View Filing Data

Document And Entity Information - shares	9 Months Ended
Document And Entity Information - shares	Sep. 30, 2011	Oct. 31, 2011
Document And Entity Information [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Sep. 30, 2011
Document Fiscal Year Focus	2011
Document Fiscal Period Focus	Q3
Entity Registrant Name	ExlService Holdings, Inc.
Entity Central Index Key	0001297989
Current Fiscal Year End Date	--12-31
Entity Filer Category	Accelerated Filer
Entity Common Stock, Shares Outstanding		31,151,039
Trading Symbol	exls

Consolidated Balance Sheets - USD ($) $ in Thousands	Sep. 30, 2011	Dec. 31, 2010
Assets
Cash and cash equivalents	$ 72,876	$ 111,182
Short-term investments	9,647	3,084
Restricted cash	161	231
Accounts receivable, net of allowance for doubtful accounts of $131 at September 30, 2011 and $246 at December 31, 2010	58,235	44,186
Prepaid expenses	2,787	3,317
Deferred tax assets, net	5,211	1,721
Advance income tax, net	3,217	5,364
Other current assets	7,715	5,244
Total current assets	159,849	174,329
Fixed assets, net	41,003	34,733
Restricted cash	3,423	3,432
Deferred tax assets, net	15,666	14,333
Intangible assets, net	37,864	18,591
Goodwill	96,238	43,370
Other assets	19,539	16,895
Total assets	373,582	305,683
Liabilities and Stockholders' Equity
Accounts payable	5,923	4,860
Deferred revenue	7,284	5,108
Accrued employee cost	26,460	23,947
Accrued expenses and other current liabilities	28,790	16,560
Current portion of capital lease obligations	1,971	231
Total current liabilities	70,428	50,706
Capital lease obligations, less current portion	4,905	389
Non-current liabilities	9,528	6,042
Total liabilities	84,861	57,137
Commitments and contingencies
Preferred stock, $0.001 par value; 15,000,000 shares authorized, none issued
Stockholders' equity:
Common stock, $0.001 par value; 100,000,000 shares authorized, 31,447,336 shares issued and 31,123,939 shares outstanding as of September 30, 2011 and 29,690,463 shares issued and 29,437,961 shares outstanding as of December 31, 2010	31	30
Additional paid-in capital	170,401	136,173
Retained earnings	137,493	112,266
Accumulated other comprehensive (loss)/income	(16,533)	1,126
Total stockholders' equity including shares held in treasury	291,392	249,595
Less: 323,397 shares as of September 30, 2011 and 252,502 shares as of December 31, 2010, held in treasury, at cost	(2,693)	(1,069)
ExlService Holdings, Inc. stockholders' equity	288,699	248,526
Non-controlling interest	22	20
Total stockholders' equity	288,721	248,546
Total liabilities and stockholders' equity	$ 373,582	$ 305,683

Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Sep. 30, 2011	Dec. 31, 2010
Consolidated Balance Sheets [Abstract]
Allowance on accounts receivable	$ 131	$ 246
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	15,000,000	15,000,000
Preferred stock, shares issued	0	0
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	100,000,000	100,000,000
Common stock, shares issued	31,447,336	29,690,463
Common stock, shares outstanding	31,123,939	29,437,961
Treasury stock, shares	323,397	252,502

Consolidated Statements Of Income - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
Consolidated Statements Of Income - USD ($) $ in Thousands	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2011	Sep. 30, 2010
Consolidated Statements Of Income [Abstract]
Revenues	$ 100,026	$ 67,585	$ 257,961	$ 182,713
Cost of revenues (exclusive of depreciation and amortization)	61,755	40,584	157,971	109,516
Gross profit	38,271	27,001	99,990	73,197
Operating expenses:
General and administrative expenses	13,253	10,469	36,115	29,238
Selling and marketing expenses	6,915	5,331	18,894	14,080
Depreciation and amortization	6,443	4,218	16,405	11,148
Total operating expenses	26,611	20,018	71,414	54,466
Income from operations	11,660	6,983	28,576	18,731
Other income:
Foreign exchange gain	495	943	3,945	2,452
Interest and other income, net	374	262	1,344	994
Income before income taxes	12,529	8,188	33,865	22,177
Income tax provision	4,138	384	8,639	3,881
Net income	$ 8,391	$ 7,804	$ 25,226	$ 18,296
Earnings per share:
Basic	$ 0.28	$ 0.27	$ 0.84	$ 0.63
Diluted	$ 0.27	$ 0.26	$ 0.81	$ 0.60
Weighted-average number of shares used in computing earnings per share:
Basic	30,293,114	29,302,862	29,926,846	29,221,668
Diluted	31,586,936	30,385,308	31,131,513	30,248,648

Consolidated Statements Of Cash Flow - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2011	Sep. 30, 2010
Cash flows from operating activities:
Net income	$ 25,226	$ 18,296
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	16,405	11,148
Stock-based compensation expense	7,287	6,352
Non-employee stock options	9	32
Unrealized foreign exchange (gain)/loss	(3,053)	599
Deferred income taxes	(2,660)	(2,583)
Non-controlling interest	2	7
Change in operating assets and liabilities (net of effect of acquisitions):
Restricted cash	37	238
Accounts receivable	(8,170)	(6,021)
Prepaid expenses and other current assets	(6,324)	102
Accounts payable	(270)	(527)
Deferred revenue	(865)	(3,191)
Accrued employee cost	(2,025)	4,230
Accrued expenses and other liabilities	7,918	156
Advance income-tax, net	2,002	(2,092)
Other assets	4,989	(3,050)
Net cash provided by operating activities	40,508	23,696
Cash flows from investing activities:
Purchase of fixed assets	(12,375)	(14,830)
Business acquisition (net of cash acquired)	(81,173)	(42,144)
Purchase of short-term investments	(7,895)	(335)
Proceeds from redemption of short-term investments	704	2,050
Net cash used for investing activities	(100,739)	(55,259)
Cash flows from financing activities:
Principal payments of capital lease obligations	(814)	(91)
Proceeds from short-term borrowings	30,000
Repayments of short-term borrowings	(30,049)
Payment of debt issuance costs	(446)
Acquisition of treasury stock	(1,624)	(93)
Proceeds from exercise of stock options	5,361	1,587
Proceeds from issuance of common stock in public offering	21,965
Direct costs incurred in relation to public offering	(392)
Net cash provided by financing activities	24,001	1,403
Effect of exchange rate changes on cash and cash equivalents	(2,076)	553
Net decrease in cash and cash equivalents	(38,306)	(29,607)
Cash and cash equivalents, beginning of period	111,182	132,215
Cash and cash equivalents, end of period	$ 72,876	$ 102,608

Organization And Basis Of Presentation

9 Months Ended

Sep. 30, 2011

Organization And Basis Of Presentation [Abstract]

Organization And Basis Of Presentation

1. Organization and Basis of Presentation

Organization

ExlService Holdings, Inc. ("ExlService Holdings") is organized as a corporation under the laws of the State of Delaware. ExlService Holdings, together with its subsidiaries (collectively, the "Company"), is a leading provider of outsourcing services and transformation services. The Company's clients are located principally in the United States and the United Kingdom.

Basis of Presentation

The unaudited interim consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information, the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for annual financial statements and therefore should be read in conjunction with the audited consolidated financial statements and footnotes thereto included in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2010.

The unaudited interim consolidated financial statements reflect all adjustments (of a normal and recurring nature) which management considers necessary for a fair presentation of such statements for the interim periods presented. The unaudited consolidated statements of income for the interim periods presented are not necessarily indicative of the results for the full year or for any subsequent period.

- Definition

The entire disclosure for organization, consolidation and basis of presentation of financial statements disclosure.

