entities to use in accounting for revenue. Under the guidance, revenue is recognized when a company transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. The standard is effective for public entities with annual and interim reporting periods beginning after December 15, 2016. On July 9, 2015, the FASB approved the deferral of the effective date of the new revenue guidance by one year to annual reporting periods beginning after December 15, 2017, with early adoption being permitted for annual periods beginning after December 15, 2016. Entities have the option of using either a full retrospective or a modified retrospective approach to adopt the guidance. We are currently assessing the effects this guidance may have on our consolidated financial statements, as well as the method of transition that we will use in adopting the new standard . In August 2014, the FASB issued guidance on management’s responsibility to assess an entity’s ability to continue as a going concern and provide related footnote disclosures in certain circumstances. The guidance is effective for the Company’s interim and annual periods beginning after December 15, 2016. The Company does not believe the adoption of this guidance will impact its consolidated financial statements or disclosures. In April 2015, the FASB issued guidance require the presentation of debt issuance costs in financial statements as a direct reduction of related debt liabilities with amortization of debt issuance costs reported as interest expense. Under current U.S. GAAP standards, debt issuance costs are reported as deferred charges (i.e., as an asset). This guidance is effective for annual periods, and interim periods within those fiscal years, beginning after December 15, 2015 and is to be applied retrospectively upon adoption. Early adoption is permitted, including adoption in an interim period for financial statements that have not been previously issued. We are currently assessing the effects this guidance may have on our consolidated financial statements, as well as the method of transition that we will use in adopting the new standard . At June 30, 2015, the Company had debt issuance costs of $0.6 million. In April 2015, the FASB issued an accounting standards update with new guidance on whether a cloud computing arrangement includes a software license and the accounting for such an arrangement. If a cloud computing arrangement includes a software license, then the software license element of the arrangement should be accounted for consistently with the acquisition of other software licenses. If a cloud computing arrangement does not include a software license, the agreement should be accounted for as a service contract. The standards update is effective for fiscal years and interim periods beginning after December 15, 2015, with early adoption permitted. We are currently assessing the effects this guidance may have on our consolidated financial statements, as well as the method of transition that we will use in adopting the new standard .

NET INCOME PER COMMON SHARE

NET INCOME PER COMMON SHARE	6 Months Ended
	Jun. 30, 2015
NET INCOME PER COMMON SHARE
NET INCOME PER COMMON SHARE	NOTE 4—NET INCOME PER COMMON SHARE Basic earnings per share is computed by dividing net income available to common stockholders by the weighted average number of common shares outstanding for the period. The 250,000 contingently issuable shares related to the acquisition of STA Consulting as well as 50,000 contingently issuable shares related to the acquisition of CCI were excluded from basic and diluted earnings per share since the contingency has not been met as of the reporting period. Diluted earnings per share reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that would share in the net income of the Company. For the three and six months ended June 30, 2015, the effect of 0.1 million stock appreciation rights (“SARs”) have not been considered in the diluted earnings per share, since the market price of the stock was less than the exercise price during the period in the computation. In addition, the 0.3 million and 0.4 million restricted shares have not been considered in the diluted earnings per share calculation for the three and six months ended June 30, 2015, respectively, as the effect would be anti-dilutive. For the three and six months ended June 30, 2014, the effect of 0.1 million SARs have not been considered in the diluted earnings per share calculation, since the market price of the Company’s common stock was less than the exercise price during the period in the computation. The following tables set forth the computation of basic and diluted earnings per share: Three Months Six Months Ended June 30, Ended June 30, 2015 2014 2015 2014 Basic: Net income attributable to ISG $ $ $ $ Weighted average common shares Earnings per share attributable to ISG $ $ $ $ Diluted: Net income attributable to ISG $ $ $ $ Interest expense of convertible debt, net of tax Net income, attributable to ISG, as adjusted $ $ $ $ Basic weighted average common shares Potential common shares Diluted weighted average common shares Diluted earnings per share attributable to ISG $ $ $ $

INCOME TAXES

INCOME TAXES	6 Months Ended
	Jun. 30, 2015
INCOME TAXES
INCOME TAXES	NOTE 5—INCOME TAXES The Company’s effective tax rate for the three and six months ended June 30, 2015 was 36.2% and 44.1% based on pretax income of $1.6 million and $3.4 million, respectively. Our effective tax rate for the quarter is higher than the statutory rate primarily due to state taxes and non-deductible expenses . This compared to 25.3% and 31.6% for the three and six months ended June 30, 2014, respectively. The difference is primarily due to changes in pre-tax income by jurisdiction, the impact of permanent items and state taxes on lower projections of pre-tax book income and certain discrete tax benefits in 2014 related to tax liabilities on unremitted foreign earnings and reversal of reserves for previously unrecognized tax positions for the three and six months ended June 30, 2015 compared to the three and six months ended June 30, 2014. As of June 30, 2015, the Company had total unrecognized tax benefits of approximately $2.3 million of which approximately $2.3 million of this benefit would impact the Company’s effective tax rate if recognized. The Company recognizes interest and penalties related to unrecognized tax benefits within the income tax provision in its condensed consolidated statement of operations. As of June 30, 2015, the Company’s accrual of interest and penalties amounted to $0.6 million.

