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What changed in Genpact LTD's 10-K — 2024 vs 2025

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Paragraph-level year-over-year comparison of Genpact LTD's 2024 and 2025 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2025 report.

+542 added−467 removedSource: 10-K (2026-02-26) vs 10-K (2025-03-03)

Top changes in Genpact LTD's 2025 10-K

542 paragraphs added · 467 removed · 400 edited across 7 sections

Item 1. Business

Business — how the company describes what it does

71 edited+37 added−21 removed53 unchanged
Biggest changeThese services allow enterprises to be more flexible and focus on high-value work to better compete in their industries. Our Digital Operations solutions also include certain IT support services for legacy applications, including end-user computing support and infrastructure production support.
Biggest changeOur Digital Operations solutions also include certain information technology ("IT") support services for legacy applications, including end-user computing support and infrastructure production support. We introduced the Advanced Technology Solutions and Core Business Services revenue disaggregation in the quarter that began on April 1, 2025. Prior to that, we disaggregated our revenue as revenue from either Data-Tech-AI or Digital Operations.
Data-Tech-AI Services Our Data-Tech-AI services focus on designing and building solutions that harness the power of advanced technologies, data and advanced analytics, AI, and cloud-based software-as-a-service (SaaS) offerings to help transform our clients’ businesses and operations. These services include advisory, implementation and execution work.
Data-Tech-AI Our Data-Tech-AI services focus on designing and building solutions that harness the power of advanced technologies, data and advanced analytics, AI, and cloud-based software-as-a-service ("SaaS") offerings to help transform our clients’ businesses and operations. These services include advisory, implementation and execution work.
In the United States, we are either directly subject to, or contractually required to comply or facilitate our clients’ compliance with, laws and regulations arising out of our work for clients operating there, especially in the area of banking, financial services and insurance, such as the Gramm-Leach-Bliley Act, the Fair Credit Reporting Act, the Fair and Accurate Credit Transactions Act, the Right to Financial Privacy Act, the Bank Secrecy Act, the USA PATRIOT Act, the Bank Service Company Act, the Home Owners Loan Act, the Electronic Funds Transfer Act, the Equal Credit Opportunity Act, executive action and regulation by U.S. agencies such as the Securities and Exchange Commission ("SEC"), the Federal Reserve, the Federal Deposit Insurance Corporation, the National Credit Union Administration, the Commodity Futures Trading Commission, the Federal Financial Institutions Examination Council, the Office of the Comptroller of the Currency, the Consumer Financial Protection Bureau and the Department of Justice.
In the United States, we are either directly subject to, or contractually required to comply or facilitate our clients’ compliance with, laws and regulations arising out of our work for clients operating there, especially in the area of banking, financial services and insurance, such as the Gramm-Leach-Bliley Act, the Fair Credit Reporting Act, the Fair 17 and Accurate Credit Transactions Act, the Right to Financial Privacy Act, the Bank Secrecy Act, the USA PATRIOT Act, the Bank Service Company Act, the Home Owners Loan Act, the Electronic Funds Transfer Act, the Equal Credit Opportunity Act, executive action and regulation by U.S. agencies such as the Securities and Exchange Commission ("SEC"), the Federal Reserve, the Federal Deposit Insurance Corporation, the National Credit Union Administration, the Commodity Futures Trading Commission, the Federal Financial Institutions Examination Council, the Office of the Comptroller of the Currency, the Consumer Financial Protection Bureau and the Department of Justice.
See Item 1A—“Risk Factors—Risks Related to our Business and Operations—Recent and future legislation and executive action in the United States and other jurisdictions could significantly affect the ability or willingness of our clients and prospective clients to utilize our services.” 15 Our collection, use, disclosure and retention of personal health-related and other information is subject to an array of privacy, data security, and data breach notification laws and regulations that change frequently, are inconsistent across the jurisdictions in which we do business, and impose significant compliance costs.
