UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 6, 2013

 

 

GENPACT LIMITED

(Exact name of registrant as specified in its charter)

 

 

 

Bermuda		001-33626		98-0533350
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

Canon’s Court, 22 Victoria Street

Hamilton HM 12, Bermuda

(Address of Principal Executive Offices) (Zip Code)

Registrant’s telephone number, including area code: (441) 295-2244

Not Applicable

(Former name or former address, if changed since last report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

---

Item 2.02

Results of Operations and Financial Condition.

On November 6, 2013, Genpact Limited (the “Company”) issued a press release announcing its financial results for the three months ended September 30, 2013. The Company is furnishing this Form 8-K pursuant to Item 2.02, “Results of Operations and Financial Condition.” A copy of the press release, attached hereto as Exhibit 99.1, and a slide presentation to be presented during the conference call to discuss the Company’s financial results for the three months ended September 30, 2013, attached hereto as Exhibit 99.2, are incorporated herein by reference.

The information in this report (including Exhibits 99.1 and 99.2) is being furnished pursuant to Item 2.02 and shall not be deemed to be filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

The Company is making reference to non-GAAP financial information in the press release and on the conference call. A reconciliation of the non-GAAP financial measures to the comparable GAAP financial measures is contained in the attached press release.

 

Item 9.01.

Financial Statements and Exhibits.

(d) Exhibits:

 

Exhibit 99.1		Press release dated November 6, 2013
Exhibit 99.2		Slide presentation to be presented during the conference call to discuss the Company’s financial results for the three months ended September 30, 2013

---

Signature

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

				GENPACT LIMITED
Date: November 6, 2013				By:		/s/ Heather White
				Name:		Heather White
				Title:		Vice President and Senior Legal Counsel

---

EXHIBIT INDEX

 

Exhibit		Description
99.1		Press release dated November 6, 2013
99.2		Slide presentation to be presented during the conference call to discuss the Company’s financial results for the three months ended September 30, 2013

Exhibit 99.1

 

Genpact Reports Results for the Third Quarter of 2013

Revenues of $534.9 Million, Up 8.9%

Adjusted Income from Operations of $95.0 Million, Up 19.2%

Cash Flow from Operations of $125.5 Million, Up 62.2%

NEW YORK, November 6, 2013 – Genpact Limited (NYSE: G), a global leader in transforming and running business processes and operations, today announced financial results for the third quarter ended September 30, 2013.

Key Financial Results – Third Quarter 2013

 

•

Revenues were $534.9 million, up 8.9% from $491.2 million in the third quarter of 2012. Revenues from Global Clients were up 12.7%, and business process management revenues from Global Clients were up 10.4%.

 

•

Income from operations was $86.0 million, up 22.9% from $70.0 million in the third quarter of 2012.

 

•

Net income attributable to Genpact Limited shareholders was $70.3 million, up 179.1% from $25.2 million in the third quarter of 2012. Net income margin for the third quarter of 2013 was 13.1%, up from 5.1% in the third quarter of 2012.

 

•

Diluted earnings per common share were $0.30, up from $0.11 in the third quarter of 2012.

 

•

Adjusted income from operations was $95.0 million, up 19.2% from $79.7 million in the third quarter of 2012.

 

•

Adjusted income from operations margin was 17.8%, up from 16.2% in the third quarter of 2012.

 

•

Adjusted diluted earnings per share were $0.33, up from $0.18 in the third quarter of 2012.

N.V. ‘Tiger’ Tyagarajan, Genpact’s president and CEO, said, “In the third quarter, Genpact revenues, adjusted operating income, adjusted operating income margin and cash flows from operations all increased year-over-year. Revenue growth was below our expectations. The three main drivers behind our lower than expected revenues were: foreign exchange headwinds impacting our non-U.S. dollar revenues significantly more than anticipated, continued reduction in our mortgage originations business related to softness in refinancing volumes in the U.S., and an increase in the value and proportion of large deals in our pipeline. Although conversion to revenue in large, transformative deals takes significantly longer, these engagements are where we want to be and where the depth of our operational capabilities and benchmarks add the most value to our clients.”