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	6 Months Ended
	Jun. 30, 2015
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES	NOTE 6—COMMITMENTS AND CONTINGENCIES The Company is subject to contingencies which arise through the ordinary course of business. All liabilities of which management is aware are properly reflected in the financial statements at June 30, 2015 and December 31, 2014. STA Consulting Contingent Consideration As of June 30, 2015, we have recorded a liability of $1.6 million representing the estimated fair value of contingent consideration related to the acquisition of STA Consulting, and is classified as current and included in accrued expenses on the consolidated balance sheet. During the quarter ended June 30, 2015, the Company paid $1.7 million related to 2014 performance and the remaining contingent liability is expected to be paid in the first quarter of 2016. The Company also increased the contingent consideration liability by $0.3 million in the second quarter of 2015 based on the latest estimates of future profit level due to completion of new projects. CCI Contingent Consideration As of June 30, 2015, we have recorded a liability of $1.0 million representing the estimated fair value of contingent consideration related to the acquisition of CCI Consulting, of which $0.4 million is classified as current and included in accrued expenses on the consolidated balance sheet. The Company paid $0.6 million in April of 2015 related to 2014 performance and the remaining contingent liability is expected to be paid in the second quarter of 2016 and second quarter of 2017. The Company also decreased the contingent consideration liability by $0.2 million in the second quarter of 2015 based on the latest estimates of future profit level due to completion of new projects.

REDEEMABLE NONCONTROLLING INTER

REDEEMABLE NONCONTROLLING INTEREST	6 Months Ended
	Jun. 30, 2015
REDEEMABLE NONCONTROLLING INTEREST
REDEEMABLE NONCONTROLLING INTEREST	NOTE 7—REDEEMABLE NONCONTROLLING INTEREST The following provides a summary of activity in the noncontrolling interest account for the period ended June 30, 2015: Balance as of December 31, 2014 $ Net income attributable to noncontrolling interest Accretion attributable to noncontrolling interest Impact of currency translation Balance as of June 30, 2015 $

SEGMENT AND GEOGRAPHICAL INFORM

SEGMENT AND GEOGRAPHICAL INFORMATION	6 Months Ended
	Jun. 30, 2015
SEGMENT AND GEOGRAPHICAL INFORMATION
SEGMENT AND GEOGRAPHICAL INFORMATION	NOTE 8— SEGMENT AND GEOGRAPHICAL INFORMATION The Company operates as one reportable segment consisting primarily of fact-based sourcing advisory services. The Company operates principally in the Americas, Europe and Asia Pacific. Geographical revenue information for the segment is as follows: Three Months Six Months Ended June 30, Ended June 30, 2015 2014 2015 2014 Revenues Americas $ $ $ $ Europe Asia Pacific $ $ $ $ The segregation of revenues by geographic region is based upon the location of the legal entity performing the services. The Company does not measure or monitor gross profit or operating income by geography for the purposes of making operating decisions or allocating resources.

