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): August 1, 2011
EXLSERVICE HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
Delaware | 001-33089 | 82-0572194 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
280 Park Avenue, 38th Floor
New York, New York 10017
(Address of principal executive offices)
Registrants 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 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)) |
Item 2.02 | Results of Operations and Financial Condition. |
On August 1, 2011, ExlService Holdings, Inc. (the Company) reported its results of operations for the three months ended June 30, 2011. 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.
Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
Exhibit |
Description | |
99.1 | Pres Release, dated August 1, 2011 |
2
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 hereunto duly authorized.
EXLSERVICE HOLDINGS, INC. | ||||||
Date: August 1, 2011 | By: | /s/ VISHAL CHHIBBAR | ||||
Vishal Chhibbar | ||||||
Chief Financial Officer (Duly Authorized Signatory, Principal Financial and Accounting Officer) |
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EXHIBIT INDEX
The following exhibit is being filed as part of this Current Report on Form 8-K:
99.1 | Press Release, dated August 1, 2011 |
4
Exhibit 99.1
FOR IMMEDIATE RELEASE
Contact: Jarrod Yahes
Treasurer
ExlService Holdings, Inc.
280 Park Avenue
New York, NY 10017
(212) 277-7109
ir@exlservice.com
EXL REPORTS 2011 SECOND QUARTER RESULTS
Quarterly Revenues of $85.0 Million and 15.5% Adjusted Operating Margin
Increases Calendar Year Revenue Guidance to $354.0 million to $358.0 million
Representing Annual Growth of 40% to 42%
Increases Calendar Year Adjusted Operating Margin Guidance to 13.5% to 14.0%
New York, NY August 1, 2011 ExlService Holdings, Inc. (NASDAQ: EXLS), a leading provider of outsourcing and transformation services, today announced its financial results for the quarter ended June 30, 2011.
Rohit Kapoor, President and CEO, commented: EXL delivered strong second quarter results for revenue growth and profitability. Our outsourcing business enjoyed strong revenue growth this quarter in F&A and industry-vertical focused processes. EXL closed the OPI acquisition in line with our expected timetable, and I am pleased with the progress we are making in integrating the business. In the marketplace, we are seeing positive demand signals from our clients for F&A services across geographies. We are adding to our talent and building out additional delivery infrastructure around the world to accommodate the growth EXL is experiencing.
Vishal Chhibbar, CFO, commented: EXLs growth momentum was exceptionally strong in the second quarter. Revenues were $85.0 million, an increase of 40.2% year-over-year. Diluted EPS and adjusted diluted EPS were $0.27 (up 69.3%) and $0.35 (up 50.4%) respectively, despite a higher tax rate in the second quarter. Based on our strong year-to-date results and additional confidence in the performance of our recent acquisition, we are increasing our calendar year 2011 revenue and adjusted operating margin guidance. We now expect revenues of between $354.0 million to $358.0 million, representing annual growth of 40% to 42% and adjusted operating margins of 13.5% to 14.0%.
1
Financial Highlights
Reconciliations of adjusted financial measures to GAAP are included at the end of this release.
| Revenues for the quarter ended June 30, 2011 were $85.0 million compared to $60.6 million for the quarter ended June 30, 2010 and $72.9 million for the quarter ended March 31, 2011. Outsourcing services revenues for the quarter ended June 30, 2011 were $68.7 million compared to $46.6 million in the quarter ended June 30, 2010 and $56.8 million in the quarter ended March 31, 2011. Outsourcing services revenues for the quarter ended June 30, 2011 include $7.4 million related to one month of OPI revenues. Transformation services revenues for the quarter ended June 30, 2011 were $16.3 million compared to $14.1 million in the quarter ended June 30, 2010 and $16.1 million in the quarter ended March 31, 2011. |
| Gross margin for the quarter ended June 30, 2011 was 38.8% compared to 38.2% for the quarter ended June 30, 2010 and 39.3% for the quarter ended March 31, 2011. Outsourcing services gross margin for the quarter ended June 30, 2011 was 39.9% compared to 38.6% for the quarter ended June 30, 2010 and 39.8% for the quarter ended March 31, 2011. Transformation services gross margin for the quarter ended June 30, 2011 was 34.6% compared to 37.2% for the quarter ended June 30, 2010 and 37.9% for the quarter ended March 31, 2011. |
| Operating margin for the quarter ended June 30, 2011 was 11.1% compared to 8.7% for the quarter ended June 30, 2010 and 10.3% for the quarter ended March 31, 2011. Adjusted operating margin, excluding the impact of stock-based compensation expense and amortization of intangibles, for the quarter ended June 30, 2011 was 15.5% compared to 13.5% for the quarter ended June 30, 2010 and 14.3% for the quarter ended March 31, 2011. |
| Net income for the quarter ended June 30, 2011 was $8.5 million compared to $4.9 million for the quarter ended June 30, 2010 and $8.4 million for the quarter ended March 31, 2011. Adjusted EBITDA for the quarter ended June 30, 2011 was $17.4 million compared to $11.5 million for the quarter ended June 30, 2010 and $14.6 million for the quarter ended March 31, 2011. |