Revenues from Global Clients grew 12.7% over the third quarter of 2012. Business process management revenues from Global Clients grew by 10.4%, led by growth in the Insurance, Hi-Tech, Consumer Packaged Goods, Retail and Life Sciences verticals. Revenues from Global Clients represented approximately 77.9% of Genpact’s total revenues, or $416.9 million, with the remaining 22.1% of revenues, or $118.0 million, coming from GE. GE revenues decreased 2.7% from the third quarter of 2012, adjusted for dispositions by GE of businesses that Genpact continues to serve.

In the 12 months ending September 30, 2013, 52 client relationships each contributed revenues of $5 – $15 million, up from 42 such relationships as of September 30, 2012, 13 client relationships each contributed revenues of $15 – $25 million, up from 11 such relationships as of September 30, 2012 and 12 client relationships each contributed revenues of $25 million or more, up from 11 such client relationships as of September 30, 2012.

75.1% of Genpact’s revenues for the quarter came from business process management services, compared to 76.6% in the third quarter of 2012. Revenues from IT services were 24.9% of total revenues for the quarter, up from 23.4% in the third quarter of 2012.

---

Genpact generated $125.5 million of cash from operations in the quarter, up from $77.4 million in the third quarter of 2012. Genpact had approximately $499.0 million in cash and cash equivalents and short term deposits as of September 30, 2013.

As of September 30, 2013, Genpact had approximately 62,200 employees worldwide, up from approximately 60,800 as of September 30, 2012. Genpact’s employee attrition rate for the quarter was approximately 25%, measured from the first day of employment, down from 26% for the same period in 2012. Annualized revenue per employee for the quarter was $36,200, up from $34,100 for the three months ended September 30, 2012.

Year-to-Date Results

 

•

Revenues were $1.574 billion, up 12.9% from $1.394 billion for the nine months ended September 30, 2012.

 

•

Income from operations was $237.9 million, up 22.9% from $193.6 million in the nine months ended September 30, 2012.

 

•

Net income attributable to Genpact Limited shareholders was $180.9 million, up from $124.8 million for the nine months ended September 30, 2012; net income margin was 11.5%, up from 9.0% for the nine months ended September 30, 2012.

 

•

Diluted earnings per common share were $0.77, up from $0.55 for the nine months ended September 30, 2012.

 

•

Adjusted income from operations was $267.0 million, up 16.5% from $229.2 million for the nine months ended September 30, 2012.

 

•

Adjusted income from operations margin was 17.0%, up from 16.4% for the nine months ended September 30, 2012.

 

•

Adjusted diluted earnings per share were $0.88, up from $0.71 for the nine months ended September 30, 2012.

Genpact’s employee attrition rate for the nine months ended September 30, 2013 was approximately 25%, measured from the first day of employment, unchanged from the same period in 2012. Annualized revenue per employee for the nine months ended September 30, 2013 was $35,800, up from $33,700 for the nine months ended September 30, 2012.

2013 Outlook

Tyagarajan continued, “As a result of lower than expected revenues and improved margins, we are reducing our revenue guidance and increasing our margin guidance. For the full year 2013, we now expect revenues to be in a range of $2.12 – $2.13 billion and adjusted operating income margin to be in a range of 16.5% – 16.8%. Looking ahead, we continue to believe our addressable market is large and under-penetrated. In order to capture a larger share of this market, we are targeting specific industry verticals, service lines and geographies where our offerings are truly differentiated and our ability to generate business impact is the greatest.”

Conference Call to Discuss Financial Results

Genpact management will host an hour-long conference call beginning at 4:30 p.m. ET on November 6, 2013 to discuss the company’s performance for the third quarter of 2013. To participate, callers can dial +1 (800) 706-7749 from within the U.S. or +1 (617) 614-3474 from any other country. Thereafter, callers will be prompted to enter the participant code, 93048934.

A live webcast of the call including slides with our comments will also be made available on the Genpact Investor Relations website at http://investors.genpact.com. For those who cannot participate in the call, a replay and podcast will be available on Genpact’s website, www.genpact.com, after the end of the call. A transcript of the call as well as the presentation slides will also be made available on the website.