FINANCING ARRANGEMENTS AND LONG

FINANCING ARRANGEMENTS AND LONG-TERM DEBT	6 Months Ended
	Jun. 30, 2015
FINANCING ARRANGEMENTS AND LONG-TERM DEBT
FINANCING ARRANGEMENTS AND LONG-TERM DEBT	NOTE 9— FINANCING ARRANGEMENTS AND LONG-TERM DEBT On May 3, 2013 (the “Closing”), the Company entered into a five year senior secured credit facility (the “2013 Credit Agreement”) comprised of a $45.0 million term loan facility and a $25.0 million revolving credit facility. On May 3, 2013, the Company borrowed $55.0 million under the 2013 Credit Agreement to refinance our existing debt under the Company’s prior credit facility and to pay transaction costs. The material terms of the senior secured credit facility under the 2013 Credit Agreement are as follows, subject to the amendments to the 2013 Credit Agreement described below: · Each of the term loan facility and revolving credit facility has a maturity date of five years from the Closing. · The credit facility is secured by all of the equity interests owned by the Company, and its direct and indirect domestic subsidiaries and, subject to agreed exceptions, the Company’s direct and indirect “first-tier” foreign subsidiaries and a perfected first priority security interest in all of the Company’s and its direct and indirect domestic subsidiaries’ tangible and intangible assets. · The Company’s direct and indirect existing and future wholly-owned domestic subsidiaries serve as guarantors to the Company’s obligations under the senior secured facility. · At the Company’s option, the credit facility bears interest at a rate per annum equal to either (i) the “Base Rate” (which is the highest of (a) the rate publicly announced from time to time by the administrative agent as its “prime rate,” (b) the Federal Funds Rate plus 0.5% per annum and (c) the Eurodollar Rate, plus 1.0%), plus the applicable margin (as defined below) or (ii) Eurodollar Rate (adjusted for maximum reserves) as determined by the Administrative Agent, plus the applicable margin. The applicable margin is adjusted quarterly based upon the Company’s quarterly leverage ratio. · The Term Loan is repayable in eight consecutive quarterly installments of $843,750 each, commencing September 30, 2013, followed by eleven consecutive quarterly installments in the amount of $1,125,000 each, commencing September 30, 2015, and a final payment of the outstanding principal amount of the Term Loan on the Maturity Date. · Mandatory repayments of term loans shall be required from (subject to agreed exceptions) (i) 100% of the proceeds from asset sales by the Company and its subsidiaries, (ii) 100% of the net proceeds from issuances of debt and equity by the Company and its subsidiaries, and (iii) 100% of the net proceeds from insurance recovery and condemnation events of the Company and its subsidiaries. · The senior secured credit facility contains a number of covenants that, among other things, place restrictions on matters customarily restricted in senior secured credit facilities, including restrictions on indebtedness (including guarantee obligations), liens, fundamental changes, sales or disposition of property or assets, investments (including loans, advances, guarantees and acquisitions), transaction with affiliates, dividends and other payments in respect of capital stock, optional payments and modifications of other material debt instruments, negative pledges and agreements restricting subsidiary distributions and changes in line of business. In addition, the Company is required to comply with a total leverage ratio and fixed charge coverage ratio. As of June 30, 2015, our maximum total leverage ratio was 3.50 to 1.00 and we were in compliance with all covenants contained in the 2013 Credit Agreement. · The senior secured credit facility contains customary events of default, including cross-default to other material agreements, judgment default and change of control. The Company is required under the 2013 Credit Agreement to establish a fixed or maximum interest rate covering a notional amount of not less than 50% of the aggregate outstanding indebtedness for borrowed money (other than the total revolving outstanding) for a period of three years from the closing date of our 2013 Credit Agreement. Subsequent to May 3, 2013, the Company entered into an agreement to cap the interest rate at 5% on the LIBOR component of its borrowings under the term loan facility until May 3, 2016. This interest rate cap is not designated for hedging or speculative purposes. The expense related to this interest rate cap was not material. On March 18, 2014, the Company’s lenders agreed to amend the 2013 Credit Agreement to allow the Company to complete the acquisition of CCI. In addition, the Company’s lenders agreed to allow the Company to exclude the acquisition from its $5 million fiscal year permitted acquisition basket and from the calculation of its Consolidated Fixed Charge Coverage ratio. Lastly, the Company’s lenders agreed to increase its permitted acquisition baskets during any fiscal year from $5 million to $10 million and during the term of our Credit Agreement from $15 million to $40 million. On April 15, 2014, the acquisition of CCI was completed. On May 11, 2015, the Company amended the 2013 Credit Agreement to reduce annual mandatory principal payments, lower borrowing costs and extend the term of the 2013 Credit Agreement by two years, resulting in a maturity date of May 3, 2020. The Term Loan is repayable in twenty consecutive quarterly installments of $562,500 each, commencing June 30, 2015. In addition, the amendment also allows the Company to prepay up to $3.5 million of the subordinated convertible notes issued in connection with the Company’s acquisition of Compass in 2011. As of June 30, 2015, the total principal outstanding under the term loan facility and revolving credit facility was $38.5 million and $10.0 million, respectively. Additional mandatory principal repayments totaling $1.1 million and $2.3 million will be due in 2015 and 2016, respectively. Compass Convertible Notes On January 4, 2011, as part of the consideration for the acquisition of Compass, the Company issued an aggregate of $6.3 million in convertible notes to Compass (the “Notes”). The Notes mature on January 4, 2018 and interest is payable on the outstanding principal amount, computed daily, at the rate of 3.875% per annum on January 31 of each calendar year and on the seventh anniversary of the date of the Notes. The Notes were subject to transfer restrictions until January 31, 2013. If the price of the Company’s common stock on the Nasdaq Global Market exceeds $4 per share for 60 consecutive trading days (the “Trigger Event”), a holder of the Notes may convert all (but not less than all) of the outstanding principal amount of the Notes into shares of our common stock at the rate of 1 share for every $4 in principal amount outstanding. After the Trigger Event, the Company may prepay all or any portion of the outstanding principal amount of the Notes by giving a holder 30 days written notice. On April 26, 2013, the Company settled a portion of the Notes. The payee agreed to accept from the Company an amount equal to $650,000 as satisfaction in full of all indebtedness of $1.1 million owing by the Company to such payee. As a result of this transaction, the Company recognized a gain of $0.5 million in the second quarter of 2013 representing the difference between the fair value of the consideration issued in the settlement transaction and the carrying value of the amounts due to the payee. This amount was recorded in Gain on Extinguishment of Debt in the accompanying consolidated statement of comprehensive income (loss). On November 14, 2013, the Company’s lenders agreed to amend the 2013 Credit Agreement to allow the Company to prepay the entire outstanding principal amount of the CPIV S.A. Convertible Note (“CPIV Note”) plus accrued interest and exclude the CPIV Note prepayment from the calculation of our consolidated fixed charge coverage ratio. On November 25 , 2013, the Company settled a portion of the Notes and prepaid the CPIV Note and the payee agreed to accept from the Company an amount equal to the principal of $1.7 million plus accrued interest as satisfaction in full of all indebtedness owing by the Company to such payee. Therefore, there was no gain or loss recorded as a result of this transaction. On March 21, 2014, the Trigger Event occurred. As a result, a holder of the Notes may convert all (but not less than all) of the outstanding principal amount of the Notes into shares of our common stock at the rate of 1 share for every $4 in principal amount outstanding. In addition, ISG may elect to prepay all or any portion of the outstanding principal amount of the Notes by giving a holder 30 days written notice; however, such holder shall be given the opportunity to convert the outstanding principal amount into shares as described above. No holder of the Notes has the option to require cash payment as a result of the Trigger Event, hence the Notes are classified as non-current.