+ References

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Reference 2: http://www.xbrl.org/2003/role/presentationRef
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+ Details

Summary Of Significant Accounting Policies	9 Months Ended
Summary Of Significant Accounting Policies	Sep. 30, 2011
Summary Of Significant Accounting Policies [Abstract]
Summary Of Significant Accounting Policies	2. Summary of Significant Accounting Policies *Principles of Consolidation* The accompanying unaudited consolidated financial statements include the financial statements of ExlService Holdings and all of its subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. The non-controlling interest represents the minority partner's interest in the operation of exl Service.com (India) Private Limited ("Exl India") and the profits associated with the minority partner's interest in those operations, in the unaudited consolidated balance sheet and unaudited consolidated statement of income, respectively. The non-controlling interest in the operations for the three and nine months ended September 30, 2011 and 2010 was insignificant and is included under general and administrative expenses in the unaudited consolidated statements of income. *Use of Estimates* The preparation of the unaudited consolidated financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the unaudited consolidated financial statements and the unaudited consolidated statements of income during the reporting period. Estimates are based upon management's best assessment of the current business environment. Actual results could differ from those estimates. The significant estimates and assumptions that affect the financial statements include, but are not limited to, allowance for doubtful receivables, service tax receivables, future obligations under employee benefit plans, deferred tax valuation allowances, income tax uncertainties and other contingencies, valuation of derivative financial instruments, stock-based compensation expense, depreciation and amortization periods, recoverability of long-term assets including goodwill and intangibles, and estimates to complete fixed price contracts. *Recent Accounting Pronouncements* In September 2009, the Financial Accounting Standards Board ("FASB") issued update No. 2009-13, "Multiple-Deliverable Revenue Arrangements—a consensus of the FASB Emerging Issues Task Force" ("ASU 2009-13"). ASU 2009-13 updates the existing multiple-element revenue arrangements guidance currently included under ASC topic 605-25, which originated primarily from the guidance in EITF Issue No. 00-21, "Revenue Arrangements with Multiple Deliverables." The revised guidance primarily provides two significant changes: (1) eliminates the need for objective and reliable evidence of the fair value for the undelivered element in order for a delivered item to be treated as a separate unit of accounting, and (2) eliminates the residual method to allocate the arrangement consideration. In addition, the guidance also expands the disclosure requirements for revenue recognition. ASU 2009-13 is effective for the first annual reporting period beginning on or after June 15, 2010, with early adoption permitted, provided that the revised guidance is retroactively applied to the beginning of the year of adoption. The adoption of new guidance from January 1, 2011 did not have any impact on the Company's unaudited consolidated financial statements since the number of multiple deliverable revenue arrangements is insignificant. In December 2010, the FASB issued update No. 2010-29 ("ASU 2010-29"), "Disclosure of Supplementary Pro Forma Information for Business Combinations." ASU 2010-29 requires public companies to disclose revenues and earnings of the combined entity as though the current period business combination had occurred as of the beginning of the comparable prior annual reporting period while presenting comparative financial statements. The amendments expand the supplemental pro forma disclosures to include a description of the nature and amount of material, nonrecurring pro forma adjustments directly attributable to the business combination included in the reported pro forma revenue and earnings. The Company adopted the guidance effective January 1, 2011 for material (either on an individual or aggregate basis) business combinations entered into in fiscal years beginning on or after December 15, 2010. The adoption of the guidance had no effect on the Company's financial position or results of operations. Refer to Note 5 to the unaudited consolidated financial statements for further details. In June 2011, the FASB issued update No. 2011-05 ("ASU 2011-05"), "Presentation of Comprehensive Income." ASU 2011-05 amends existing guidance by allowing only two options for presenting the components of net income and other comprehensive income: (1) in a single continuous financial statement and statement of comprehensive income, or (2) in two separate but consecutive financial statements, consisting of an income statement followed by a separate statement of other comprehensive income. Also, items that are reclassified from other comprehensive income to net income must be presented on the face of the financial statements. ASU 2011-05 requires retrospective application, and is effective for fiscal years, and interim periods within those years, beginning on or after December 15, 2011, with early adoption permitted. The Company believes that the adoption of this update will change the order in which certain financial statements are presented and provide additional detail on those financial statements when applicable, but will not have any other impact on the Company's unaudited consolidated financial statements. In September 2011, the FASB issued update No. 2011-08, "Testing Goodwill for Impairment" ("ASU 2011-08"), which allows entities to use a qualitative approach to test goodwill for impairment. ASU 2011-08 permits an entity to first perform a qualitative assessment to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying value. If it is concluded that this is the case, it is necessary to perform the currently prescribed two-step goodwill impairment test. Otherwise, the two-step goodwill impairment test is not required. ASU 2011-08 is effective for annual and interim goodwill impairment tests performed for fiscal years beginning after December 15, 2011. The Company is currently evaluating the impact of adopting the provisions of ASU 2011-08.

Earnings Per Share

9 Months Ended

Sep. 30, 2011

Earnings Per Share [Abstract]

Earnings Per Share

3. Earnings Per Share

Basic earnings per share is computed by dividing net income to common stockholders by the weighted average number of common shares outstanding during each period. Diluted earnings per share is computed using the weighted average number of common shares plus the potentially dilutive effect of common stock equivalents issued and outstanding at the reporting date, using the treasury stock method. Stock options, restricted stock and restricted stock units that are anti-dilutive are excluded from the computation of weighted average shares outstanding.

Cash or in-kind dividends declared with respect to unvested shares of restricted stock and restricted stock units are withheld by the Company and paid to the holder of such shares of restricted stock and restricted stock units, without interest, only if and when such shares of restricted stock and restricted stock units vest. Any unvested shares of restricted stock and restricted stock units are immediately forfeited without consideration upon the termination of such holder's employment with the Company or its affiliates. Accordingly, the Company's unvested restricted stock and restricted stock units do not include non-forfeitable rights to dividends or dividend equivalents and are therefore not considered as participating securities for purposes of earnings per share calculations pursuant to the two-class method. However, the Company's vested restricted stock units against which the underlying common stock has not been issued, contain non-forfeitable rights to dividends or dividend equivalents and are therefore after vesting considered as participating securities for the purposes of computing basic earnings per share pursuant to the two-class method. Application of this treatment had an insignificant effect on the computation of basic earnings per share.

The following table sets forth the computation of basic and diluted earnings per share:


	Three months ended September 30,				Nine months ended September 30,
	2011		2010		2011		2010
Numerators:
Net income	$	8,391	$	7,804	$	25,226	$	18,296

Denominators:
Basic weighted average common shares outstanding		30,293,114		29,302,862		29,926,846		29,221,668
Dilutive effect of share based awards		1,293,822		1,082,446		1,204,667		1,026,980

Diluted weighted average common shares outstanding		31,586,936		30,385,308		31,131,513		30,248,648


Weighted average common shares considered anti-dilutive in computing diluted earnings per share		316,675		546,088		458,113		768,689

Segment Information

9 Months Ended

Sep. 30, 2011

Segment Information [Abstract]

Segment Information

4. Segment Information

The Company is organized around its outsourcing services and transformation services segments. The Company's recent acquisition of Business Process Outsourcing, Inc. ("OPI") is classified within the outsourcing services segment. See Note 5 for further details regarding the acquisition.

The chief operating decision maker generally reviews financial information at the consolidated statement of income level but does not review any information except for revenues and cost of revenues of the individual segments. Therefore, the Company does not allocate or evaluate depreciation, amortization, other income, capital expenditures and income taxes to its operating segments. Consequently, it is not practical to show assets, capital expenditures, depreciation or amortization by segment.

