exls-20231026
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
_________________________________________________________
FORM 8-K
_________________________________________________________

CURRENT REPORT
 
Pursuant to Sections 13 or 15(d) of the Securities Exchange Act of 1934
 Date of Report (Date of earliest event reported):  October 26, 2023
 _________________________________________________________
EXLSERVICE HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
_________________________________________________________
Delaware001-3308982-0572194
(State or other jurisdiction
of incorporation or organization)
(Commission File Number)(I.R.S. Employer
Identification No.)

320 Park Avenue, 29th Floor,10022
New York,New York(Zip code)
(Address of principal executive offices)
 Registrant’s telephone number, including area code:  (212) 277-7100
 
NOT APPLICABLE
(Former name or address, if changed since last report)
____________________________________________
 
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:
Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter)
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, $0.001 par value per share
EXLSNASDAQ






Item 2.02. Results of Operations and Financial Condition.
 
On October 26, 2023, ExlService Holdings, Inc. (the “Company”) reported its results of operations for the three months ended September 30, 2023. A copy of the press release issued by the Company concerning the foregoing is furnished herewith as Exhibit 99.1 and is incorporated herein by reference. The information provided in Item 2.02 of this report, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended.

 Item 9.01 Financial Statements and Exhibits.

    (d) Exhibits

Exhibit No.
Description
99.1
104
Cover Page Interactive Data File (the cover page XBRL tags are embedded within the inline XBRL document)





SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
EXLSERVICE HOLDINGS, INC.
(Registrant)
October 26, 2023By:/s/ Ajay Ayyappan
Name:Ajay Ayyappan
Title:General Counsel and Corporate Secretary



Document

Exhibit 99.1


EXL REPORTS 2023 THIRD QUARTER RESULTS(1)

2023 Third Quarter Revenue of $411.0 Million, up 13.7% year-over-year

Q3 Diluted EPS (GAAP) of $0.26, up 13.0% from $0.23 in Q3 of 2022

Q3 Adjusted Diluted EPS (Non-GAAP) (2) of $0.37, up 21.3% from $0.31 in Q3 of 2022



New York – October 26, 2023 (GLOBE NEWSWIRE) - ExlService Holdings, Inc. (NASDAQ: EXLS), a leading data analytics and digital operations and solutions company, today announced its financial results for the quarter ended September 30, 2023.

Vice Chairman and Chief Executive Officer Rohit Kapoor, said, “We achieved another robust quarter, with year-over-year revenue growth of 13.7% and adjusted diluted EPS growth of 21.3%. Our data-led strategy and balanced portfolio of businesses, bolstered by our unique digital/AI capabilities, position us well to deliver superior growth in an unpredictable environment.”


Chief Financial Officer Maurizio Nicolelli, said, “While we remain prudent in our outlook given the current uncertain environment, we are increasing our revenue and EPS guidance for the full year 2023 based on our strong momentum year to date and current visibility for the remainder of the year. We now expect revenue to be in the range of $1.620 billion to $1.628 billion, up from our prior guidance of $1.605 billion to $1.625 billion. The updated revenue guidance factors in a $2.0 million currency headwind from prior guidance. This revenue guidance represents 15% year-over-year growth on a reported basis and 15% to 16% growth on a constant currency basis. We are also increasing our adjusted diluted earnings per share guidance for 2023 to $1.40 to $1.42, representing growth of 16% to 18% over the prior year.”











__________________________________________________________

(1)Prior period information has been adjusted to reflect the 5-for-1 forward stock split of our common stock effected in August 2023. See Note 19 – Capital Structure to our quarterly report on Form 10-Q for the quarter ended September 30, 2023 for further details.
(2)Reconciliations of adjusted (non-GAAP) financial measures to the most directly comparable GAAP measures, where applicable, are included at the end of this release under “Reconciliation of Adjusted Financial Measures to GAAP Measures.” These non-GAAP measures, including adjusted diluted EPS and constant currency measures, are not measures of financial performance prepared in accordance with GAAP.