| Diluted earnings per share for the quarter ended June 30, 2011 was $0.27 compared to $0.16 for the quarter ended June 30, 2010 and $0.27 for the quarter ended March 31, 2011. Adjusted diluted earnings per share for the quarter ended June 30, 2011 was $0.35 compared to $0.23 in the quarter ended June 30, 2010 and $0.33 for the quarter ended March 31, 2011. |
Business Announcements
| Achieved a milestone in EXLs decision analytics by doubling the number of employees over the last 18 months. |
| Adding additional global capacity including 1,300 seats in the Phase 2 expansion in a Noida SEZ, 400 seats of additional capacity in Gurgaon and 300 additional seats in Manila. |
| Selected by Microsoft as a Gold-level partner to jointly market and enhance EXLs LifePRO® policy administration platform for life, health, and annuities. |
| EXLs client Centrica plc. won the European Outsourcing Association Award for BPO Contract of the Year 2011. |
| Closed the acquisition of OPI, a leading global provider of F&A outsourcing services with approximately 80 clients. |
| Won 3 new clients in outsourcing services and 1 new client in transformation services. |
| Expanded multiple outsourcing services relationships with the migration of 33 new processes during the quarter. |
| Increased our headcount as of June 30, 2011 to approximately 17,400 compared to approximately 12,200 as of June 30, 2010 and approximately 13,000 as of March 31, 2011. EXL added approximately 3,800 employees as of June 30, 2011 from the acquisition of OPI. |
| Experienced attrition in the second quarter of 32.9% for billable employees compared to 34.6% in the second quarter of 2010 and 32.4% for the first quarter of 2011. |
2
2011 Outlook
The Company is revising its guidance for calendar year 2011 based on current exchange rates:
| Revenues of between $354.0 million - $358.0 million from $347.0 million - $355.0 million. |
| Adjusted operating margin, excluding the impact of stock-based compensation expense and amortization of intangibles, of between 13.5% - 14.0%. |
Conference Call
EXL will host a conference call on Tuesday, August 2, 2011 at 10:00 a.m. (ET) to discuss the Companys quarterly operating and financial results. The conference call will be available live via the internet by accessing the investor relations section of EXLs website at www.exlservice.com. An accompanying investor-friendly spreadsheet of historical operating and financial data is also available on the investor relations section of EXLs website. Please go to the website at least fifteen minutes prior to the call to register, download and install any necessary audio software.
To listen to the conference call via phone, please dial 1-877-303-6384 or 1-224-357-2191 and enter 76203256. For those who cannot access the live broadcast, a replay will be available by dialing 1-800-642-1687 or 1-706-645-9291 and entering 76203256 from two hours after the end of the call until 11:59 p.m. (ET) on August 16, 2011. The replay will also be available on the EXL website (www.exlservice.com).
About ExlService Holdings, Inc.
ExlService Holdings, Inc. (NASDAQ: EXLS) is a leading provider of outsourcing and transformation services. EXL primarily serves the needs of Global 1000 companies from global delivery centers in the insurance, utilities, banking and financial services, transportation and logistics, and travel sectors. EXLs outsourcing services include a full spectrum of business process management services such as transaction processing and finance and accounting services. Transformation services enable continuous improvement of client processes by bringing together EXLs capabilities in decision analytics, risk and financial management and operations and process excellence services. Find additional information about EXL at www.exlservice.com.
This press release contains forward-looking statements by ExlService Holdings, Inc. (the Company). You should not place undue reliance on those statements because they are subject to numerous uncertainties and factors relating to the Companys operations and business environment, all of which are difficult to predict and many of which are beyond the Companys control. Forward-looking statements include information concerning the Companys 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 managements 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 the Company believes that these forward-looking statements are based on reasonable assumptions, you should be aware that many factors could affect the Companys actual financial results or results of operations and could cause actual results to differ materially from those in the forward-looking statements. These factors are discussed in more detail in the Companys filings with the Securities and Exchange Commission, including the Companys Annual Report on Form 10-K for the year ended December 31, 2010. These risks could cause actual results to differ materially from those implied by forward-looking statements in this release. 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 the Company. The Company has no obligation to update any forward-looking statements after the date hereof, except as required by federal securities laws.
3
EXLSERVICE HOLDINGS, INC.