Revenues and cost of revenues for each of the three months ended September 30, 2011 and 2010 for the Company's outsourcing services and transformation services segments, respectively, are as follows:


	Three months ended September 30, 2011						Three months ended September 30, 2010
	Outsourcing Services		Transformation Services		Total		Outsourcing Services		Transformation Services		Total
Revenues	$	83,176	$	16,850	$	100,026	$	50,468	$	17,117	$	67,585
Cost of revenues (exclusive of depreciation and amortization)		50,961		10,794		61,755		29,606		10,978		40,584

Gross profit	$	32,215	$	6,056	$	38,271	$	20,862	$	6,139	$	27,001

Operating expenses						26,611						20,018
Other income						869						1,205
Income tax provision						4,138						384

Net income					$	8,391					$	7,804

Revenues and cost of revenues for each of the nine months ended September 30, 2011 and 2010 for the Company's outsourcing services and transformation services segments, respectively, are as follows:


	Nine months ended September 30, 2011						Nine months ended September 30, 2010
	Outsourcing		Transformation				Outsourcing		Transformation
	Services		Services		Total		Services		Services		Total
Revenues	$	208,751	$	49,210	$	257,961	$	138,618	$	44,095	$	182,713
Cost of revenues (exclusive of depreciation and amortization)		126,532		31,439		157,971		81,786		27,730		109,516

Gross profit	$	82,219	$	17,771	$	99,990	$	56,832	$	16,365	$	73,197

Operating expenses						71,414						54,466
Other income						5,289						3,446
Income tax provision						8,639						3,881

Net income					$	25,226					$	18,296

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
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-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-URI http://asc.fasb.org/extlink&oid=6534315&loc=d3e8933-108599

+ Details

Business Combinations, Goodwill And Intangible Assets

9 Months Ended

Sep. 30, 2011

Business Combinations, Goodwill And Intangible Assets [Abstract]

Business Combinations, Goodwill And Intangible Assets

5. Business Combinations, Goodwill and Intangible Assets

On May 31, 2011, the Company completed its acquisition of OPI, a Delaware corporation formerly organized as a Cayman Islands exempted company (the "OPI Acquisition"), pursuant to a Merger Agreement, dated as of April 30, 2011 (the "Merger Agreement"), with F&A BPO Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of the Company ("Merger Sub"), OPI and Shareholder Representative Services LLC, a Colorado limited liability company. Under the terms of the Merger Agreement, Merger Sub merged with and into OPI and OPI survived as a wholly owned subsidiary of the Company (the "Merger").

The Company acquired OPI to strengthen its position as a provider of finance and accounting outsourcing services. The aggregate consideration paid to OPI's former stockholders in the Merger was $91,000 in cash, excluding adjustments based on OPI's working capital, debt and certain expenses incurred by OPI in connection with the consummation of the transactions contemplated by the Merger Agreement (the "Merger Consideration"). Pursuant to the Merger Agreement, a portion of the Merger Consideration was placed into escrow as security for the indemnification obligations of OPI's stockholders.

The total purchase price of the OPI Acquisition is as follows:


Enterprise Value	$	91,000
Less: OPI debt as of the acquisition date		(7,045	)
Add: Working capital baseline and other adjustments as of the acquisition date		16,968

Total purchase price	$	100,923

The Company's preliminary purchase price allocation for OPI is as follows:


	Amount
	(In thousands)
Net tangible assets (liabilities)	$	24,009
Identifiable intangible assets:
Customer relationships		16,600
Leasehold benefits		3,100
Trade names and Trademarks		1,800
Non-compete agreements		1,100
Goodwill*		54,314

Total purchase price	$	100,923

*	Includes $14,000 deposited in escrow accounts in connection with the acquisition.

Under ASC topic 805, "Business Combinations," the preliminary allocation of the purchase price to the tangible and intangible assets and liabilities acquired may change up to a period of one year from the date of acquisition. Accordingly, the Company may adjust the amounts recorded as of September 30, 2011 to reflect any revised valuations of the assets acquired or liabilities assumed. The customer relationships and leasehold benefits from the OPI Acquisition are being amortized over a weighted average life of 10.6 years and the remaining period of the lease (approximately 8 years), respectively. Similarly, trade names, trademarks and non-compete agreements are being amortized over a life of 3.0 years and 1.5 years, respectively.

During the three and nine months ended September 30, 2011, the Company recognized $0 and $1,139 of acquisition-related costs, related to the OPI Acquisition, which amounts are included under general and administrative expenses in the unaudited consolidated statements of income.

Unaudited Pro Forma Financial Information

ASC paragraph 805-10-50-2(h) requires a public entity to disclose pro forma information for the business combinations that occurred in the current reporting period. Under ASU 2010-29, the disclosures include pro forma revenues and earnings of the combined entity for the current reporting period as though the acquisition date for the business combination that occurred during the year had been as of the beginning of the annual reporting period. If comparative financial statements are presented, the pro forma revenues and earnings of the combined entity for the comparable prior reporting period should be reported as though the acquisition date for all business combinations that occurred during the current year had been as of the beginning of the comparable prior annual reporting period.

The unaudited financial information in the table below summarizes the combined results of operations of ExlService Holdings and OPI, on a pro forma basis, as though the companies had been combined as of January 1, 2010. The pro forma financial information is presented for informational purposes only and is not indicative of the results of operations that would have been achieved if the OPI Acquisition had taken place on that date or of results that may occur in the future. The unaudited pro forma financial information for the three and nine months ended September 30, 2011 and 2010 combines the historical results for the Company for the three and nine months ended September 30, 2011 and 2010 and the historical results for OPI for the three and nine months ended September 30, 2011 and 2010.


	Three months ended September 30,				Nine months ended September 30,
	2011		2010		2011		2010
Total revenues	$	100,026	$	86,680	$	294,742	$	237,420
Net income	$	8,391	$	7,225	$	28,074	$	19,349
Earnings per share:
Basic	$	0.28	$	0.25	$	0.94	$	0.66
Diluted	$	0.27	$	0.24	$	0.90	$	0.64
Weighted-average number of shares used in computing earnings per share:
Basic		30,293,114		29,302,862		29,926,846		29,221,668
Diluted		31,586,936		30,385,308		31,131,513		30,248,648

Net income for the three and nine months ended September 30, 2011 and 2010 include adjustments for amortization of identifiable intangible assets recognized from the OPI Acquisition, Merger-related transaction costs including advisory and legal fees incurred which are directly attributable to the Merger, but which are not expected to have a continuing impact on the combined entity's results and adjustment for changes to income tax expense as a result of the consummation of this transaction.

Our results of operations for three and nine months ended September 30, 2011 include $22,532 and $29,884 of revenues and $1,590 and $2,070 of net income, respectively, attributable to the revenues and net income of OPI since the OPI Acquisition was consummated.

Goodwill

The following table sets forth details of the Company's goodwill balance as of September 30, 2011:


	Outsourcing			Transformation
	Services			Services		Total
Balance at January 1, 2010	$	2,834		$	16,785	$	19,619
Goodwill arising from acquisitions		28,557			—		28,557
Purchase accounting adjustments ⁽¹⁾		(5,303	)		—		(5,303	)
Currency translation adjustments		497			—		497

Balance at December 31, 2010		26,585			16,785		43,370
Goodwill arising from OPI acquisition		54,314			—		54,314
Currency translation adjustments		(1,446	)		—		(1,446	)

Balance at September 30, 2011	$	79,453		$	16,785	$	96,238

(1)

Represent adjustments related to the American Express Global Travel Service Center ("GTSC") and Professional Data Management Again, Inc. ("PDMA") acquisitions.

Intangible Assets

Information regarding the Company's intangible assets is as follows:


	As of September 30, 2011
	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount
Customer relationships	$	33,098	$	(3,638	)	$	29,460
Leasehold benefits		3,777		(575	)		3,202
Developed technology		2,100		(298	)		1,802
Non-compete agreements		1,300		(400	)		900
Trade names and trademarks		2,700		(200	)		2,500

	$	42,975	$	(5,111	)	$	37,864


	As of December 31, 2010
	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount
Customer relationships	$	16,595	$	(1,726	)	$	14,869
Leasehold benefits		1,002		(257	)		745
Developed technology		2,100		(140	)		1,960
Non-compete agreements		200		(83	)		117
Trade names and trademarks		900		—			900

	$	20,797	$	(2,206	)	$	18,591

Amortization expense for the three months ended September 30, 2011 and 2010 was $1,395 and $688, respectively. Amortization expense for the nine months ended September 30, 2011 and 2010 was $2,943 and $1,388, respectively. The weighted average life of intangible assets was 10.1 years for customer relationships, 6.8 years for leasehold benefits, 10.0 years for developed technology, 1.5 years for non-compete agreements and 3.0 years for trade names and trademarks excluding indefinite life trade names and trademarks. The Company had $900 of indefinite life trade names and trademarks as of September 30, 2011 and December 31, 2010.


Estimated amortization of intangible assets during the year ending September 30,
2012	$	5,249
2013	$	4,492
2014	$	4,170
2015	$	3,770
2016	$	3,770

- Definition

The entire disclosure for a business combination (or series of individually immaterial business combinations) completed during the period, including background, timing, and recognized assets and liabilities. The disclosure may include leverage buyout transactions (as applicable).