SUBSEQUENT EVENT

SUBSEQUENT EVENT	6 Months Ended
	Jun. 30, 2015
SUBSEQUENT EVENT.
SUBSEQUENT EVENT	NOTE 10 — SUBSEQUENT EVENT On August 7, 2015, the Company executed an Asset Purchase Agreement (the “Saugatuck Agreement”) by and among Saugatuck Technology Inc. (“Saugatuck”), ISG Information Services Group Americas, Inc. a wholly-owned subsidiary of ISG (“Buyer”), and the other parties thereto and consummated the acquisition of substantially all of the assets, and assumption of certain current liabilities, excluding debt and employee loans of Saugatuck. Under the terms of the Saugatuck Agreement, Buyer acquired the specified assets for aggregate cash and stock consideration of $0.8 million (net of cash received) consisting of $0.6 million in cash and $0.2 million in stock at closing. In addition, Saugatuck is eligible to receive a minimum of $0 and a maximum of up to $1.2 million of earn-out payments for fiscal years 2015-2018 if certain revenue targets are met, payable in a combination of cash and stock.

SUMMARY OF SIGNIFICANT ACCOUN17

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	6 Months Ended
	Jun. 30, 2015
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and revenues and expenses during the periods reported. Actual results may differ from those estimates. The complexity of the estimation process and issues related to the assumptions, risks and uncertainties inherent in the application of the proportional performance method of accounting affect the amounts of revenues, expenses, unbilled receivables and deferred revenue. Numerous internal and external factors can affect estimates. Estimates are also used for but not limited to: allowance for doubtful accounts, useful lives of furniture, fixtures and equipment, depreciation expense, contingent consideration, fair value assumptions in analyzing goodwill and intangible asset impairments, income taxes and deferred tax asset valuation, and the valuation of stock based compensation.
Fair Value of Financial Instruments	Fair Value The carrying value of the Company’s cash and cash equivalents, receivables, accounts payable, long-term debt, other current liabilities, and accrued interest approximate fair value. Fair value is the price that would be received upon a sale of an asset or paid upon a transfer of a liability in an orderly transaction between market participants at the measurement date (exit price). Market participants can use market data or assumptions in pricing the asset or liability, including assumptions about risk and the risks inherent in the inputs to the valuation technique. These inputs can be readily observable, market-corroborated, or generally unobservable. The use of unobservable inputs is intended to allow for fair value determinations in situations where there is little, if any, market activity for the asset or liability at the measurement date. Under the fair-value hierarchy: · Level 1 measurements include unadjusted quoted market prices for identical assets or liabilities in an active market; · Level 2 measurements include quoted market prices for identical assets or liabilities in an active market that have been adjusted for items such as effects of restrictions for transferability and those that are not quoted but are observable through corroboration with observable market data, including quoted market prices for similar assets; and · Level 3 measurements include those that are unobservable and of a highly subjective measure. The Company held investments in cash equivalent money market funds of $20,000 at June 30, 2015 and December 31, 2014. The Company considers the fair value of cash equivalent money market funds to be classified within Level 1 of the fair value hierarchy. The following table presents the carrying amounts and estimated fair values of our other financial instruments at June 30, 2015 and December 31, 2014: June 30, 2015 December 31, 2014 Carrying Amount Estimated Fair Value Carrying Amount Estimated Fair Value Liabilities: Contingent consideration (1) $ $ $ $ Long-term debt , including current portion $ $ $ $ (1) The short-term portion is included in “Accrued expenses.” The long-term portion is included in “Other liabilities.” The Company’s contingent consideration liability was $2.6 million and $4.8 million at June 30, 2015 and December 31, 2014, respectively. The Company paid $2.3 million related to the contingent consideration during the second quarter of 2015. The fair value measurement of this contingent consideration is classified within Level 3 of the fair value hierarchy and reflects the Company’s own assumptions in measuring fair values using the income approach. In developing these estimates, the Company considered certain performance projections, historical results, and industry trends. This amount was estimated through a valuation model that incorporated probability-weighted assumptions related to the achievement of these milestones and the likelihood of the Company making payments. These cash outflow projections have then been discounted using a rate ranging from 2.3% to 13.5%, which is the after-tax cost of debt financing for market participants. The fair value of debt is classified within Level 3 of the fair value hierarchy. The fair values of debt have been estimated using a discounted cash flow analysis based on the Company’s incremental borrowing rate for similar borrowing arrangements. The incremental borrowing rate used to discount future cash flows ranged from 2.31% to 2.41%. The Company also considered recent transactions of peer group companies for similar instruments with comparable terms and maturities as well as an analysis of current market conditions. The following table represents the change in the contingent consideration liability during the six months ended June 30, 2015 and 2014: Six months Ended June 30, 2015 2014 Beginning Balance $ $ Payment of contingent consideration ) ) Acquisition — Change in fair value of contingent consideration Accretion of contingent consideration Impact of currency translation ) ) Ending Balance $ $