Financial Highlights: Third Quarter 2023

Revenue for the quarter ended September 30, 2023 increased to $411.0 million compared to $361.4 million for the third quarter of 2022, an increase of 13.7% on a reported basis and 13.2% on a constant currency basis. Revenue increased by 1.5% sequentially on a reported basis and constant currency basis, from the second quarter of 2023.
RevenueGross Margin
Three months endedThree months ended
September 30, 2023September 30, 2022June 30, 2023September 30, 2023September 30, 2022June 30, 2023
Reportable Segments
(dollars in millions)
Insurance$136.4 $116.2 $128.5 36.6 %35.4 %34.4 %
Healthcare26.2 22.8 27.2 36.8 %25.0 %35.4 %
Emerging Business65.3 56.1 67.1 42.4 %42.2 %43.7 %
Analytics183.1 166.3 182.2 37.0 %36.3 %37.7 %
Revenues, net$411.0 $361.4 $405.0 37.7 %36.2 %37.5 %

Operating income margin for the quarter ended September 30, 2023 was 14.7%, compared to 13.9% for the third quarter of 2022 and 16.0% for the second quarter of 2023. Adjusted operating income margin for the quarter ended September 30, 2023 was 20.0%, compared to 18.5% for the third quarter of 2022 and 20.0% for the second quarter of 2023.

Diluted earnings per share for the quarter ended September 30, 2023 was $0.26, compared to $0.23 for the third quarter of 2022 and $0.29 for the second quarter of 2023. Adjusted diluted earnings per share for the quarter ended September 30, 2023 was $0.37, compared to $0.31 for the third quarter of 2022 and $0.36 for the second quarter of 2023.







Business Highlights: Third Quarter 2023
Won 16 new clients in the third quarter of 2023, with five in digital operations and solutions business and 11 in data analytics.
Established a headquarters for international business in Dublin, and formed new centers of excellence to develop best practices and improve efficiencies.
•    Recognized as a Leader and Star Performer in Everest Group’s Property and Casualty (P&C) Insurance BPS PEAK Matrix® Assessment 2023.
•    Recognized as a Leader in Everest Group’s Clinical and Care Management Operations – Services PEAK Matrix® Assessment 2023.




2023 Guidance
Based on current visibility, and a U.S. dollar to Indian rupee exchange rate of 83.0, U.K. pound sterling to U.S. dollar exchange rate of 1.23, U.S. dollar to the Philippine peso exchange rate of 56.5 and all other currencies at current exchange rates, we are providing the following guidance for the full year 2023:

Revenue of $1.620 billion to $1.628 billion, representing growth of 15% on a reported basis and 15% to 16% on a constant currency basis from 2022.

•    Adjusted diluted earnings per share of $1.40 to $1.42, representing growth of 16% to 18% from 2022.








Conference Call

ExlService Holdings, Inc. will host a conference call on Thursday, October 26, 2023, at 10:00 A.M. ET to discuss the Company’s quarterly operating and financial results. The conference call will be available live via the internet by accessing the investor relations section of EXL’s website at ir.exlservice.com, where an accompanying investor-friendly spreadsheet of historical operating and financial data can also be accessed. Please access the website at least fifteen minutes prior to the call to register, download and install any necessary audio software.

Please note that there is a new system to access the live call-in order to ask questions. To join the live call, please register here. A dial-in and unique PIN will be provided to join the call. For those who cannot access the live broadcast, a replay will be available on the EXL website ir.exlservice.com for a period of twelve months.









About ExlService Holdings, Inc.
EXL (NASDAQ: EXLS) is a leading data analytics and digital operations and solutions company that partners with clients to improve business outcomes and unlock growth. By bringing together deep domain expertise with robust data, powerful analytics, cloud, artificial intelligence (“AI”) and machine learning (“ML”), we create agile, scalable solutions and execute complex operations for the world’s leading corporations in industries including insurance, healthcare, banking and financial services, media, and retail, among others. Focused on driving faster decision-making and transforming operating models, EXL was founded on the core values of innovation, collaboration, excellence, integrity and respect. Headquartered in New York, our team is over 50,000 strong, with more than 50 offices spanning six continents. For more information, visit www.exlservice.com.