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Emerging Issues Task Force (EITF)
-Number 88-16
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 141
-Paragraph 51, 52
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 141R
-Appendix F
-Paragraph F4
-Subparagraph e

Reference 4: http://www.xbrl.org/2003/role/presentationRef
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-Name Statement of Financial Accounting Standard (FAS)
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-Paragraph 67-73
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-Name Accounting Standards Codification
-Topic 805
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-Paragraph 1
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Reference 19: http://www.xbrl.org/2003/role/presentationRef
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-URI http://asc.fasb.org/extlink&oid=6972119&loc=d3e1383-128463

+ Details

Fair Value Measurements

9 Months Ended

Sep. 30, 2011

Fair Value Measurements [Abstract]

Fair Value Measurements

6. Fair Value Measurements

The following table sets forth the Company's assets and liabilities that were accounted for at fair value on a recurring basis as of September 30, 2011 and December 31, 2010. The table excludes short-term investments, accounts receivable, short-term borrowings, accounts payable and accrued expenses for which fair values approximate their carrying amounts.

Assets and Liabilities Measured at Fair Value


As of September 30, 2011	Level 1		Level 2		Level 3		Total
Assets
Money market and mutual funds	$	40,870	$	—	$	—	$	40,870

Total	$	40,870	$	—	$	—	$	40,870


Liabilities
Derivative financial instruments	$	—	$	4,830	$	—	$	4,830

Total	$	—	$	4,830	$	—	$	4,830


As of December 31, 2010	Level 1		Level 2		Level 3		Total
Assets
Money market and mutual funds	$	83,335	$	—	$	—	$	83,335
Derivative financial instruments		—		4,214		—		4,214

Total	$	83,335	$	4,214	$	—	$	87,549


Liabilities		—		—		—		—

Derivative Financial Instruments: The Company's derivative financial instruments consist of foreign currency forward exchange contracts. Fair values for derivative financial instruments are based on broker quotations and are classified as Level 2. See Note 7 for further details.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 133
-Paragraph 44A, 44B
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 107
-Paragraph 15C, 15D
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 107
-Paragraph 15A
-Subparagraph a-d
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 107
-Paragraph 15B
-Subparagraph a, b
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 107
-Paragraph 3, 10, 14, 15
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
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-Paragraph 32, 33, 34
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 7: http://www.xbrl.org/2003/role/presentationRef
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-Name Statement of Financial Accounting Standard (FAS)
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Reference 8: http://www.xbrl.org/2003/role/presentationRef
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+ Details

Derivatives And Hedge Accounting

9 Months Ended

Sep. 30, 2011

Derivatives And Hedge Accounting [Abstract]

Derivatives And Hedge Accounting

7. Derivatives and Hedge Accounting

The Company actively looks to mitigate the exposure of foreign currency market risk by entering into various hedging transactions, authorized under Company policies, with counterparties that are highly rated financial institutions. The Company's primary exchange rate exposure is with the U.K. pound sterling and the Indian rupee. The Company also has exposure in Philippine pesos, Czech koruna and other local currencies in which it operates. The Company uses derivative instruments for the purpose of mitigating the underlying exposure from foreign currency fluctuation risks associated with forecasted transactions denominated in certain foreign currencies and to minimize earnings and cash flow volatility associated with changes in foreign currency exchange rates, and not for speculative trading purposes. These derivative financial instruments are largely forward foreign exchange contracts that are designated effective and that qualify as cash flow hedges under ASC topic 815, "Derivatives and Hedging" ("ASC 815"). The Company also uses derivatives consisting of foreign currency exchange contracts not designated as hedging instruments under ASC 815 to hedge intercompany balances and other monetary assets or liabilities denominated in currencies other than the functional currency.

The Company had outstanding foreign exchange contracts totaling $206,630, GBP 9,143 and EUR 133 as of September 30, 2011 and totaling $166,030, GBP 8,434 and EUR 785 as of December 31, 2010. The Company estimates that approximately $2,883 of net derivative loss included in accumulated other comprehensive income ("AOCI") could be reclassified into earnings within the next twelve months based on exchange rates prevailing as of September 30, 2011. As of September 30, 2011, the maximum outstanding term of derivative instruments that hedge forecasted transactions was thirty three months.

The Company evaluates hedge effectiveness at the time a contract is entered into as well as on an ongoing basis. If during this time a contract is deemed ineffective, the change in the fair value is recorded in the unaudited consolidated statements of income and is included in foreign exchange gain. For hedge relationships that are discontinued because the forecasted transaction is not expected to occur by the end of the originally specified period, any related derivative amounts recorded in equity are reclassified to earnings. No significant amounts of gains or losses were reclassified from AOCI into earnings as a result of forecasted transactions that failed to occur during the three and nine months ended September 30, 2011.

The following tables set forth the fair value of the foreign currency exchange contracts and their location on the unaudited consolidated financial statements:

Derivatives designated as hedging instruments:


	September 30, 2011		December 31, 2010
Other current assets:
Foreign currency exchange contracts	$	—	$	3,171
Other assets:
Foreign currency exchange contracts	$	—	$	1,029
Accrued expenses and other current liabilities:
Foreign currency exchange contracts	$	2,883	$	—
Other non current liabilities:
Foreign currency exchange contracts	$	1,505	$	—

Derivatives not designated as hedging instruments:


	September 30, 2011		December 31, 2010
Other assets:
Foreign currency exchange contracts	$	—	$	14
Accrued expenses and other current liabilities:
Foreign currency exchange contracts	$	442	$	—

The following tables set forth the effect of foreign currency exchange contracts on the unaudited consolidated statements of income for the three months ended September 30, 2011 and 2010:


Derivatives in Cash Flow Hedging Relationships	Amount of Gain/ (Loss) Recognized in AOCI on Derivative (Effective Portion)					Location of Gain / (Loss) Reclassified from AOCI into Income (Effective Portion)	Amount of Gain/ (Loss) Reclassified from AOCI into Income (Effective Portion)				Location of Gain/(Loss) Recognized in Income on Derivative (Ineffective Portion and Amount Excluded from Effectiveness Testing)	Amount of Gain/ (Loss) Recognized in Income on Derivative (Ineffective Portion and Amount Excluded from Effectiveness Testing)
	2011			2010			2011		2010			2011		2010
Foreign exchange contracts	$	(5,835	)	$	2,628	Foreign exchange gain	$	656	$	917	Foreign exchange gain	$	—	$	—


Derivatives not designated	Location of Gain/(Loss) Recognized in Income	Amount of Gain/(Loss) Recognized in Income on Derivatives
as Hedging Instruments	on Derivatives	2011			2010
Foreign exchange contracts	Foreign exchange gain/ (loss)	$	(3,713	)	$	1

The following tables set forth the effect of foreign currency exchange contracts on the unaudited consolidated statements of income for the nine months ended September 30, 2011 and 2010:


Derivatives in Cash Flow Hedging Relationships	Amount of Gain/ (Loss) Recognized in AOCI on Derivative (Effective Portion)					Location of Gain/ (Loss) Reclassified From AOCI into Income (Effective Portion)	Amount of Gain/ (Loss) Reclassified from AOCI into Income (Effective Portion)				Location of Gain/(Loss) Recognized in Income on Derivative (Ineffective Portion and Amount Excluded from Effectiveness Testing)	Amount of Gain/ (Loss) Recognized in Income on Derivative (Ineffective Portion and Amount Excluded from Effectiveness Testing)
	2011			2010			2011		2010			2011		2010
Foreign exchange contracts	$	(2,865	)	$	3,366	Foreign exchange gain	$	3,386	$	2,141	Foreign exchange gain	$	—	$	—


Derivatives not designated as Hedging Instruments	Location of Gain / (Loss) Recognized in Income on Derivatives	Amount of Gain/(Loss) Recognized in Income on Derivatives
Derivatives not designated as Hedging Instruments		2011			2010
Foreign exchange contracts	Foreign exchange gain	$	(2,937	)	$	932

- Definition

The entire disclosure for the entity's entire derivative instruments and hedging activities. Describes an entity's risk management strategies, derivatives in hedging activities and non-hedging derivative instruments, the assets, obligations, liabilities, revenues and expenses arising therefrom, and the amounts of and methodologies and assumptions used in determining the amounts of such items.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 133
-Paragraph 45
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 133
-Paragraph 44
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