See Item 1A—“Risk Factors—Risks Related to our Business and Operations—Recent and future legislation and executive action in the United States and other jurisdictions could significantly affect the ability or willingness of our clients and prospective clients to utilize our services.” Our collection, use, disclosure and retention of personal health-related and other information is subject to an array of privacy, data security, and data breach notification laws and regulations that change frequently, are inconsistent across the jurisdictions in which we do business, and impose significant compliance costs.
Our competitors include: • large multinational service providers, primarily accounting and consulting firms, that provide consulting, technology transformation and other professional services; • companies that are primarily business process service providers operating from low-cost countries, most commonly India; 14 • companies that are primarily information technology service and transformation providers with some business process service capabilities; and • smaller, niche service providers that provide services or products in a specific geographic market, industry or service area, including AI and other advanced technologies.
Our competitors include: • large multinational service providers, primarily accounting and consulting firms, that provide consulting, technology transformation and other professional services; • companies that are primarily business process service providers operating from low-cost countries, most commonly India; • companies that are primarily information technology service and transformation services providers with some business process service capabilities; and • smaller, niche service providers that provide services or products in a specific geographic market, industry or service area, including AI and other advanced technologies.
It is our practice to enter into agreements with our employees and independent contractors that: • ensure that all new intellectual property developed by our employees or independent contractors in the course of their employment or engagement is assigned to us; • provide for employees’ and independent contractors’ cooperation in intellectual property protection matters even if they no longer work for us; and • include a confidentiality undertaking by our employees and independent contractors.
It is our practice to enter into agreements with our employees and independent contractors that: • ensure that all new intellectual property developed by our employees or independent contractors in the course of their employment or engagement is assigned to us; • provide for employees’ and independent contractors’ cooperation in intellectual property protection matters even if they no longer work for us; and 15 • include a confidentiality undertaking by our employees and independent contractors.
Global business services Our global business services ("GBS"), including our global capability center ("GCC") advisory services, help our clients to set up their own GBS and GCC capabilities. These services include strategy and feasibility assessment, location selection, target operating model design, hiring, recruitment and onboarding, transition, change management and service delivery optimization.
Global Business Solutions/Global Capability Center services Our global business solutions ("GBS"), including our global capability center ("GCC") advisory services, help our clients to set up their own GBS and GCC capabilities. These services include strategy and feasibility assessment, location selection, target operating model design, hiring, recruitment and onboarding, transition, change management and service delivery optimization.
Before serving as our Chief Commercial Officer, he held various roles at Genpact since joining us in 2005. Riju Vashisht has served as our Senior Vice President and Chief Growth Officer since 2022 and as the Global Business Leader for Enterprise Services, Partnerships and Alliances since December 2023.
Nanduru served as our Senior Vice President and Chief Commercial Officer. Before serving as our Chief Commercial Officer, he held various roles at Genpact since joining us in 2005. Riju Vashisht has served as our Senior Vice President and Chief Growth Officer since 2022 and as the Global Business Leader for Enterprise Services, Partnerships and Alliances since December 2023.
Our contracts with clients for Digital Operations services often take the form of a master services agreement ("MSA"), which is a framework agreement that we then supplement with statements of work ("SOWs") or other service level agreements, such as supplements, work orders, purchase orders or business services agreements.
Our contracts for Digital Operations often take the form of a master services agreement ("MSA"), which is a framework agreement that we then supplement with statements of work ("SOWs") or other service level agreements, such as supplements, work orders, purchase orders or business services agreements.
TalentMatch also gives our employees the opportunity to take their careers in their desired directions, thus increasing employee satisfaction, and bolstering our ability to scale our flexible working model. Amber , our engagement AI chatbot and employee experience platform, enables transformation of our employee engagement strategy.
TalentMatch also gives our employees the opportunity to take their careers in their desired directions, thus increasing employee satisfaction, and bolstering our ability to scale our flexible working model. Amber , our AI-powered chatbot and employee experience platform, enables transformation of our employee engagement strategy.