---

About Genpact

Genpact Limited (NYSE: G) is a global leader in transforming and running business processes and operations, including those that are complex and industry-specific. Our mission is to help clients become more competitive by making their enterprises more intelligent through becoming more adaptive, innovative, globally effective and connected to their own clients. Genpact stands for Generating Impact – visible in tighter cost management as well as better management of risk, regulations and growth for hundreds of long-term clients including more than 100 of the Fortune Global 500. Our approach is distinctive – we offer an unbiased, agile combination of smarter processes, crystallized in our Smart Enterprise Processes (SEP^SM) proprietary framework, along with analytics and technology, which limits upfront investments and enhances future adaptability. We have global critical mass – 60,000+ employees in 24 countries with key management and corporate offices in New York City – while remaining flexible and collaborative, and a management team that drives client partnerships personally. Our history is unique – behind our single-minded passion for process and operational excellence is the Lean and Six Sigma heritage of a former General Electric division that has served GE businesses for more than 15 years. For more information, visit www.genpact.com.

Safe Harbor

This press release contains certain statements concerning our future growth prospects and forward-looking statements, as defined in the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. These statements involve a number of risks, uncertainties and other factors that could cause actual results to differ materially from those in such forward-looking statements. These risks, uncertainties and other factors include but are not limited to a slowdown in the economies and sectors in which our clients operate, a slowdown in the business process management and information technology services sectors, the risks and uncertainties arising from our past and future acquisitions, our ability to manage growth, factors which may impact our cost advantage, wage increases, changes in tax rates and tax legislation, our ability to attract and retain skilled professionals, risks and uncertainties regarding fluctuations in our earnings, general economic conditions affecting our industry as well as other risks detailed in our reports filed with the U.S. Securities and Exchange Commission, including Genpact’s Annual Report on Form 10-K. These filings are available at www.sec.gov. Genpact may from time to time make additional written and oral forward-looking statements, including statements contained in our filings with the Securities and Exchange Commission and our reports to shareholders. Although Genpact believes that these forward-looking statements are based on reasonable assumptions, you are cautioned not to put undue reliance on these forward-looking statements, which reflect management’s current analysis of future events and should not be relied upon as representing management’s expectations or beliefs as of any date subsequent to the time they are made. Genpact does not undertake to update any forward-looking statements that may be made from time to time by or on behalf of Genpact.

Contact

 

Investors		Bharani Bobba +1 (646) 624-5951 bharani.bobba@genpact.com
Media		Gail Marold +1 (919) 345-3899 gail.marold@genpact.com

---

GENPACT LIMITED AND ITS SUBSIDIARIES

Consolidated Balance Sheets

(Unaudited)

(In thousands, except per share data and share count)

 

		As of December 31, 2012				As of September 30, 2013
Assets
Current assets
Cash and cash equivalents		$	459,228			$	481,498
Accounts receivable, net			451,960				476,997
Accounts receivable from related party, net			29				63
Short term deposits			18,292				17,505
Deferred tax assets			48,489				61,654
Prepaid expenses and other current assets			150,769				179,402
Total current assets		$	1,128,767			$	1,217,119
Property, plant and equipment, net			200,362				168,374
Deferred tax assets			91,383				102,878
Investment in equity affiliates			416				349
Customer-related intangible assets, net			84,748				79,250
Marketing-related intangible assets, net			21,585				20,628
Other intangible assets, net			6,054				7,054
Goodwill			956,064				950,424
Other assets			116,548				98,059
Total assets		$	2,605,927			$	2,644,135

---

GENPACT LIMITED AND ITS SUBSIDIARIES

Consolidated Balance Sheets

(Unaudited)

(In thousands, except per share data and share count)

 