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+ Details

Fixed Assets

9 Months Ended

Sep. 30, 2011

Fixed Assets [Abstract]

Fixed Assets

8. Fixed Assets

The components of fixed assets, net of accumulated depreciation, consisted of the following:


	September 30, 2011			December 31, 2010
Owned Assets:
Network equipment, cabling and computers	$	54,259		$	50,282
Buildings		1,624			1,779
Land		1,062			1,164
Leasehold improvements		20,901			19,195
Office furniture and equipment		9,028			7,439
Motor vehicles		850			712
Construction in progress		3,036			2,006

		90,760			82,577
Less: Accumulated depreciation and amortization		(55,365	)		(48,455	)

	$	35,395		$	34,122


Assets under capital leases:
Network equipment, cabling and computers	$	598		$	—
Leasehold improvements		2,756			—
Office furniture and equipment		1,709			—
Motor vehicles		822			879

		5,885			879
Less: Accumulated depreciation and amortization		(277	)		(268	)

	$	5,608		$	611


Fixed assets, net	$	41,003		$	34,733

Depreciation expense was $5,048 and $3,530 during the three months ended September 30, 2011 and 2010, respectively, and $13,462 and $9,760 during the nine months ended September 30, 2011 and 2010, respectively.

Comprehensive Income

9 Months Ended

Sep. 30, 2011

Comprehensive Income [Abstract]

Comprehensive Income

9. Comprehensive Income

The following table sets forth the change in the components of comprehensive income for the three and nine months ended September 30, 2011 and 2010:


	Three months ended September 30,					Nine months ended September 30,
	2011			2010		2011			2010
Net income	$	8,391		$	7,804	$	25,226		$	18,296
Other comprehensive income:
Unrealized (loss)/gain on effective cash flow hedges, net of taxes		(6,491	)		1,711		(6,251	)		1,225
Foreign currency translation adjustment		(12,441	)		3,540		(11,457	)		3,112
Retirement benefits, net of taxes		10			35		49			87

Total other comprehensive (loss)/income		(18,922	)		5,286		(17,659	)		4,424

Total comprehensive (loss)/income	$	(10,531	)	$	13,090	$	7,567		$	22,720

- Definition

The entire disclosure for comprehensive income. Includes, but is not limited to, the following: 1) the amount of income tax expense or benefit allocated to each component of other comprehensive income, including reclassification adjustments, 2) the reclassification adjustments for each classification of other comprehensive income and 3) the ending accumulated balances for each component of comprehensive income. Components of comprehensive income include: (1) foreign currency translation adjustments; (2) gains (losses) on foreign currency transactions that are designated as, and are effective as, economic hedges of a net investment in a foreign entity; (3) gains (losses) on intercompany foreign currency transactions that are of a long-term-investment nature, when the entities to the transaction are consolidated, combined, or accounted for by the equity method in the reporting enterprise's financial statements; (4) change in the market value of a futures contract that qualifies as a hedge of an asset reported at fair value; (5) unrealized holding gains (losses) on available-for-sale securities and that resulting from transfers of debt securities from the held-to-maturity category to the available-for-sale category; (6) a net loss recognized as an additional pension liability not yet recognized as net periodic pension cost; and (7) the net gain (loss) and net prior service cost or credit for pension plans and other postretirement benefit plans.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 130
-Paragraph 14-26
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section 45
-Paragraph 11
-URI http://asc.fasb.org/extlink&oid=6920043&loc=d3e637-108580

Reference 3: http://www.xbrl.org/2003/role/presentationRef
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-Paragraph 14
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-Name Accounting Standards Codification
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-Section 45
-Paragraph 13
-URI http://asc.fasb.org/extlink&oid=6920043&loc=d3e653-108580

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-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.3-04)
-URI http://asc.fasb.org/extlink&oid=6959260&loc=d3e187085-122770

Reference 6: http://www.xbrl.org/2003/role/presentationRef
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-Name Accounting Standards Codification
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-Paragraph 16
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-Name Accounting Standards Codification
-Topic 220
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-Name Accounting Standards Codification
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Reference 9: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Glossary Reclassification Adjustments
-URI http://asc.fasb.org/extlink&oid=6522872

Reference 10: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
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-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
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-Paragraph 15
-URI http://asc.fasb.org/extlink&oid=6920043&loc=d3e689-108580

+ Details

Capital Structure

9 Months Ended

Sep. 30, 2011

Capital Structure [Abstract]

Capital Structure

10. Capital Structure

The Company has one class of common stock.

On September 19, 2011, the Company completed a public offering of its common stock. The Company sold 1,000,000 shares of its common stock and certain selling stockholders sold an aggregate of 3,000,000 shares of common stock at a price of $23.00 per share less underwriting discount. The Company received net proceeds of $21,573 from the offering.

During the nine months ended September 30, 2011, the Company acquired 61,299 shares of common stock for a total consideration of $1,439 in pursuance of an option agreement between the Company and Prudential Financial, Inc. ("Prudential") dated July 1, 2004. The purchase price of $23.47 per share was the average closing price for the 30-day period on the Nasdaq Global Select Market preceding the date of exercise of options by Prudential. The shares acquired are held as treasury stock. During the three months ended September 30, 2011, the Company did not acquire any shares of common stock pursuant to the option agreement with Prudential.

During the nine months ended September 30, 2011, the Company also acquired 9,596 shares of common stock from employees in connection with withholding tax payments related to the vesting of restricted stock for a total consideration of $185. The shares acquired are held as treasury stock. During the three months ended September 30, 2011, the Company did not acquire any shares of common stock from employees in connection with withholding tax payments related to the vesting of restricted stock.

Short Term Borrowings

9 Months Ended

Sep. 30, 2011

Short Term Borrowings [Abstract]

Short Term Borrowings

11. Short Term Borrowings

On May 26, 2011, the Company entered into a credit agreement (the "Credit Facility") with certain lenders and JPMorgan Chase Bank, N.A., as Administrative Agent. The Credit Facility is comprised of a $50,000 revolving credit facility, including a letter of credit sub-facility, for a period of three years. The Company has an option to increase the commitments under the Credit Facility by up to an additional $25,000, subject to certain approvals and conditions as set forth in the Credit Facility.

Borrowings under the Credit Facility may be used for working capital and general corporate purposes. The Company repaid all amounts outstanding under the Credit Facility during the three months ended September 30, 2011 and, as of September 30, 2011, it did not have any borrowings under the Credit Facility. In connection with the financing, the Company incurred $446 as debt issuance costs, which are deferred and amortized as an adjustment to interest expense over the term of the Credit Facility using the effective interest method.

The Credit Facility is guaranteed by the Company's domestic subsidiaries. The obligations under the Credit Facility are secured by all or substantially all of the assets of the borrower and its material domestic subsidiaries. The Credit Facility contains certain covenants including a restriction on indebtedness of the Company.

Employee Benefit Plans

9 Months Ended

Sep. 30, 2011

Employee Benefit Plans [Abstract]

Employee Benefit Plans

12. Employee Benefit Plans

The Company's Gratuity Plan in India and the Philippines provides a lump sum payment to vested employees on retirement or on termination of employment in an amount based on the respective employee's salary and years of employment with the Company. Liabilities with regard to the Gratuity Plan are determined by actuarial valuation using the projected unit credit method. Current service costs for the Gratuity Plan are accrued in the year to which they relate. Actuarial gains or losses or prior service costs, if any, resulting from amendments to the plans are recognized and amortized over the remaining period of service of the employees.

Net gratuity cost includes the following components:


	Three months ended September 30,				Nine months ended September 30,
	2011		2010		2011		2010
Service cost	$	297	$	127	$	686	$	395
Interest cost		62		47		190		107
Actuarial loss		26		42		79		126

Net gratuity cost	$	385	$	216	$	955	$	628

Change in Plan Assets


Plan assets at January 1, 2011	$	—
Actual contribution		1,123
Benefits paid		—
Actual return		—

Plan assets at September 30, 2011	$	1,123

As of September 30, 2011, the Company had invested its plan assets with Life Insurance Corporation of India ("LIC"). The funds are primarily invested by LIC in government securities and money market instruments. Since the Company's plan assets are managed by a third party fund administrator, the contributions made by the Company are pooled with other funds managed by such fund administrator and invested in accordance with the regulatory guidelines. Accordingly, data related to the fair value of the assets for the various categories of plan assets held and the classification of level of fair value under ASC 820-10 "Fair Value Measurements and Disclosure" specific to the funds contributed by the Company is not available.