The GDPR imposes privacy and data security compliance obligations and increased penalties for noncompliance. In particular, the GDPR has introduced numerous privacy-related changes for companies operating in the EU, including greater control for data subjects, increased data portability for EU consumers, data breach notification requirements and increased fines for violations.
The GDPR imposes privacy and data security compliance obligations and increased penalties for noncompliance. In particular, the GDPR has introduced numerous privacy-related obligations for companies operating in the EU, including greater control for data subjects, increased data portability for EU consumers, data breach notification requirements and increased fines for violations.
We provide financial crime and risk management services in areas such as fraud and dispute management, anti-money laundering, transaction monitoring, Know Your Customer, due diligence, and sanctions screening. Our insurance clients include insurers, brokers, agents, reinsurers and insurtech companies operating across property and casualty, specialty, life, annuity, disability and employee benefits lines of business.
We also provide financial crime and risk management services and solutions in areas such as fraud and dispute management, anti-money laundering, transaction monitoring, Know Your Customer, due diligence, and sanctions screening. Our insurance clients include insurers, brokers, agents, reinsurers and insurtech companies operating across property and casualty, specialty, life, annuity, disability and employee benefits lines of business.
Our consumer goods and retail clients include companies in the food and beverage, 10 household goods, consumer health and beauty and apparel industries, as well as grocery chains and general and specialty retailers.
Our consumer goods and retail clients include companies in the food and beverage, household goods, consumer health and beauty and apparel industries, as well as grocery chains and general and specialty retailers.
Our clients generally have the right to terminate our contracts for cause in the event of regulatory failures, subject in some cases to notice periods.
Our clients generally have the right to terminate our contracts for cause in the event of 16 regulatory failures, subject in some cases to notice periods.
We have designated lead client partners and global relationship managers for each of our strategic client relationships. These business development personnel are supported by industry and capability subject matter experts to ensure our services and solutions best address the needs of our clients.
We have designated lead client partners and global relationship managers for each of our existing client relationships. These business development personnel are supported by industry and capability subject matter experts to ensure our services and solutions best address the needs of our clients.
We believe that the principal competitive factors in our industry include: • deep expertise in industry- and function-specific domains and processes; • ability to advise clients on how to transform their processes and deliver transformation that drives business value; • ability to provide innovative services and products, including digital offerings; • access to data, AI and technology expertise to identify opportunities for transformation and value creation; • ability to consistently add value through digital transformation and continuous process improvement; • reputation and client references; • contractual terms, including competitive pricing and innovative commercial models; • scope of services; • quality of products, services and solutions; • ability to sustain long-term client relationships; and • global reach and scale.
We believe that the principal competitive factors in our industry include: • deep expertise in industry- and function-specific domains and processes; • ability to advise clients on how to transform their processes and deliver transformation that drives business value; • ability to provide innovative services and products, including agentic and other advanced technology solutions; • access to data, AI and technology expertise to identify opportunities for transformation and value creation; • ability to consistently add value through digital transformation and continuous process improvement; • reputation and client references; • contractual terms, including competitive pricing and innovative commercial models; • scope of services; • quality of products, services and solutions; • ability to sustain long-term client relationships; and • global reach and scale.
Sales and marketing We market our services and solutions to both existing and potential clients through our business development team. Like our client portfolio, members of this team are based around the globe. Our business development team focuses both on supporting our strategic client accounts and acquiring new clients.
Sales and marketing We market our services and solutions to both existing and potential clients through our business development team. Like our clients, members of this team are based around the globe. Our business development team focuses both on supporting our existing client accounts and acquiring new clients.
If they determine that the new business is aligned with our strategic objectives and a good use of our resources, then our business development team is authorized to pursue the opportunity. 13 Global delivery We serve our clients using our global network of more than 100 delivery centers in more than 20 countries.