		As of December 31, 2012				As of September 30, 2013
Liabilities and equity
Current liabilities
Short-term borrowings		$	80,000			$	—
Current portion of long-term debt			4,982				4,256
Current portion of capital lease obligations			1,301				1,384
Accounts payable			18,652				15,281
Income taxes payable			22,304				58,936
Deferred tax liabilities			538				384
Accrued expenses and other current liabilities			390,041				401,476
Total current liabilities		$	517,818			$	481,717
Long-term debt, less current portion			656,879				654,664
Capital lease obligations, less current portion			2,533				2,736
Deferred tax liabilities			6,068				5,539
Other liabilities			250,848				297,955
Total liabilities		$	1,434,146			$	1,442,611
Shareholders’ equity
Preferred shares, $0.01 par value, 250,000,000 authorized, none issued			—				—
Common shares, $0.01 par value, 500,000,000 authorized, 225,480,172 and 230,147,557 issued and outstanding as of December 31, 2012 and September 30, 2013, respectively			2,253				2,300
Additional paid-in capital			1,202,448				1,252,122
Retained earnings			281,982				462,857
Accumulated other comprehensive income (loss)			(318,272	)			(517,791	)
Genpact Limited shareholders’ equity		$	1,168,411			$	1,199,488
Noncontrolling interest			3,370				2,036
Total equity		$	1,171,781			$	1,201,524
Total liabilities and equity		$	2,605,927			$	2,644,135

---

GENPACT LIMITED AND ITS SUBSIDIARIES

Consolidated Statements of Income

(Unaudited)

(In thousands, except per share data and share count)

 

		Three months ended September 30,								Nine months ended September 30,
		2012				2013				2012				2013
Net revenues
Net revenues from services - others		$	490,987			$	534,696			$	1,393,780			$	1,572,967
Net revenues from services - related party			170				190				487				571
Total net revenues			491,157				534,886				1,394,267				1,573,538
Cost of revenue
Services			297,253				329,289				847,940				973,729
Total cost of revenue			297,253				329,289				847,940				973,729
Gross profit		$	193,904			$	205,597			$	546,327			$	599,809
Operating expenses:
Selling, general and administrative expenses			118,536				117,005				337,794				348,632
Amortization of acquired intangible assets			6,014				5,867				17,094				17,603
Other operating (income) expense, net			(598	)			(3,232	)			(2,111	)			(4,320	)
Income from operations		$	69,952			$	85,957			$	193,550			$	237,894
Foreign exchange (gains) losses, net			13,220				(10,817	)			(5,086	)			(24,619	)
Other income (expense), net			(14,932	)			(3,454	)			(15,755	)			(19,104	)
Income before Equity-method investment activity, net and income tax expense		$	41,800			$	93,320			$	182,881			$	243,409
Equity-method investment activity, net			(50	)			(32	)			(24	)			(139	)
Income before income tax expense		$	41,850			$	93,352			$	182,905			$	243,548
Income tax expense			15,239				21,921				53,239				58,403
Net Income		$	26,611			$	71,431			$	129,666			$	185,145
Net income attributable to noncontrolling interest			1,436				1,169				4,851				4,270
Net income attributable to Genpact Limited shareholders		$	25,175			$	70,262			$	124,815			$	180,875
Net income available to Genpact Limited common shareholders		$	25,175			$	70,262			$	124,815			$	180,875
Earnings per common share attributable to Genpact Limited common shareholders
Basic		$	0.11			$	0.31			$	0.56			$	0.79
Diluted		$	0.11			$	0.30			$	0.55			$	0.77
Weighted average number of common shares used in computing earnings per common share attributable to Genpact Limited common shareholders
Basic			223,876,035				230,057,508				223,289,507				228,840,746
Diluted			230,195,834				236,336,924				228,516,391				235,095,660

---

GENPACT LIMITED AND ITS SUBSIDIARIES

Consolidated Statements of Cash Flows

(Unaudited)

(In thousands)

 