Dividend	Dividend On December 2, 2014 the Board of Directors authorized a special dividend of $0.14 per share on the Company’s issued and outstanding shares of common stock. This cash dividend of $5.2 million was paid on January 28, 2015 to shareholders of record as of January 15, 2015. Prior to this special dividend, we had not paid any dividends on our common stock.
Recently Issued Accounting Pronouncements.	Recently Issued Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued new accounting guidance that outlines a single comprehensive model for entities to use in accounting for revenue. Under the guidance, revenue is recognized when a company transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. The standard is effective for public entities with annual and interim reporting periods beginning after December 15, 2016. On July 9, 2015, the FASB approved the deferral of the effective date of the new revenue guidance by one year to annual reporting periods beginning after December 15, 2017, with early adoption being permitted for annual periods beginning after December 15, 2016. Entities have the option of using either a full retrospective or a modified retrospective approach to adopt the guidance. We are currently assessing the effects this guidance may have on our consolidated financial statements, as well as the method of transition that we will use in adopting the new standard . In August 2014, the FASB issued guidance on management’s responsibility to assess an entity’s ability to continue as a going concern and provide related footnote disclosures in certain circumstances. The guidance is effective for the Company’s interim and annual periods beginning after December 15, 2016. The Company does not believe the adoption of this guidance will impact its consolidated financial statements or disclosures. In April 2015, the FASB issued guidance require the presentation of debt issuance costs in financial statements as a direct reduction of related debt liabilities with amortization of debt issuance costs reported as interest expense. Under current U.S. GAAP standards, debt issuance costs are reported as deferred charges (i.e., as an asset). This guidance is effective for annual periods, and interim periods within those fiscal years, beginning after December 15, 2015 and is to be applied retrospectively upon adoption. Early adoption is permitted, including adoption in an interim period for financial statements that have not been previously issued. We are currently assessing the effects this guidance may have on our consolidated financial statements, as well as the method of transition that we will use in adopting the new standard . At June 30, 2015, the Company had debt issuance costs of $0.6 million. In April 2015, the FASB issued an accounting standards update with new guidance on whether a cloud computing arrangement includes a software license and the accounting for such an arrangement. If a cloud computing arrangement includes a software license, then the software license element of the arrangement should be accounted for consistently with the acquisition of other software licenses. If a cloud computing arrangement does not include a software license, the agreement should be accounted for as a service contract. The standards update is effective for fiscal years and interim periods beginning after December 15, 2015, with early adoption permitted. We are currently assessing the effects this guidance may have on our consolidated financial statements, as well as the method of transition that we will use in adopting the new standard .

SUMMARY OF SIGNIFICANT ACCOUN18

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)	6 Months Ended
	Jun. 30, 2015
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Schedule of carrying amounts and estimated fair values of other financial instruments	June 30, 2015 December 31, 2014 Carrying Amount Estimated Fair Value Carrying Amount Estimated Fair Value Liabilities: Contingent consideration (1) $ $ $ $ Long-term debt , including current portion $ $ $ $ (1) The short-term portion is included in “Accrued expenses.” The long-term portion is included in “Other liabilities.”
Schedule of change in the contingent consideration liability	Six months Ended June 30, 2015 2014 Beginning Balance $ $ Payment of contingent consideration ) ) Acquisition — Change in fair value of contingent consideration Accretion of contingent consideration Impact of currency translation ) ) Ending Balance $ $

NET INCOME PER COMMON SHARE (Ta

NET INCOME PER COMMON SHARE (Tables)	6 Months Ended
	Jun. 30, 2015
NET INCOME PER COMMON SHARE
Schedule of computation of basic and diluted earnings per share	Three Months Six Months Ended June 30, Ended June 30, 2015 2014 2015 2014 Basic: Net income attributable to ISG $ $ $ $ Weighted average common shares Earnings per share attributable to ISG $ $ $ $ Diluted: Net income attributable to ISG $ $ $ $ Interest expense of convertible debt, net of tax Net income, attributable to ISG, as adjusted $ $ $ $ Basic weighted average common shares Potential common shares Diluted weighted average common shares Diluted earnings per share attributable to ISG $ $ $ $