If they determine that the new business is aligned with our strategic objectives and a good use of our resources, then our business development team is authorized to pursue the opportunity. Global delivery We serve our clients using our global network of more than 100 delivery centers in more than 25 countries.
We also regularly look for new places to open delivery centers and offices, both in new countries or new cities in countries where we already have a presence. Before we choose a new location, we consider several factors, such as the talent pool, infrastructure, government support, operating costs, and client demand.
We also regularly look for new places to open delivery centers and offices, both in new countries and in new cities in countries where we already have a presence. Before choosing a new location, we consider several factors, such as the talent pool, infrastructure, government support, operating costs, and client demand.
We have delivery centers in Argentina, Brazil, Bulgaria, Canada, China, Costa Rica, Egypt, Germany, Guatemala, Hungary, India, Israel, Japan, Malaysia, Mexico, the Netherlands, the Philippines, Poland, Portugal, Romania, South Africa, Thailand, Turkey and the United States.
We have delivery centers in Argentina, Australia, Brazil, Bulgaria, Canada, China, Colombia, Costa Rica, Egypt, Germany, Guatemala, Hungary, India, Israel, Italy, Japan, Malaysia, Mexico, the Netherlands, the Philippines, Poland, Portugal, Romania, South Africa, Thailand, Turkey and the United States.
Additionally, in 2024 more than 3,500 of our employees participated in our payroll-based charitable donation programs, and many of our employee volunteers participated in virtual volunteering initiatives such as creating learning aids for students, awareness posters for non-profits, and completing at-home sustainability challenges to build a better planet.
Additionally, in 2025 more than 3,000 of our employees participated in our payroll-based charitable donation programs, and many of our employee volunteers participated in virtual volunteering initiatives such as creating learning aids for students, awareness posters for non-profits, and completing at-home sustainability challenges to build a better planet.
In 2024, we promoted more than 12,000 of our employees and encouraged employee career growth through internal training, including our Genome learning platform, and professional development programs . We also closely monitor employee retention levels and regularly evaluate our pay-for-performance approach in an effort to retain our top talent.
In 2025, we promoted more than 11,000 of our employees and encouraged employee career growth through internal training, including our Genome learning platform, and professional development programs . We also closely monitor employee retention levels and regularly evaluate our pay-for-performance approach in an effort to retain our top talent.
As of December 31, 2024, we had a portfolio of more than 70 patents and pending patent applications globally. Additionally, we have over 200 trademarks registered in various jurisdictions. We often use third-party and client software platforms and systems to provide our services.
As of December 31, 2025, we had a portfolio of more than 80 patents and pending patent applications globally. Additionally, we have over 200 trademarks registered in various jurisdictions. We often use third-party and client software platforms and systems to provide our services.
Our teams seek to understand the needs and priorities of our clients as well as the business outcomes our clients desire, and we leverage our combination of capability and industry expertise to create differentiated client solutions. We may expend substantial time and resources in engaging with prospective clients to secure new business.
Our teams seek to understand the needs and priorities of our clients as well as the business outcomes our clients desire, and we leverage our combination of advanced technology skills and industry expertise to create differentiated client solutions. We may expend substantial time and resources in engaging with prospective clients to secure new business.
Service delivery model We seek to be a seamless extension of our clients’ operations. To that end, we developed the Genpact Virtual Captive SM service delivery model, in which we create a virtual extension of our clients’ teams and environments. Our clients get dedicated employees and management, as well as dedicated infrastructure at our delivery centers.
Service delivery model We seek to be a seamless extension of our clients’ operations. To that end, we have developed the Genpact Virtual Captive SM service delivery model, in which we create a virtual extension of our clients’ teams and environments. Our clients get dedicated support, as well as dedicated infrastructure at our delivery centers.
Additionally, in Australia and the EU, we are either directly subject to, or contractually required to comply or facilitate our clients’ compliance with, regulations addressing organizational resilience.
