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United States securities and exchange commission logo
November 19, 2020
Maurizio Nicolelli
Chief Financial Officer
ExlService Holdings, Inc.
320 Park Avenue, 29th Floor
New York, New York 10022
Re: ExlService
Holdings, Inc.
Form 10-K for the
Year Ended December 31, 2019
Filed February 27,
2020
File No. 001-33089
Dear Mr. Nicolelli:
We have limited our review of your filing to the financial
statements and related
disclosures and have the following comment. In our comment, we may ask
you to provide us
with information so we may better understand your disclosure.
Please respond to this comment within ten business days by
providing the requested
information or advise us as soon as possible when you will respond. If
you do not believe our
comment applies to your facts and circumstances, please tell us why in
your response.
After reviewing your
response to this comment, we may have additional comments.
Form 10-K for the Year Ended December 31, 2019
Management's Discussion of Financial Condition and Results of Operations
Liquidity and Capital Resources
Operating Activities, page 55
1. Your disclosure here
and in your Form 10-Q for the fiscal period ended September 30,
2020 appears to
emphasize how cash provided by operating activities was derived for each
period presented.
Pursuant to instruction 4 to Item 303(a) and instruction 3 to Item
303(b) of Regulation
S-K, it should be a comparative analysis of material changes in
operating cash flows
between periods. Please note your analysis should discuss
the reasons underlying
variance factors cited. Refer to section IV.B.1 of SEC Release No.
33-8350 for guidance,
and quantify all variance factors cited pursuant to section 501.04 of
the staff s
Codification of Financial Reporting Releases.
In closing, we remind
you that the company and its management are responsible for the
Maurizio Nicolelli
ExlService Holdings, Inc.
November 19, 2020
Page 2
accuracy and adequacy of their disclosures, notwithstanding any review,
comments, action or
absence of action by the staff.
You may contact Theresa Brillant at 202-551-3307 or Doug Jones at
202-551-3309 with
any questions.
FirstName LastNameMaurizio Nicolelli Sincerely,
Comapany NameExlService Holdings, Inc.
Division of
Corporation Finance
November 19, 2020 Page 2 Office of Trade &
Services
FirstName LastName