REDEEMABLE NONCONTROLLING INT20

REDEEMABLE NONCONTROLLING INTEREST (Tables)	6 Months Ended
	Jun. 30, 2015
REDEEMABLE NONCONTROLLING INTEREST
Schedules of summary of activity in the noncontrolling interest	Balance as of December 31, 2014 $ Net income attribut able to noncontrolling interest Accretion attributable to noncontrolling interest Impact of currency translation Balance as of June 30, 2015 $

SEGMENT AND GEOGRAPHICAL INFO21

SEGMENT AND GEOGRAPHICAL INFORMATION (Tables)	6 Months Ended
	Jun. 30, 2015
SEGMENT AND GEOGRAPHICAL INFORMATION
Schedule of geographical revenue information for the segment	Three Months Six Months Ended June 30, Ended June 30, 2015 2014 2015 2014 Revenues Americas $ $ $ $ Europe Asia Pacific $ $ $ $

DESCRIPTION OF ORGANIZATION A22

DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS (Details) - Jun. 30, 2015	employeecountryclient
DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS
Number of clients worldwide | client	500
Number of employees	900
Number of countries | country	21

SUMMARY OF SIGNIFICANT ACCOUN23

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($)	3 Months Ended	6 Months Ended
	Jun. 30, 2015	Jun. 30, 2015	Jun. 30, 2014	Dec. 31, 2014	Jun. 30, 2014	Dec. 31, 2013
Fair value of assets and liabilities measured on recurring and non-recurring basis
Cash equivalents	$ 13,122,000			$ 27,662,000	$ 16,888,000	$ 35,085,000
Change in the contingent consideration liability
Payment of contingent consideration		$ 2,322,000	$ 1,633,000
Change in fair value of contingent consideration		$ 141,000	289,000
Minimum
Fair value of assets and liabilities measured on recurring and non-recurring basis
Rate used to discount future cash outflow projections related to contingent consideration (as a percent)		2.30%
Incremental borrowing rate used to discount future cash flows from financial instruments (as a percent)		2.31%
Maximum
Fair value of assets and liabilities measured on recurring and non-recurring basis
Rate used to discount future cash outflow projections related to contingent consideration (as a percent)		13.50%
Incremental borrowing rate used to discount future cash flows from financial instruments (as a percent)		2.41%
Fair Value Inputs Level3
Fair value of assets and liabilities measured on recurring and non-recurring basis
Contingent consideration	(2,591,000)	$ (4,825,000)	(4,085,000)	(4,825,000)	(4,677,000)	$ (4,085,000)
Change in the contingent consideration liability
Beginning Balance		4,825,000	4,085,000
Payment of contingent consideration		2,322,000	1,633,000
Acquisition					$ 1,989,000
Change in fair value of contingent consideration		141,000	274,000
Accretion of contingent consideration		90,000	15,000
Impact of currency translation		(143,000)	(53,000)
Ending Balance	2,591,000	2,591,000	$ 4,677,000
Carrying Amount | Fair Value Inputs Level3
Fair value of assets and liabilities measured on recurring and non-recurring basis
Contingent consideration	(2,591,000)	(4,825,000)		(4,825,000)
Long-term debt, including current portion	51,954,000			53,371,000
Total	54,545,000			58,196,000
Change in the contingent consideration liability
Beginning Balance		4,825,000
Ending Balance	2,591,000	2,591,000
Estimated Fair Value | Fair Value Inputs Level1 | Money Market Funds
Fair value of assets and liabilities measured on recurring and non-recurring basis
Cash equivalents	20,000			20,000
Estimated Fair Value | Fair Value Inputs Level3
Fair value of assets and liabilities measured on recurring and non-recurring basis
Contingent consideration	(2,591,000)	(4,825,000)		(4,825,000)
Long-term debt, including current portion	51,867,000			53,412,000
Total	54,458,000			$ 58,237,000
Change in the contingent consideration liability
Beginning Balance		4,825,000
Ending Balance	$ 2,591,000	$ 2,591,000

SUMMARY OF SIGNIFICANT ACCOUN24

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details2) - USD ($) $ / shares in Units, $ in Millions	Jan. 28, 2015	Dec. 02, 2014	Jun. 30, 2015
Dividend
Special dividend declared per share		$ 0.14
Special dividend paid per share	$ 5.2
Recently Issued Accounting Pronouncements.
Debt issuance costs			$ 0.6