Cautionary Statement Regarding Forward-Looking Statements This press release contains forward-looking statements within the meaning of the United States Private Securities Litigation Reform Act of 1995. You should not place undue reliance on those statements because they are subject to numerous uncertainties and factors relating to EXL's operations and business environment, all of which are difficult to predict and many of which are beyond EXL’s control. Forward-looking statements include information concerning EXL’s possible or assumed future results of operations, including descriptions of its business strategy. These statements may include words such as “may,” “will,” “should,” “believe,” “expect,” “anticipate,” “intend,” “plan,” “estimate” or similar expressions. These statements are based on assumptions that we have made in light of management's experience in the industry as well as its perceptions of historical trends, current conditions, expected future developments and other factors it believes are appropriate under the circumstances. You should understand that these statements are not guarantees of performance or results. They involve known and unknown risks, uncertainties and assumptions. Although EXL believes that these forward-looking statements are based on reasonable assumptions, you should be aware that many factors could affect EXL’s actual financial results or results of operations and could cause actual results to differ materially from those in the forward-looking statements. These factors, which include our ability to maintain and grow client demand, our ability to hire and retain sufficiently trained employees, and our ability to accurately estimate and/or manage costs, rising interest rates, rising inflation and recessionary economic trends, are discussed in more detail in EXL’s filings with the Securities and Exchange Commission, including EXL’s Annual Report on Form 10-K. You should keep in mind that any forward-looking statement made herein, or elsewhere, speaks only as of the date on which it is made. New risks and uncertainties come up from time to time, and it is impossible to predict these events or how they may affect EXL. EXL has no obligation to update any forward-looking statements after the date hereof, except as required by federal securities laws.



EXLSERVICE HOLDINGS, INC.
CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
(In thousands, except per share amount and share count)
 Three months ended September 30,Nine months ended September 30,
2023202220232022
Revenues, net$410,971 $361,351 $1,216,610 $1,037,341 
Cost of revenues(1)
256,002 230,462 760,691 659,185 
Gross profit(1)
154,969 130,889 455,919 378,156 
Operating expenses:
General and administrative expenses52,213 42,519 144,564 122,898 
Selling and marketing expenses30,943 23,879 88,674 72,034 
Depreciation and amortization expense11,583 14,380 38,192 42,057 
Total operating expenses94,739 80,778 271,430 236,989 
Income from operations60,230 50,111 184,489 141,167 
Foreign exchange gain, net409 1,504 838 4,683 
Interest expense(3,405)(2,442)(10,030)(4,820)
Other income, net778 2,261 6,594 4,498 
Income before income tax expense and earnings from equity affiliates58,012 51,434 181,891 145,528 
Income tax expense14,161 12,447 37,773 34,774 
Income before earnings from equity affiliates43,851 38,987 144,118 110,754 
Gain from equity-method investment25 108 157 365 
Net income attributable to ExlService Holdings, Inc. stockholders$43,876 $39,095 $144,275 $111,119 
Earnings per share attributable to ExlService Holdings, Inc. stockholders (2):
Basic$0.26 $0.24 $0.87 $0.67 
Diluted$0.26 $0.23 $0.86 $0.66 
Weighted-average number of shares used in computing earnings per share attributable to ExlService Holdings Inc. stockholders (2):
Basic166,159,619 166,189,165 166,707,599 166,801,730 
Diluted167,688,374 168,888,745 168,591,612 169,168,185 
(1) Exclusive of depreciation and amortization expense.
(2) Prior period information has been adjusted to reflect the 5-for-1 forward stock split of the Company’s common stock effected in August 2023.



EXLSERVICE HOLDINGS, INC.
CONSOLIDATED BALANCE SHEETS (UNAUDITED)
(In thousands, except per share amount and share count)
As of
September 30, 2023December 31, 2022
Assets
Current assets:
Cash and cash equivalents$122,655 $118,669 
Short-term investments151,581 179,027 
Restricted cash3,257 4,897 
Accounts receivable, net303,378 259,222 
Other current assets70,697 50,979 
Total current assets651,568 612,794 
Property and equipment, net96,729 82,828 
Operating lease right-of-use assets, net56,817 55,347 
Restricted cash2,047 2,055 
Deferred tax assets, net79,767 55,791 
Goodwill405,579 405,637 
Other intangible assets, net53,315 64,819 
Long-term investments5,273 34,779 
Other assets51,398 32,069 
Total assets$1,402,493 $1,346,119 
Liabilities and stockholders’ equity
Current liabilities:
Accounts payable$3,159 $7,789 
Current portion of long-term borrowings50,000 30,000 
Deferred revenue13,766 18,782 
Accrued employee costs105,535 108,100 
Accrued expenses and other current liabilities107,730 95,352 
Current portion of operating lease liabilities14,008 14,978 
Income taxes payable, net11,948 2,945 
Total current liabilities306,146 277,946 
Long-term borrowings, less current portion160,000 220,000 
Operating lease liabilities, less current portion48,445 48,155 
Deferred tax liabilities, net461 547 
Other non-current liabilities31,354 41,292 
Total liabilities546,406 587,940 
Commitments and contingencies
ExlService Holdings, Inc. Stockholders’ equity:
Preferred stock, $0.001 par value; 15,000,000 shares authorized, none issued— — 
Common stock, $0.001 par value; 400,000,000 shares authorized, 202,124,185 shares issued and 165,117,859 shares outstanding as of September 30, 2023 and 199,939,880 shares issued and 166,172,220 shares outstanding as of December 31, 2022 (1)
202 200 
Additional paid-in capital (1)
492,577 444,948 
Retained earnings1,043,380 899,105 
Accumulated other comprehensive loss(136,805)(144,143)
Total including shares held in treasury1,399,354 1,200,110 
Less: 37,006,326 shares as of September 30, 2023 and 33,767,660 shares as of December 31, 2022, held in treasury, at cost (1)
(543,267)(441,931)
Total stockholders’ equity856,087 758,179 
Total liabilities and stockholders’ equity $1,402,493 $1,346,119 
(1) Prior period information has been adjusted to reflect the 5-for-1 forward stock split of the Company’s common stock effected in August 2023.