The Company maintains the Exl Service Inc. 401(k) Plan, the Inductis 401(k) Profit Sharing Plan, OPI 401(k) Retirement Plan and the PDMA 401(k) Profit Sharing Plan (collectively, the "401(k) Plans") under Section 401(k) of the Internal Revenue Code of 1986, covering all eligible employees, as defined. The Company may make discretionary contributions of up to a maximum of 3% of employee compensation within certain limits. The Company's contribution to the 401(k) Plans amounted to $179 and $80 during the three month periods ended September 30, 2011 and September 30, 2010, respectively, and $525 and $238 during the nine month periods ended September 30, 2011 and September 30, 2010, respectively.

During the three and nine month periods ended September 30, 2011 and 2010, the Company contributed the following amounts to various defined contribution plans on behalf of its employees in India, the Philippines, Romania, Bulgaria, Malaysia and the Czech Republic:


Three months ended September 30, 2011	$	1,426
Three months ended September 30, 2010	$	934
Nine months ended September 30, 2011	$	3,676
Nine months ended September 30, 2010	$	2,666

- Definition

The entire disclosure for pension and other postretirement benefits.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 132R
-Paragraph 5
-Subparagraph a
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 132R
-Paragraph 5
-Subparagraph b
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 132R
-Paragraph 5
-Subparagraph h
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 132R
-Paragraph 5
-Subparagraph q
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 132R
-Paragraph 8
-Subparagraph m
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 106
-Paragraph 518
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 87
-Paragraph 264
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Emerging Issues Task Force (EITF)
-Number 03-2
-Paragraph 8
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 9: http://www.xbrl.org/2003/role/presentationRef
-Publisher AICPA
-Name Accounting Principles Board Opinion (APB)
-Number 30
-Paragraph 26
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 10: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name FASB Staff Position (FSP)
-Number FAS106-2
-Paragraph 20, 21, 22
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 11: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 158
-Paragraph 7, 21, 22
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 12: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 132R
-Paragraph 5, 6, 7, 8
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 13: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Implementation Guide (Q and A)
-Number FAS88
-Paragraph 63
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 14: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 715
-URI http://asc.fasb.org/topic&trid=2235017

+ Details

Leases

9 Months Ended

Sep. 30, 2011

Leases [Abstract]

Leases

13. Leases

The Company finances its use of certain facilities, computer hardware, leasehold improvements, furniture, fixtures, office equipments and motor vehicles under various lease arrangements provided by financial institutions. Future minimum lease payments under these capital leases as of September 30, 2011 are as follows:


Year ending September 30,
2012	$	2,538
2013		2,171
2014		1,667
2015		1,218
2016		618

Total minimum lease payments		8,212
Less: amount representing interest		1,336

Present value of minimum lease payments		6,876
Less: current portion		1,971

Long term capital lease obligation	$	4,905

The Company conducts its operations using facilities leased under non-cancelable operating lease agreements that expire at various dates. Future minimum lease payments under non-cancelable operating lease agreements expiring after more than twelve months are as follows:


Year ending September 30,
2012	$	9,325
2013		7,256
2014		5,902
2015		5,338
2016		3,144
2017 and thereafter		1,393

	$	32,358

The operating leases are subject to renewal periodically and have scheduled rent increases. The Company accounts for scheduled rent on a straight line basis over the lease period. Rent expense under both cancellable and non-cancellable operating leases was $4,050 and $2,680 for the three months ended September 30, 2011 and 2010, respectively, and $10,253 and $7,038 for the nine months ended September 30, 2011 and 2010, respectively. Deferred rent as of September 30, 2011 and December 31, 2010 was $3,877 and $3,324, respectively.

- Definition

The entire disclosure for lessee entity's leasing arrangements including, but not limited to, all of the following: (a.) The basis on which contingent rental payments are determined, (b.) The existence and terms of renewal or purchase options and escalation clauses, (c.) Restrictions imposed by lease agreements, such as those concerning dividends, additional debt, and further leasing.

+ References + Details

Income Taxes

9 Months Ended

Sep. 30, 2011

Income Taxes [Abstract]

Income Taxes

14. Income Taxes

The Company recorded income tax expense of $4,138 and $384 for the three months ended September 30, 2011 and 2010, respectively, and $8,639 and $3,881 for the nine months ended September 30, 2011 and 2010, respectively. The effective rate of taxes increased from 4.7% during the three months ended September 30, 2010 to 33.0% during the three months ended September 30, 2011. The effective rate of taxes increased from 17.5% during the nine months ended September 30, 2010 to 25.5% during the nine months ended September 30, 2011. The increase in effective tax rate is primarily due to the expiry of a tax holiday period for most of the Company's operating units in India, partially offset by a decrease due to the release of a valuation allowance on deferred tax assets of $1,961 related to the Company's assessment that the deferred tax assets generated by certain of the Company's operating units in India that were under a tax holiday period were more likely than not to be realized upon the expiration of the tax holiday period.

The fiscal year under the Indian Income Tax Act ends on March 31. Certain of the Company's operations centers in India qualified for an exemption from corporate tax under Section 10A or 10B of the Indian Income Tax Act. This exemption was available for a period of ten consecutive years beginning with the financial year in which the operations center began to manufacture or produce eligible goods and services and expired on April 1, 2011. As a result of the expiry of the tax holiday period, the tax holiday period for those of the Company's operations centers in India that had not expired on April 1, 2010 expired on April 1, 2011. Therefore, profits generated from the services provided from such operations centers have become fully taxable and consequently, the Company's tax expense will significantly increase in and after 2011.

We currently benefit from a four-year income tax holiday in the Philippines that is extendable for an additional two years. Our current income tax holiday in the Philippines is expected to expire in the middle of 2012, unless extended. While we intend to apply for an extension of this holiday, it is possible that an extension could be denied, or this holiday could be removed entirely due to changes in the government of the Philippines. Should either of these events occur, our Philippine tax liability could increase.

Deferred tax assets and liabilities are recognized for future tax consequences attributable to temporary differences between the financial statement carrying values of assets and liabilities and their respective tax bases and operating loss carry forwards. At September 30, 2011, the Company performed an analysis of the deferred tax asset valuation allowance for net operating loss carry forward for its domestic entities. Based on this analysis, the Company continues to carry a valuation allowance on the deferred tax assets on net operating loss carry forwards. The valuation allowance as of September 30, 2011 and December 31, 2010 was approximately $665 and $2,621, respectively.

The Indian subsidiaries of the Company are subjected to a Minimum Alternate Tax ("MAT"). However, the credit of the MAT paid is available for set off against the normal tax liabilities subject to payment of MAT. As of September 30, 2011 and December 31, 2010, deferred income taxes related to the MAT were approximately $2,901 and $4,157, respectively.

The Company's provision for income taxes also includes the impact of provisions established for uncertain income tax positions determined in accordance with ASC No. 740, "Income Taxes," as well as the related net interest. Tax exposures can involve complex issues and may require an extended period to resolve. Although the Company believes that it has adequately reserved for its uncertain tax positions, no assurance can be given that the final tax outcome of these matters will not be different. The Company adjusts these reserves in light of changing facts and circumstances, such as the closing of a tax audit or the refinement of an estimate. To the extent that the final tax outcome of these matters differs from the amounts recorded, such differences will impact the provision for income taxes in the period in which such determination is made.

The following table summarizes the activity related to the gross unrecognized tax benefits from January 1, 2011 through September 30, 2011:


Balance as of January 1, 2011	$	4,136
Increases related to prior year tax positions		—
Decreases related to prior year tax positions		—
Increases related to current year tax positions		752
Decreases related to current year tax positions		—
Effect of exchange rate changes		(409	)

Balance as of September 30, 2011	$	4,479

The unrecognized tax benefits as of September 30, 2011 of $4,479, if recognized, would impact the effective tax rate.