NET INCOME PER COMMON SHARE (De

NET INCOME PER COMMON SHARE (Details) - shares	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Stock Appreciation Rights S A R S
Antidilutive securities
Securities considered antidilutive (in shares)	100,000	100,000	100,000	100,000
Restricted Stock
Antidilutive securities
Securities considered antidilutive (in shares)	300,000		400,000
Restricted Stock | Salvaggio Teal And Associates
Antidilutive securities
Shares excluded from basic and diluted earnings per share since the contingency has not been met	250,000		250,000
Restricted Stock | CCI Consulting Private Limited
Antidilutive securities
Shares excluded from basic and diluted earnings per share since the contingency has not been met	50,000		50,000

NET INCOME PER COMMON SHARE (26

NET INCOME PER COMMON SHARE (Details 2) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Basic:
Net income attributable to ISG	$ 934	$ 3,105	$ 1,787	$ 3,168
Weighted average common shares	37,199	37,220	37,116	37,302
Earnings per share attributable to ISG	$ 0.03	$ 0.08	$ 0.05	$ 0.08
Diluted:
Net income attributable to ISG	$ 934	$ 3,105	$ 1,787	$ 3,168
Interest expense of convertible debt, net of tax	22	25	37	46
Net income, attributable to ISG, as adjusted	$ 956	$ 3,130	$ 1,824	$ 3,214
Basic Weighted Average Common shares	37,199	37,220	37,116	37,302
Potential common shares	1,772	1,617	1,615	1,547
Diluted weighted average common shares	38,971	38,837	38,731	38,849
Diluted earnings per share attributable to ISG	$ 0.02	$ 0.08	$ 0.05	$ 0.08

INCOME TAXES (Details)

INCOME TAXES (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
INCOME TAXES
Effective income tax rates (as a percent)	36.20%	25.30%	44.10%	31.60%
Pretax income (loss)	$ 1,597	$ 4,150	$ 3,448	$ 4,656
Unrecognized tax benefits	2,300		2,300
Unrecognized tax benefits that would impact the company's effective tax rate	2,300		2,300
Interest and penalties accrued	$ 600		$ 600

COMMITMENTS AND CONTINGENCIES (

COMMITMENTS AND CONTINGENCIES (Details) - USD ($) $ in Thousands	3 Months Ended	6 Months Ended
	Jun. 30, 2015	Jun. 30, 2015	Jun. 30, 2014	Apr. 30, 2015
Contingent Consideration
Increase (Decrease) in contingent consideration		$ 141	$ 289
Salvaggio Teal And Associates
Contingent Consideration
Contingent consideration	$ 1,600	1,600
Amount paid for contingent consideration	1,700	1,700
Increase (Decrease) in contingent consideration	300
CCI Consulting Private Limited
Contingent Consideration
Contingent consideration	1,000	1,000
Amount paid for contingent consideration				$ 600
Contingent consideration classified as current	400	$ 400
Increase (Decrease) in contingent consideration	$ (200)

REDEEMABLE NONCONTROLLING INT29

REDEEMABLE NONCONTROLLING INTEREST (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
REDEEMABLE NONCONTROLLING INTEREST
Balance at the beginning of the period			$ 747
Net income attributable to noncontrolling interest	$ 85	$ (6)	139	$ 19
Accretion attributable to noncontrolling interest			39
Impact of currency translation			1
Balance at the end of the period	$ 926		$ 926

SEGMENT AND GEOGRAPHICAL INFO30

SEGMENT AND GEOGRAPHICAL INFORMATION (Details) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2015USD ($)	Jun. 30, 2014USD ($)	Jun. 30, 2015USD ($)segment	Jun. 30, 2014USD ($)
SEGMENT AND GEOGRAPHICAL INFORMATION
Number of segments | segment			1
Segment and geographical information
Revenues	$ 53,411	$ 54,888	$ 103,950	$ 103,129
Americas
Segment and geographical information
Revenues	28,628	27,665	56,244	52,098
Europe
Segment and geographical information
Revenues	18,668	21,423	36,729	41,204
Asia Pacific
Segment and geographical information
Revenues	$ 6,115	$ 5,800	$ 10,977	$ 9,827

FINANCING ARRANGEMENTS AND LO31

FINANCING ARRANGEMENTS AND LONG-TERM DEBT (Details)

May. 11, 2015USD ($)installment

Mar. 21, 2014

Mar. 18, 2014USD ($)

Nov. 25, 2013USD ($)

Nov. 14, 2013

May. 03, 2013USD ($)

Apr. 26, 2013USD ($)

Jan. 04, 2011$ / shares

Jan. 04, 2011USD ($)$ / shares

Jan. 03, 2011

Jun. 30, 2013USD ($)

Jun. 30, 2015USD ($)item

FINANCING ARRANGEMENTS AND LONG-TERM DEBT

Additional principal repayment due in 2015

$ 1,100,000

Additional principal repayment due in 2016

2,300,000

Secured Debt

FINANCING ARRANGEMENTS AND LONG-TERM DEBT

Outstanding borrowings

$ 38,500,000

Secured Debt | Subsidiaries

FINANCING ARRANGEMENTS AND LONG-TERM DEBT

Maximum total leverage ratio

3.50

Revolving Credit Facility

FINANCING ARRANGEMENTS AND LONG-TERM DEBT

Outstanding borrowings

$ 10,000,000

Convertible Notes Payable | C C G H Limited

FINANCING ARRANGEMENTS AND LONG-TERM DEBT

Issuance of debt

$ 6,300,000

Rate of interest (as a percent)