EXLSERVICE HOLDINGS, INC.
Reconciliation of Adjusted Financial Measures to GAAP Measures

In addition to its reported operating results in accordance with U.S. generally accepted accounting principles (GAAP), EXL has included in this release certain financial measures that are considered non-GAAP financial measures, including the following:
(i)Adjusted operating income and adjusted operating income margin;
(ii)Adjusted EBITDA and adjusted EBITDA margin;
(iii)Adjusted net income and adjusted diluted earnings per share; and
(iv)Revenue growth on an organic constant currency basis.

These non-GAAP financial measures are not based on any comprehensive set of accounting rules or principles, should not be considered a substitute for, or superior to, financial measures calculated in accordance with GAAP, and may be different from non-GAAP financial measures used by other companies. Accordingly, the financial results calculated in accordance with GAAP and reconciliations from those financial statements should be carefully evaluated. EXL believes that providing these non-GAAP financial measures may help investors better understand EXL’s underlying financial performance. Management also believes that these non-GAAP financial measures, when read in conjunction with EXL’s reported results, can provide useful supplemental information for investors analyzing period-to-period comparisons of the Company’s results and comparisons of the Company’s results with the results of other companies. Additionally, management considers some of these non-GAAP financial measures to determine variable compensation of its employees. The Company believes that it is unreasonably difficult to provide its earnings per share financial guidance in accordance with GAAP, or a qualitative reconciliation thereof, for a number of reasons, including, without limitation, the Company’s inability to predict its future stock-based compensation expense under ASC Topic 718, the amortization of intangibles associated with further acquisitions and the currency fluctuations and associated tax impacts. As such, the Company presents guidance with respect to adjusted diluted earnings per share. The Company also incurs significant non-cash charges for depreciation that may not be indicative of the Company’s ability to generate cash flow.

EXL non-GAAP financial measures exclude, where applicable, stock-based compensation expense, amortization of acquisition-related intangible assets, provision for litigation settlement, impairment charges on acquired long-lived and intangible assets including goodwill, effects of termination of leases, certain defined social security contributions, allowance for certain material expected credit losses, other acquisition-related expenses or benefits and effect of any non-recurring tax adjustments. Acquisition-related expenses or benefits include, changes in the fair value of contingent consideration, external deal costs, integration expenses, direct and incremental travel costs and non-recurring benefits or losses. Our adjusted net income and adjusted diluted EPS also excludes the effects of income tax on the above pre-tax items, as applicable. The effects of income tax of each item is calculated by applying the statutory rate of the local tax regulations in the jurisdiction in which the item was incurred.

A limitation of using non-GAAP financial measures versus financial measures calculated in accordance with GAAP is that non-GAAP financial measures do not reflect all of the amounts associated with our operating results as determined in accordance with GAAP and exclude costs that are recurring, namely stock-based compensation and amortization of acquisition-related intangible assets. EXL compensates for these limitations by providing specific information regarding the GAAP amounts excluded from non-GAAP financial measures to allow investors to evaluate such non-GAAP financial measures.