The Company has not recognized any interest and penalties during the three and nine months ended September 30, 2011. The unrecognized tax benefits may increase or decrease in the next 12 months depending on the Company's tax positions.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 08
-Paragraph h
-Article 4

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 109
-Paragraph 136, 172
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 109
-Paragraph 43, 44, 45, 46, 47, 48, 49
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 15
-URI http://asc.fasb.org/extlink&oid=6907707&loc=d3e32718-109319

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 9
-URI http://asc.fasb.org/extlink&oid=6907707&loc=d3e32639-109319

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08.(h))
-URI http://asc.fasb.org/extlink&oid=6881521&loc=d3e23780-122690

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=6907707&loc=d3e32537-109319

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=6907707&loc=d3e32559-109319

+ Details

Stock-Based Compensation

9 Months Ended

Sep. 30, 2011

Stock-Based Compensation [Abstract]

Stock-Based Compensation

15. Stock-Based Compensation

The following costs related to the Company's stock-based compensation plan are included in the unaudited consolidated statements of income:


	Three months ended September 30,				Nine months ended September 30,
	2011		2010		2011		2010
Cost of revenue	$	343	$	453	$	1,320	$	1,457
General and administrative expenses		1,090		858		3,444		2,627
Selling and marketing expenses		727		810		2,523		2,268

Total	$	2,160	$	2,121	$	7,287	$	6,352

The fair value of each stock option granted to employees is estimated on the date of grant using the Black-Scholes option-pricing model with the following weighted average assumptions:


	Three months ended September 30,						Nine months ended September 30,
	2011			2010			2011			2010
Dividend yield		0	%		0	%		0	%		0	%
Expected life (years)		4.50			4.50			5.63			4.66
Risk free interest rate		1.41	%		1.65	%		2.23	%		1.84	%
Volatility		40	%		45	%		40	%		44	%

The estimated expected term of options granted has been based on historical experience since October 2006, which is representative of the expected term of the options. Volatility has been calculated based on the volatility of the Company's common stock and the volatility of stock of comparative companies. The risk-free interest rate that the Company uses in the option valuation model is based on U.S. treasury zero-coupon bonds with a remaining term similar to the expected term of the options.

The Company does not anticipate paying any cash dividends in the foreseeable future and therefore uses an expected dividend yield of zero in the option valuation model. The Company is required to estimate forfeitures at the time of grant and revise those estimates in subsequent periods if actual forfeitures differ from those estimates. The Company uses historical data to estimate pre-vesting option forfeitures and records stock-based compensation expense only for those awards that are expected to vest. All stock-based payment awards are amortized on a straight-line basis over the requisite service periods of the awards, which are generally the vesting periods.

Stock option activity under the Company's stock plans is shown below:


	Number of Options			Weighted- Average Exercise Price		Aggregate Intrinsic Value		Weighted- Average Remaining Contractual Life (Years)
Outstanding at December 31, 2010		3,075,617		$	12.17	$	28,810		7.25
Granted		343,367			20.19
Exercised*		(314,491	)		12.47
Forfeited		(55,790	)		10.26

Outstanding at September 30, 2011		3,048,703		$	13.00	$	27,695		7.00

Vested and exercisable at September 30, 2011		1,448,246		$	12.65	$	13,777		6.07

Available for grant at September 30, 2011		2,752,552

*	Excludes 230,200 options exercised by Prudential Financial, Inc. ("Prudential"), in pursuance of an option agreement between the Company and Prudential dated July 1, 2004.

The unrecognized compensation cost for unvested options as of September 30, 2011 was $6,277, which is expected to be expensed over a weighted average period of 2.37 years. The weighted-average fair value of options granted during the three months ended September 30, 2011 and 2010 was $8.57 and $6.93, respectively. The weighted-average fair value of options granted during the nine months ended September 30, 2011 and 2010 was $8.15 and $7.03, respectively. The total fair value of shares vested during the three and nine months ended September 30, 2011 is $467 and $2,603, respectively.

Restricted Stock and Restricted Stock Units

Restricted stock and restricted stock unit activity under the Company's stock plans is shown below:


	Restricted Stock					Restricted Stock Units
	Number			Weighted- Average Intrinsic Value		Number			Weighted- Average Intrinsic Value
Outstanding at December 31, 2010		235,885		$	23.47		624,815		$	18.13
Granted		—			—		433,972			20.64
Vested		(133,362	)		22.01		(90,820	)		18.10
Forfeited		(18,222	)		25.45		(25,407	)		19.12

Outstanding at September 30, 2011		84,301		$	23.19		942,560		$	19.27

As of September 30, 2011, unrecognized compensation cost of $15,857 is expected to be expensed over a weighted average period of 2.74 years.

- Definition

The entire disclosure for compensation-related costs for equity-based compensation, which may include disclosure of policies, compensation plan details, allocation of equity compensation, incentive distributions, equity-based arrangements to obtain goods and services, deferred compensation arrangements, employee stock ownership plan details and employee stock purchase plan details.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 123R
-Paragraph 64, 65, A240
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher AICPA
-Name Statement of Position (SOP)
-Number 93-6
-Paragraph 53
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Staff Accounting Bulletin (SAB)
-Number Topic 14

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 50
-Section 50
-Paragraph 1
-URI http://asc.fasb.org/extlink&oid=6406099&loc=d3e25284-112666

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 718
-SubTopic 10
-Section 50
-Paragraph 1
-URI http://asc.fasb.org/extlink&oid=6415400&loc=d3e5047-113901

Reference 6: http://www.xbrl.org/2003/role/presentationRef
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-Name Accounting Standards Codification
-Topic 718
-SubTopic 10
-Section 50
-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=6415400&loc=d3e5070-113901

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 718
-SubTopic 10
-Section 50
-Paragraph 4
-URI http://asc.fasb.org/extlink&oid=6415400&loc=d3e5444-113901

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 718
-SubTopic 40
-Section 50
-Paragraph 1
-URI http://asc.fasb.org/extlink&oid=6418621&loc=d3e17540-113929

+ Details

Related Party Transactions

9 Months Ended

Sep. 30, 2011

Related Party Transactions

16. Related Party Transactions

The Company provides services to Oak Hill Capital Partners, an affiliate of the Oak Hill Capital Partners, L.P., one of the Company's significant stockholders. The Company recognized revenues of approximately $13 and $29 during the three months ended September 30, 2011 and 2010, respectively, and $48 and $67 during the nine months ended September 30, 2011 and 2010, respectively. As of September 30, 2011 and December 31, 2010, the Company had an account receivable of $5 and $9, respectively, related to these services.

- Definition

The entire disclosure for related party transactions, including the nature of the relationship(s), a description of the transactions, the amount of the transactions, the effects of any change in the method of establishing the terms of the transaction from the previous period, stated interest rate, expiration date, terms and manner of settlement per the agreement with the related party, and amounts due to or from related parties. If the entity and one or more other entities are under common ownership or management control and this control affects the operating results or financial position, disclosure includes the nature of the control relationship even if there are no transactions between the entities. Disclosure may also include the aggregate amount of current and deferred tax expense for each statement of earnings presented where the entity is a member of a group that files a consolidated tax return, the amount of any tax related balances due to or from affiliates as of the date of each statement of financial position presented, the principal provisions of the method by which the consolidated amount of current and deferred tax expense is allocated to the members of the group and the nature and effect of any changes in that method. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Article 4
-Section 08
-Paragraph k

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Article 3A
-Section 04
-Paragraph b

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 57
-Paragraph 1-4
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 850
-SubTopic 10
-Section 50
-Paragraph 4
-URI http://asc.fasb.org/extlink&oid=6457730&loc=d3e39622-107864

Reference 5: http://www.xbrl.org/2003/role/presentationRef
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-Name Accounting Standards Codification
-Topic 850
-SubTopic 10
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Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 850
-SubTopic 10
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=6457730&loc=d3e39603-107864

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08.(k))
-URI http://asc.fasb.org/extlink&oid=6881521&loc=d3e23780-122690

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 850
-SubTopic 10
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-Paragraph 6
-URI http://asc.fasb.org/extlink&oid=6457730&loc=d3e39691-107864

Reference 9: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 850
-SubTopic 10
-Section 50
-Paragraph 5
-URI http://asc.fasb.org/extlink&oid=6457730&loc=d3e39678-107864

+ Details

Geographical Information

9 Months Ended

Sep. 30, 2011

Geographical Information [Abstract]

Geographical Information

17. Geographical Information


	Three months ended September 30,				Nine months ended September 30,
	2011		2010		2011		2010
Revenues
United States	$	71,503	$	48,175	$	184,981	$	131,055
United Kingdom		20,983		16,410		59,097		44,828
Rest of World		7,540		3,000		13,883		6,830

	$	100,026	$	67,585	$	257,961	$	182,713


	September 30,		December 31,
	2011		2010
Fixed assets, net
India	$	36,079	$	30,447
United States		1,106		1,143
Philippines		2,517		2,049
Rest of World		1,301		1,094

	$	41,003	$	34,733

Commitments And Contingencies

9 Months Ended

Sep. 30, 2011

Commitments And Contingencies [Abstract]

Commitments And Contingencies

18. Commitments and Contingencies

Fixed Asset Commitments

As of September 30, 2011, the Company had committed to spend approximately $4,064 under agreements to purchase fixed assets. This amount is net of advances paid in respect of these purchases.