		Nine months ended September 30,
		2012				2013
Operating activities
Net income attributable to Genpact Limited shareholders		$	124,815			$	180,875
Net income attributable to noncontrolling interest			4,851				4,270
Net income		$	129,666			$	185,145
Adjustments to reconcile net income to net cash provided by (used for) operating activities:
Depreciation and amortization			41,609				40,270
Amortization of debt issue costs (including loss on extinguishment of debt)			7,468				5,215
Amortization of acquired intangible assets			17,149				17,603
Reserve for doubtful receivables			2,780				8,919
Reserve for mortgage loans			107				—
Unrealized (gain) loss on revaluation of foreign currency asset/liability			(1,307	)			(5,646	)
Equity-method investment activity, net			(24	)			(139	)
Stock-based compensation expense			22,856				21,931
Deferred income taxes			(9,297	)			4,194
Others, net			2,287				5,872
Change in operating assets and liabilities:
Increase in accounts receivable			(45,209	)			(30,613	)
Increase in other assets			(64,645	)			(35,014	)
Decrease in accounts payable			(3,876	)			(797	)
Increase (Decrease) in accrued expenses and other current liabilities			29,994				(24,601	)
Increase in income taxes payable			45,688				37,103
Increase in other liabilities			34,226				3,775
Net cash provided by operating activities		$	209,472			$	233,217
Investing activities
Purchase of property, plant and equipment			(60,141	)			(37,061	)
Proceeds from sale of property, plant and equipment			374				2,996
Investment in affiliates			(205	)			—
Short term deposits placed			(25,638	)			(55,259	)
Redemption of short term deposits			25,638				51,955
Payment for business acquisitions, net of cash acquired			(53,931	)			(49,235	)
Proceeds from divestiture of business, net of cash divested			—				(1,049	)
Net cash used for investing activities		$	(113,903	)		$	(87,653	)
Financing activities
Repayment of capital lease obligations			(1,684	)			(1,284	)
Proceeds from long-term debt			675,000				121,410
Repayment of long-term debt			(105,000	)			(121,410	)
Proceeds from Short-term borrowings			80,000				35,000
Repayment of Short-term borrowings			(252,350	)			(115,000	)
Proceeds from issuance of common shares under stock-based compensation plans			19,684				35,389
Payment for net settlement of stock-based awards			(1,746	)			(7,599	)
Payment of earn-out consideration			(587	)			(3,868	)
Cost incurred in relation to Debt amendment and refinancing			(14,438	)			(8,104	)
Distribution to noncontrolling interest			(3,961	)			(4,614	)
Dividend paid			(501,620	)			—
Net cash used for financing activities		$	(106,702	)		$	(70,080	)
Effect of exchange rate changes			(2,384	)			(53,214	)
Net increase (decrease) in cash and cash equivalents			(11,133	)			75,484
Cash and cash equivalents at the beginning of the period			408,020				459,228
Cash and cash equivalents at the end of the period		$	394,503			$	481,498
Supplementary information
Cash paid during the period for interest		$	5,785			$	25,484
Cash paid during the period for income taxes		$	65,708			$	52,805
Property, plant and equipment acquired under capital lease obligation		$	1,955			$	1,933

---

Reconciliation of Adjusted Non-GAAP Financial Measures to GAAP Measures

To supplement the consolidated financial statements presented in accordance with GAAP, this press release includes the following measures defined by the Securities and Exchange Commission as non-GAAP financial measures:

 

•

Adjusted income from operations;

 

•

Adjusted net income attributable to shareholders of Genpact Limited, or adjusted net income; and

 

•

Adjusted diluted earnings per share attributable to shareholders of Genpact Limited, or adjusted diluted earnings per share.

These non-GAAP measures are not based on any comprehensive set of accounting rules or principles and should not be considered a substitute for, or superior to, financial measures calculated in accordance with GAAP, and may be different from non-GAAP measures used by other companies. In addition, these non-GAAP measures, the financial statements prepared in accordance with GAAP and the reconciliations of Genpact’s GAAP financial statements to such non-GAAP measures should be carefully evaluated.

Prior to July 2012, Genpact’s management used financial statements that excluded significant acquisition related expenses and amortization of related acquired intangibles for its internal management reporting, budgeting and decision making purposes, including comparing Genpact’s operating results to that of its competitors. However, considering Genpact’s frequent acquisitions of varying scale and size, and the difficulty in predicting expenses relating to acquisitions and amortization of acquired intangibles thereof, since July 2012 Genpact’s management uses financial statements that exclude all acquisition related expenses and amortization of acquired intangibles for its internal management reporting, budgeting and decision making purposes, including comparing Genpact’s operating results to that of its competitors.