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
(In thousands, except share and per share amounts)
Three months ended June 30, | Six months ended June 30, | |||||||||||||||
2011 | 2010 | 2011 | 2010 | |||||||||||||
Revenues |
$ | 85,028 | $ | 60,639 | $ | 157,935 | $ | 115,128 | ||||||||
Cost of revenues (exclusive of depreciation and amortization) |
51,998 | 37,447 | 96,217 | 68,932 | ||||||||||||
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Gross profit |
33,030 | 23,192 | 61,718 | 46,196 | ||||||||||||
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Operating expenses: |
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General and administrative expenses |
12,391 | 9,464 | 22,862 | 18,769 | ||||||||||||
Selling and marketing expenses |
6,121 | 4,599 | 11,978 | 8,749 | ||||||||||||
Depreciation and amortization |
5,110 | 3,857 | 9,962 | 6,930 | ||||||||||||
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Total operating expenses |
23,622 | 17,920 | 44,802 | 34,448 | ||||||||||||
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Income from operations |
9,408 | 5,272 | 16,916 | 11,748 | ||||||||||||
Other income: |
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Foreign exchange gain |
1,803 | 903 | 3,451 | 1,509 | ||||||||||||
Interest and other income, net |
645 | 314 | 970 | 732 | ||||||||||||
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Income before income taxes |
11,856 | 6,489 | 21,337 | 13,989 | ||||||||||||
Income tax provision |
3,381 | 1,620 | 4,501 | 3,497 | ||||||||||||
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Net income |
$ | 8,475 | $ | 4,869 | $ | 16,836 | $ | 10,492 | ||||||||
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Earnings per share: |
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Basic |
$ | 0.28 | $ | 0.17 | $ | 0.57 | $ | 0.36 | ||||||||
Diluted |
$ | 0.27 | $ | 0.16 | $ | 0.54 | $ | 0.35 | ||||||||
Weighted-average number of shares used in computing earnings per share: |
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Basic |
29,859,811 | 29,231,812 | 29,740,676 | 29,181,036 | ||||||||||||
Diluted |
31,043,426 | 30,201,092 | 30,912,021 | 30,180,283 |
4
EXLSERVICE HOLDINGS, INC.
CONSOLIDATED BALANCE SHEETS
(In thousands, except share and per share amounts)
June 30, 2011 |
December 31, 2010 |
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(Unaudited) | ||||||||
Assets |
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Current assets: |
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Cash and cash equivalents |
$ | 79,355 | $ | 111,182 | ||||
Short-term investments |
4,559 | 3,084 | ||||||
Restricted cash |
231 | 231 | ||||||
Accounts receivable, net of allowance for doubtful accounts of $118 at June 30, 2011 and $246 at December 31, 2010 |
55,382 | 44,186 | ||||||
Prepaid expenses |
3,900 | 3,317 | ||||||
Deferred tax assets, net |
977 | 1,721 | ||||||
Advance income tax, net |
5,671 | 5,364 | ||||||
Other current assets |
7,687 | 5,244 | ||||||
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Total current assets |
157,762 | 174,329 | ||||||
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Fixed assets, net |
45,529 | 34,733 | ||||||
Restricted cash |
3,744 | 3,432 | ||||||
Deferred tax assets, net |
16,965 | 14,333 | ||||||
Intangible assets, net |
39,642 | 18,591 | ||||||
Goodwill |
99,299 | 43,370 | ||||||
Other assets |
22,463 | 16,895 | ||||||
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Total assets |
$ | 385,404 | $ | 305,683 | ||||
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Liabilities and Stockholders Equity |
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Current liabilities: |
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Accounts payable |
$ | 6,745 | $ | 4,860 | ||||
Short-term borrowings |
30,049 | | ||||||
Deferred revenue |
7,884 | 5,108 | ||||||
Accrued employee cost |
24,752 | 23,947 | ||||||
Accrued expenses and other current liabilities |
25,729 | 16,560 | ||||||
Current portion of capital lease obligations |
2,282 | 231 | ||||||
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Total current liabilities |
97,441 | 50,706 | ||||||
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Capital lease obligations, less current portion |
5,752 | 389 | ||||||
Non-current liabilities |
8,504 | 6,042 | ||||||
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Total liabilities |
111,697 | 57,137 | ||||||
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Commitments and contingencies |
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Preferred stock, $0.001 par value; 15,000,000 shares authorized, none issued |
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Stockholders equity: |
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Common stock, $0.001 par value; 100,000,000 shares authorized, 30,312,901 shares issued and 29,989,504 shares outstanding as of June 30, 2011 and 29,690,463 shares issued and 29,437,961 shares outstanding as of December 31, 2010 |
30 | 30 | ||||||
Additional paid-in capital |
144,878 | 136,173 | ||||||
Retained earnings |
129,102 | 112,266 | ||||||
Accumulated other comprehensive income |
2,389 | 1,126 | ||||||