Other Commitments

Certain of the Company's delivery centers in India had been established as 100% Export-Oriented units under the "Export Import Policy" (the "Policy") or Software Technology Parks of India units ("STPI") under the STPI guidelines issued by the Government of India that provided the Company with certain incentives on imported and indigenous capital goods. Under the Policy, these units were required to achieve certain export ratios and realize revenues attributable to exports over a specified period. In the event that these units are unable to meet the requirements over the specified period, the Company may be required to refund these incentives along with penalties and fines. However, management believes that these units will continue to achieve the export levels within the required timeframe as they have consistently generated the required levels of export revenues.

ExlService Philippines, Inc. ("Exl Philippines") is registered as an Ecozone IT Enterprise with the Philippines Economic Zone Authority. The registration provides the Company with certain incentives on the import of capital goods and requires that Exl Philippines meet certain export obligations. Our current income tax holiday in the Philippines is expected to expire in the middle of 2012, unless extended.

Contingencies

U.S. and Indian transfer pricing regulations require that any international transaction involving associated enterprises be at an arm's-length price. Transactions among the Company's subsidiaries and the Company may be required to satisfy such requirements. Accordingly, the Company determines the pricing among its associated enterprises on the basis of detailed functional and economic analysis involving benchmarking against transactions among entities that are not under common control. The tax authorities have jurisdiction to review this arrangement and in the event that they determine that the transfer price applied was not appropriate, the

Company may incur increased tax liability, including accrued interest and penalties. The Company is currently involved in disputes with the Indian tax authorities over the application of some of its transfer pricing policies. The Company has received the following assessment orders from the Indian tax authorities with respect to their audit of certain of the Company's subsidiaries. The Indian tax authorities are examining income tax returns for other tax years.

The details of the assessment orders as of September 30, 2011 are set forth below:


Entity	Tax Year		Issue	Amount Demanded (Including Interest)		Amount Deposited (Including additional Interest)		Bank Guarantee Issued (Including additional Interest)
Exl India		2003-04	The assessment order alleges that the transfer price we applied to transactions between EXL India and EXL Inc. in the 2003-04 tax year was not appropriate and also disallows certain expenses claimed as tax deductible by EXL India.	$	1,985	$	1,985	$	—
Exl India		2004-05	The assessment order alleges that the transfer price we applied to transactions between EXL India and EXL Inc. for the 2004-05 tax year was not appropriate and also disallows certain expenses claimed as tax deductible by EXL India.		1,924		1,924		—
Exl India		2005-06	The assessment order alleges that the transfer price we applied to transactions between EXL India and EXL Inc. for the 2005-06 tax year was not appropriate and also disallows certain expenses claimed as tax deductible by EXL India.		3,627		3,627		—
Exl India		2006-07	The assessment order alleges that the transfer price we applied to transactions between EXL India and EXL Inc. for the 2006-07 tax year was not appropriate and also disallows certain expenses claimed as tax deductible by EXL India.		3,693		1,565		—
Exl India		2007-08	The assessment order alleges that the transfer price we applied to transactions between EXL India and EXL Inc. for the 2007-08 tax year was not appropriate and also disallows certain expenses claimed as tax deductible by EXL India.		4,277		—		—
Exl Inc.		2003-04	The assessment order alleges that EXL Inc. has a permanent establishment in India.		2,994		1,428		2,234
Exl Inc.		2004-05	The assessment order alleges that EXL Inc. has a permanent establishment in India.		96		41		53
Exl Inc.		2005-06	The assessment order alleges that EXL Inc. has a permanent establishment in India.		711		367		417
Exl Inc.		2006-07	The assessment order alleges that EXL Inc. has a permanent establishment in India.		1,220		—		—
OPI India		2004-05	The assessment order alleges the transfer price we applied to transactions between OPI India and OPI Inc., for the 2004-05 tax year was not appropriate and proposes certain adjustments to the methodology for computing the amount of the tax exemption.		198		198		—
OPI India		2005-06	The assessment order proposes certain adjustments to the methodology for computing the amount of the tax exemption.		14		14		—
OPI India		2006-07	The assessment order proposes certain adjustments to the methodology for computing the amount of the tax exemption.		37		18		—
OPI India		2007-08	The assessment order proposes certain adjustments to the methodology for computing the amount of the tax exemption.		94		—		—

				$	20,870	$	11,167	$	2,704

Based on advice from its Indian tax advisors, the facts underlying its position and its experience with these types of assessments, the Company believes that the probability of loss is remote and accordingly has not accrued any amount with respect to these matters in its unaudited consolidated financial statements. The Company does not expect any impact from these assessments on its future income tax expense. The Company is subject to U.S. income taxes on the profits it recognizes in the United States. The Company has deposited the entire amount demanded by the Indian tax authorities with respect to the assessment orders received by Exl India, ExlService.com, Inc. ("Exl Inc.") and by Outsource Partners International (India) Private Limited ("OPI India") with the exception of those assessment orders disclosed above. There is a likelihood that the Company might receive similar orders for subsequent years until the above disputes are resolved. The assessment order for tax year 2007-08 for Exl India was received subsequent to September 30, 2011.

Amounts paid as deposits in respect of the assessments described above aggregating to $11,167 and $11,898 as of September 30, 2011 and December 31, 2010, respectively, are included in "Other assets" and amounts deposited for bank guarantees aggregating to $2,704 as of September 30, 2011 and $2,963 as of December 31, 2010, respectively, are included in "Restricted cash" in the Company's unaudited consolidated balance sheet as of September 30, 2011 and the audited consolidated balance sheet as of December 31, 2010.

- Definition

The entire disclosure for commitments and contingencies.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name FASB Interpretation (FIN)
-Number 14
-Paragraph 3
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 5
-Paragraph 9, 10, 11, 12
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 210
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02.25)
-URI http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 450
-SubTopic 20
-Section 50
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-URI http://asc.fasb.org/extlink&oid=6952336&loc=d3e14435-108349

Reference 5: http://www.xbrl.org/2003/role/presentationRef
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-Name Accounting Standards Codification
-Topic 460
-SubTopic 10
-Section 50
-Paragraph 8
-URI http://asc.fasb.org/extlink&oid=6398077&loc=d3e12565-110249

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 440
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-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=6394976&loc=d3e25287-109308

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 825
-SubTopic 20
-Section 50
-Paragraph 1
-URI http://asc.fasb.org/extlink&oid=6449706&loc=d3e16207-108621

+ Details

Subsequent Events

9 Months Ended

Sep. 30, 2011

Subsequent Events [Abstract]

Subsequent Events

19. Subsequent Events

On October 1, 2011, the Company closed the acquisition of Trumbull Services, LLC ("Trumbull"), a market leader in subrogation services for property and casualty insurers, from The Hartford Financial Services Group, Inc. ("Hartford"). With this acquisition, the Company strengthens its leadership position in the insurance industry with a highly skilled and experienced employee base and an advanced software platform, and immediately becomes a leading provider of complex insurance subrogation outsourcing services. The aggregate consideration paid to Hartford was $250 in cash, excluding adjustments for working capital.