In addition to the above, Genpact’s management uses financial statements that exclude stock-based compensation expense, amortization of acquired intangibles at formation in 2004, expenses related to change of shareholding and capital restructuring (excluding expenses related to the credit facility) and withholding taxes relating to remittance of funds between subsidiaries to partly fund the payment of the special cash dividend in respect of capital restructuring. Because of varying available valuation methodologies, subjective assumptions and the variety of award types that companies can use when adopting ASC 718 “Compensation-Stock Compensation,” Genpact’s management believes that providing non-GAAP financial measures that exclude all of the above expenses allows investors to make additional comparisons between Genpact’s operating results and those of other companies. Genpact also believes that it is unreasonably difficult to provide its financial outlook in accordance with GAAP for a number of reasons including, without limitation, its inability to predict its stock-based compensation expense under ASC 718, the amortization of intangibles associated with further acquisitions, acquisition related expenses and expenses related to change of shareholding and capital restructuring (excluding expenses related to the credit facility) and withholding taxes relating to remittance of funds between subsidiaries to partly fund the payment of the special cash dividend in respect of capital restructuring, if any. Accordingly, Genpact believes that the presentation of adjusted income from operations and adjusted net income, when read in conjunction with the Company’s reported results, can provide useful supplemental information to investors and management regarding financial and business trends relating to its financial condition and results of operations.

A limitation of using adjusted income from operations and adjusted net income versus income from operations and net income calculated in accordance with GAAP is that these non-GAAP financial measures exclude a recurring cost, namely stock-based compensation. Management compensates for this limitation by providing specific information on the GAAP amounts excluded from adjusted income from operations and adjusted net income.

---

The following tables show the reconciliation of these adjusted financial measures from GAAP for the three and nine months ended September 30, 2012 and 2013:

Reconciliation of Adjusted Income from Operations

(Unaudited)

(In thousands)

 

		Three months ended September 30,								Nine months ended September 30,
		2012				2013				2012				2013
Income from operations as per GAAP		$	69,952			$	85,957			$	193,550			$	237,894
Add: Amortization of acquired intangible assets resulting from Formation Accounting			1,621				711				5,253				2,282
Add: Amortization of acquired intangible assets relating to acquisitions			2,694				3,857				7,948				11,355
Add: Acquisition related expenses			298				—				298				—
Add: Consultancy and legal fees relating to change of shareholding and capital restructuring (excluding expenses related to the credit facility)			7,318				—				9,805				—
Add: Stock-based compensation			5,613				5,312				22,856				21,931
Less: Provision (created) reversed for loss on divestitures			—				141				—				(3,520	)
Add: Other income (expense)			(6,365	)			184				(5,733	)			1,163
Add: Gain on Equity-method investment activity, net			50				32				24				139
Less: Net income attributable to noncontrolling interest			(1,436	)			(1,169	)			(4,851	)			(4,270	)
Adjusted income from operations		$	79,745			$	95,025			$	229,150			$	266,974

Reconciliation of Adjusted Net Income

(Unaudited)

(In thousands, except per share data)

 

		Three months ended September 30,								Nine months ended September 30,
		2012				2013				2012				2013
Net income as per GAAP		$	25,175			$	70,262			$	124,815			$	180,875
Add: Amortization of acquired intangible assets resulting from Formation Accounting			1,621				711				5,253				2,282
Add: Amortization of acquired intangible assets relating to acquisitions			2,694				3,857				7,948				11,355
Add: Consultancy and legal fees relating to change of shareholding and capital restructuring (excluding expenses related to the credit facility)			7,318				—				9,805				—
Add: Stock-based compensation			5,613				5,312				22,856				21,931
Add: Acquisition related expenses			298				—				298				—
Add: Withholding taxes relating to remittance of funds between subsidiaries to partly fund the payment of special cash dividend in respect of capital restructuring			2,300				—				2,300				—
Less: Tax impact on amortization of acquired intangibles resulting from Formation Accounting			(357	)			(114	)			(1,190	)			(413	)
Less: Tax impact on amortization of acquired intangibles relating from acquisitions			(893	)			(1,319	)			(2,679	)			(3,875	)
Less: Tax impact on acquisition related expenses			(75	)			—				(75	)			—
Less: Tax impact on stock-based compensation			(1,971	)			(1,458	)			(7,004	)			(5,753	)
Less: Tax impact on consultancy and legal fees relating to change of shareholding and capital restructuring (excluding expenses related to the credit facility)			—				—				(182	)			—
Adjusted net income		$	41,723			$	77,251			$	162,145			$	206,402
Adjusted diluted earnings per share		$	0.18			$	0.33			$	0.71			$	0.88

---

---

---

---

---

---

---

---

---

---

---

---

---

---