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Total stockholders equity including shares held in treasury |
276,399 | 249,595 | ||||||
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Less: 323,397 shares as of June 30, 2011 and 252,502 shares as of December 31, 2010, held in treasury, at cost |
(2,712 | ) | (1,069 | ) | ||||
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ExlService Holdings, Inc. stockholders equity |
273,687 | 248,526 | ||||||
Non-controlling interest |
20 | 20 | ||||||
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Total stockholders equity |
273,707 | 248,546 | ||||||
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Total liabilities and stockholders equity |
$ | 385,404 | $ | 305,683 | ||||
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5
EXLSERVICE HOLDINGS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
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 adjusted financial measures that the Securities and Exchange Commission defines as non-GAAP financial measures. Management believes that these adjusted financial measures, when read in conjunction with the Companys reported results, can provide useful supplemental information for investors analyzing period to period comparisons of the Companys results because the adjustments eliminate the impact of the following three items which do not directly link to the Companys ongoing performance: (i) stock-based compensation and (ii) expenses associated with the amortization of acquisition-related intangibles. The Company also believes that it is unreasonably difficult to provide its financial outlook in accordance with GAAP for a number of reasons including, without limitation, the Companys inability to predict its future stock-based compensation expense under ASC Topic 718 and the amortization of intangibles associated with further acquisitions. The Company also incurs significant non-cash charges for depreciation that may not be indicative of our ability to generate cash flow. The Company believes that providing the measure of adjusted EBITDA will help investors better understand the Companys underlying financial performance and ability to generate cash flows from operations. Adjusted EBITDA does not represent cash flows from operations as defined by GAAP. The adjusted financial measures disclosed by the Company should not be considered a substitute for, or superior to, financial measures calculated in accordance with GAAP, and the financial results calculated in accordance with GAAP and reconciliations from those financial statements should be carefully evaluated.
The following table shows the reconciliation of these adjusted financial measures from GAAP measures for the quarter ended June 30, 2011, June 30, 2010 and March 31, 2011:
Reconciliation of Adjusted Operating Income and Adjusted EBITDA
(Amounts in thousands)
Three Months Ended June 30, |
Three Months Ended March 31, |
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2011 | 2010 | 2011 | ||||||||||
Net income (GAAP) |
$ | 8,475 | $ | 4,869 | $ | 8,361 | ||||||
add: Income tax provision and Other income/(expense) |
933 | 403 | (853 | ) | ||||||||
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Income from continuing operations (GAAP) |
$ | 9,408 | $ | 5,272 | $ | 7,508 | ||||||
add: Stock-based compensation expense (a) |
2,879 | 2,404 | 2,248 | |||||||||
add: Amortization of acquisition-related intangibles (b) |
913 | 520 | 636 | |||||||||
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Adjusted operating income (Non-GAAP) |
$ | 13,200 | $ | 8,196 | $ | 10,392 | ||||||
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Adjusted operating income margin % |
15.5 | % | 13.5 | % | 14.3 | % | ||||||
add: Depreciation |
4,197 | 3,337 | 4,216 | |||||||||
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Adjusted EBITDA (Non-GAAP) |
$ | 17,397 | $ | 11,533 | $ | 14,608 | ||||||
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Adjusted EBITDA margin % |
20.5 | % | 19.0 | % | 20.0 | % |
(a) | To exclude stock-based compensation expense under ASC Topic 718. |
(b) | To exclude amortization of acquisition-related intangibles. |
6
Reconciliation of Adjusted Net Income and Adjusted Diluted Earnings Per Share
(Amounts in thousands, except per share data)
Three Months Ended June 30, |
Three Months Ended March 31, |
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2011 | 2010 | 2011 | ||||||||||
Net income (GAAP) |
$ | 8,475 | $ | 4,869 | $ | 8,361 | ||||||
add: Stock-based compensation expense (a) |
2,879 | 2,404 | 2,248 | |||||||||
add: Amortization of acquisition-related intangibles (b) |
913 | 520 | 636 | |||||||||
subtract: Tax impact on stock-based compensation expense |
(1,125 | ) | (661 | ) | (952 | ) | ||||||
subtract: Tax impact on amortization of acquisition-related intangibles |
(206 | ) | (55 | ) | (206 | ) | ||||||
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Adjusted net income |
$ | 10,936 | $ | 7,077 | $ | 10,087 | ||||||
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Adjusted diluted earnings per share |
$ | 0.35 | $ | 0.23 | $ | 0.33 |
(a) | To exclude stock-based compensation expense under ASC Topic 718. |
(b) | To exclude amortization of acquisition-related intangibles. |
7