The information provided on an organic constant currency basis reflects a comparison of current period results translated at the prior period currency rates and exclude the impact from an acquisition for a twelve-month period from the date of the acquisition. This information is provided because EXL believes that it provides useful comparative incremental information to investors regarding EXL’s true operating performance. EXL’s primary exchange rate exposure is with the Indian rupee, the U.K. pound sterling and the Philippine peso. The average exchange rate of the U.S. Dollar against the Indian Rupee increased from 80.01 during the quarter ended September 30, 2022 to 82.69 during the quarter ended September 30, 2023, representing a depreciation of 3.3% against the U.S. dollar. The average exchange rate of the U.S. Dollar against the Philippine Peso decreased



from 56.63 during the quarter ended September 30, 2022 to 56.02 during the quarter ended September 30, 2023, representing an appreciation of 1.1% against the U.S. dollar. The average exchange rate of the U.K. pound sterling against the U.S. Dollar increased from 1.16 during the quarter ended September 30, 2022 to 1.26 during the quarter ended September 30, 2023, representing an appreciation of 8.2% against the U.S. dollar.

The following table shows the reconciliation of these non-GAAP financial measures for the three months ended September 30, 2023 and September 30, 2022, and the three months ended June 30, 2023:

Reconciliation of Adjusted Operating Income and Adjusted EBITDA
(Amounts in thousands)
 Three months ended
September 30,June 30,
202320222023
Net Income (GAAP)$43,876 $39,095 $49,068 
add: Income tax expense14,161 12,447 15,554 
add/(subtract): Foreign exchange gain, net, interest expense,
gain from equity-method investment and other income/(loss), net
2,193 (1,431)189 
Income from operations (GAAP)$60,230 $50,111 $64,811 
add: Stock-based compensation expense17,067 12,186 11,511 
add: Amortization of acquisition-related intangibles3,157 4,243 4,204 
add: Allowance for expected credit losses (a)1,700 — — 
add: Other expenses (b)— 169 578 
Adjusted operating income (Non-GAAP) $82,154 $66,709 $81,104 
Adjusted operating income margin as a % of Revenue (Non-GAAP)20.0 %18.5 %20.0 %
add: Depreciation on long-lived assets8,426 10,137 8,289 
Adjusted EBITDA (Non-GAAP)$90,580 $76,846 $89,393 
Adjusted EBITDA margin as a % of revenue (Non-GAAP) 22.0 %21.3 %22.1 %

(a) To exclude the effects of material allowance for expected credit losses on accounts receivables related to a customer bankruptcy event.

(b) To exclude certain expenses related to defined social security contribution plan in India for historical periods of $169 during the three months ended September 30, 2022, and to exclude the effects of lease termination of $578 during the three months ended June 30, 2023.





Reconciliation of Adjusted Net Income and Adjusted Diluted Earnings Per Share
(Amounts in thousands, except per share data)
Three months ended
September 30,June 30,
202320222023
Net income (GAAP)$43,876 $39,095 $49,068 
add: Stock-based compensation expense17,067 12,186 11,511 
add: Amortization of acquisition-related intangibles3,157 4,243 4,204 
add: Effects of changes in fair value of contingent consideration2,500 — — 
add: Allowance for expected credit losses (a)1,700 — — 
add: Other expenses (b)— 481 578 
subtract: Tax impact on stock-based compensation expense (c)(4,340)(2,833)(2,789)
subtract: Tax impact on amortization of acquisition-related intangibles(771)(994)(1,036)
subtract: Tax impact on allowance for expected credit losses(429)— — 
subtract: Tax impact on other expenses— (78)(145)
Adjusted net income (Non-GAAP)$62,760 $52,100 $61,391 
Adjusted diluted earnings per share (Non-GAAP)$0.37 $0.31 $0.36 

(a) To exclude the effects of material allowance for expected credit losses on accounts receivables related to a customer bankruptcy event.
(b) To exclude certain expenses related to defined social security contribution plan in India for historical periods of $481 during the three months ended September 30, 2022, and to exclude the effects of lease termination of $578 during the three months ended June 30, 2023.
(c) Tax impact includes $462 and ($92) during the three months ended September 30, 2023 and 2022 respectively, and $190 during the three months ended June 30, 2023, related to discrete benefits recognized in income tax expense in accordance with ASU No. 2016-09, Compensation - Stock Compensation.



Contacts:
Investor Relations
John Kristoff
Vice President, Investor Relations
+1 212 209 4613
ir@exlservice.com

Media - US
Keith Little
Senior Manager, Media Relations
+1 703 598 0980
media.relations@exlservice.com

Media - UK, Europe, and APAC
Anna Price
First Light Group
+44 202 617 7240
exlteam@firstlightgroup.io

Media - India
Shailendra Singh
Vice President Corporate Communications
+91 9810476075
shailendra.singh@exlservice.com