3.875%

3.875%

Trigger Event condition related to minimum market price of common stock on the Nasdaq Global market (in dollars per share) | $ / shares

$ 4

$ 4

Trigger event condition related to number of consecutive trading days on which market price of common stock exceeds $4 per share on the Nasdaq Global Market

60 days

Conversion rate

0.25

0.25

0.25

Written notice period after trigger event, that company need to serve for prepayment of all or portion of the outstanding principal amount of the Notes

30 days

30 days

Amount paid in satisfaction of full of all indebtedness owing by the Company under the Note

$ 650,000

Amount outstanding

$ 1,100,000

Convertible Notes Payable | C C G H Limited | Gain on extinguishment of debt

FINANCING ARRANGEMENTS AND LONG-TERM DEBT

Amount of gain (loss) recognized

$ 500,000

Credit Agreement2013

FINANCING ARRANGEMENTS AND LONG-TERM DEBT

Outstanding borrowings

$ 55,000,000

Term of senior secured credit facility

5 years

Additional term due to amendment

2 years

Credit Agreement2013 | Base Rate

FINANCING ARRANGEMENTS AND LONG-TERM DEBT

Interest rate basis

Base Rate

Credit Agreement2013 | Prime Rate

FINANCING ARRANGEMENTS AND LONG-TERM DEBT

Interest rate basis

prime rate

Credit Agreement2013 | Federal Funds Rate

FINANCING ARRANGEMENTS AND LONG-TERM DEBT

Interest rate basis

Federal Funds Rate

Applicable margin (as a percent)

0.50%

Credit Agreement2013 | Eurodollar

FINANCING ARRANGEMENTS AND LONG-TERM DEBT

Interest rate basis

Eurodollar Rate

Applicable margin (as a percent)

1.00%

Credit Agreement2013 | Secured Debt

FINANCING ARRANGEMENTS AND LONG-TERM DEBT

Maximum borrowing capacity under senior secured credit facility

$ 45,000,000

Term of senior secured credit facility

5 years

Principal repayments

$ 562,500

Percentage of proceeds from asset sales used for mandatory repayments of the debt

100.00%

Percentage of net proceeds from issuances of debt and equity used for mandatory repayments of the debt

100.00%

Percentage of net proceeds from insurance recovery and condemnation events used for mandatory repayments of the debt

100.00%

Minimum notional amount required as a percentage of aggregate outstanding indebtedness other than revolving outstanding for establishment of fixed or maximum interest rate covering

50.00%

Interest rate covering period for specified percentage of notional amount

3 years

Permitted acquisition baskets amount

$ 5,000,000

Permitted acquisition baskets amount after increase

10,000,000

Permitted acquisition baskets term amount

15,000,000

Permitted acquisition baskets term amount after increase

$ 40,000,000

Quarterly installments | installment

20

Credit Agreement2013 | Secured Debt | Debt Instrument Periodic Payment By Commencing Date30 September2013

FINANCING ARRANGEMENTS AND LONG-TERM DEBT

Numbers of consecutive quarterly installments in which principal amount is repaid | item

8

Principal repayments

$ 843,750

Credit Agreement2013 | Secured Debt | Debt Instrument Periodic Payment By Commencing Date30 September2015

FINANCING ARRANGEMENTS AND LONG-TERM DEBT

Numbers of consecutive quarterly installments in which principal amount is repaid | item

11

Principal repayments

$ 1,125,000

Credit Agreement2013 | Secured Debt | London Interbank Offered Rate L I B O R

FINANCING ARRANGEMENTS AND LONG-TERM DEBT

Interest rate basis

LIBOR

Applicable margin (as a percent)

5.00%

Credit Agreement2013 | Revolving Credit Facility

FINANCING ARRANGEMENTS AND LONG-TERM DEBT

Maximum borrowing capacity under senior secured credit facility

$ 25,000,000

Credit Agreement2013 | Convertible Notes Payable | C C G H Limited

FINANCING ARRANGEMENTS AND LONG-TERM DEBT

Amount of gain (loss) recognized

$ 0

Settlement of Compass convertible note

$ 1,700,000

Amount of prepayment available under amended facility

$ 3,500,000

SUBSEQUENT EVENT (Details)

SUBSEQUENT EVENT (Details) - Aug. 07, 2015 - Subsequent Event - Saugatuck Agreement - USD ($) $ in Millions	Total
SUBSEQUENT EVENT
Business consideration	$ 0.8
Cash paid	0.6
Stock issued	0.2
Minimum earn-out payments to be paid to the sellers	0
Maximum earn-out payments to be paid to the sellers	$ 1.2