UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
As previously announced, on September 14, 2019, Vishal Chhibbar, the Executive Vice President and Chief Financial Officer of ExlService Holdings, Inc. (the “Company”), provided notice to the Company of his resignation. Mr. Chhibar’s resignation became effective December 13, 2019. In connection with such resignation, effective December 13, 2019, Pavan Bagai, 58, who has served as the Company’s President and Chief Operating Officer since 2012, was appointed Interim Chief Financial Officer, effective as of December 13, 2019. It is expected that Mr. Bagai will serve in the Interim Chief Financial role until the appointment of a permanent Chief Financial Officer. Mr. Bagai will continue to serve as the Company’s President and Chief Operating Officer. Biographical and other information concerning Mr. Bagai is included in the Company’s proxy statement for the 2019 Annual Meeting of Stockholders, filed with the Securities and Exchange Commission on April 26, 2019, and is incorporated by reference herein. There were no changes to Mr. Bagai’s compensation package in connection with his appointment as Interim Chief Financial Officer. A press release related to Mr. Bagai’s appointment is attached as Exhibit 99.1 to this report and is incorporated by reference into this Item 5.02.
| Item 8.01 | Other Events. |
On December 16, 2019, the Company issued a press release announcing that the Company’s Board of Directors authorized a $200 million common stock repurchase program. Shares may be purchased through December 31, 2022. A copy of the press release is attached as Exhibit 99.1 to this report and is incorporated by reference into this Item 8.01.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit No. | Description | |
| 99.1 | Press Release, dated December 16, 2019 |
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) | ||
| Date: December 16, 2019 | By: | /s/ Ajay Ayyappan |
| Name: | Ajay Ayyappan | |
| Title: | General Counsel and Corporate Secretary | |
Exhibit 99.1
EXL Announces $200 million Common Stock Repurchase Authorization;
EXL Appoints Pavan Bagai as Interim Chief Financial Officer
New York, December 16, 2019 — EXL (NASDAQ: EXLS), a leading operations management and analytics company, today announced that its Board of Directors approved on December 12, 2019, a $200 million common stock repurchase program beginning January 1, 2020 through December 31, 2022. The shares may be purchased by the Company from time to time on the open market and through private transactions or otherwise, as determined by the Company’s management as market conditions warrant. The repurchase program does not require the Company to acquire any specific number of shares and may be terminated or suspended at any time. The previous authorization for the purchase of up to $100 million of common stock is expected to be completed by December 31, 2019.
Separately, the Company announced that Pavan Bagai, 58, who has served as the Company’s President and Chief Operating Officer since 2012, has been appointed Interim Chief Financial Officer, effective as of December 13, 2019. It is expected that Mr. Bagai will serve in the Interim Chief Financial role until the appointment by the Board of a permanent Chief Financial Officer. Mr. Bagai will continue to serve as the Company’s President and Chief Operating Officer.
Mr. Bagai assumes the Chief Financial Officer role from Vishal Chhibbar, who announced on September 14, 2019, that he was resigning his position effective December 13, 2019, to pursue other interests.
About EXL
EXL (EXLS) is a leading operations management and analytics company that designs and enables agile, customer-centric operating
models to help clients improve their revenue growth and profitability. Our delivery model provides market-leading business outcomes
using EXL’s proprietary Digital EXLerator Framework™, cutting-edge analytics, digital transformation and domain expertise.
At EXL, we look deeper to help companies improve global operations, enhance data-driven insights, increase customer satisfaction,
and manage risk and compliance. EXL serves the insurance, healthcare, banking and financial services, utilities, travel, transportation
and logistics industries. Headquartered in New York, New York, EXL has more than 31,000 professionals in locations throughout
the United States, Europe, Asia (primarily India and Philippines), South America, Australia and South Africa. For more information,
visit www.exlservice.com.
Investor contact:
Steven N. Barlow
Vice President Investor Relations
212-624-5913
steven.barlow@exlservice.com
Media Contact:
Michael Sherrill
Vice President Marketing
646-419-0778
michael.sherrill@exlservice.com