Additionally, in the EU and other countries, including Australia, we are either directly subject to, or contractually required to comply or facilitate our clients’ compliance with, regulations addressing organizational resilience.
We offer a range of services in this area, including: Accounts payable : Our accounts payable services include document management, vendor master data management, invoice receipt and processing, accuracy audits, reconciliations, aging analyses, help desk management, payments processing and travel and expense processing; Invoice-to-cash : Our invoice-to-cash services include customer master data management, credit and contract management, data validation and credit worthiness assessments, billing, collections, accounts receivable maintenance and reporting, credit review support, bad debts research, accounts receivable reconciliation, and dispute and deduction management services; Record to report : Our record to report services include closing and reporting process management, general accounting and industry-specific accounting services, treasury services, tax services, and external reporting, including statutory accounting and reporting; Financial planning and analysis : Our financial planning and analysis services include budgeting, planning and forecasting support, management reporting, business, financial and operational analytics, transformation design, digital-infused process enhancement, enterprise data and advisory services, master data management and data quality services and data lake implementation; Enterprise risk and compliance : Our enterprise risk and compliance services include operational risk and controls across a wide range of regulatory environments, including SOX and controls monitoring, controls transformation, ERP and digital controls, third party risk management, internal audit and audit analytics; and Finance strategy : These services cover the entire finance value stream, working capital optimization, operational finance transformation, as well as corporate development and event-driven initiatives, such as carve-outs and post-merger integration services, including transactional due diligence.
We offer a range of services in this area, including: Accounts payable : Our accounts payable services include document management, vendor master data management, invoice receipt and processing, accuracy audits, reconciliations, aging analyses, help desk management, payments processing and travel and expense processing; Invoice-to-cash : Our invoice-to-cash services include customer master data management, credit and contract management, data validation and credit worthiness assessments, billing, collections, accounts receivable maintenance and reporting, credit review support, bad debts research, accounts receivable reconciliation, and dispute and deduction management services; Record to report : Our record to report services include closing and reporting process management, general accounting and industry-specific accounting services, treasury services, tax services, and external reporting, including statutory accounting and reporting; Financial planning and analysis : Our financial planning and analysis services include budgeting, planning and forecasting support, management reporting, business, financial and operational analytics, transformation design, digital-infused process enhancement, enterprise data and advisory services, master data management and data quality services and data lake implementation; Enterprise risk and compliance : Our enterprise risk and compliance services include operational risk and controls across a wide range of regulatory environments, including SOX and controls monitoring, controls transformation, ERP and digital controls, third party risk management, internal audit and audit analytics; and Finance strategy : These services cover the entire finance value stream, working capital optimization, operational finance transformation, as well as corporate development and event-driven initiatives, such as carve-outs and post-merger integration services, including transactional due diligence. 11 Supply chain and procurement services Supply chain: We help our clients transform process-led and technology-enabled operating models across the value chain (plan, source, make, deliver, and aftersales).
Our efforts may begin through an existing engagement with a client or in response to our lead generation program, a perceived opportunity, a reference by an existing client, a request for proposal or otherwise.
Our efforts may begin in response to our lead generation program, a perceived opportunity, a reference by an existing client, a request for proposal or otherwise.
Our core operations services for these clients include customer onboarding, customer service, collections, retail and commercial loan operations, payment operations, mortgage origination and servicing, compliance, and wealth management and capital market operations support.
Our domain-specific services and solutions for these clients include customer onboarding, customer service, collections, retail and commercial loan operations, payment operations, mortgage origination and servicing, compliance, and wealth management and capital market operations support.
We foster a culture of giving and volunteering through several global platforms, projects, and social initiatives. More than 65,000 of our employees have volunteered their time to support a range of causes, such as mentoring underprivileged children and young adults, providing meals to food-insecure communities, planting saplings, and engaging in e-waste collection drives.
We foster a culture of giving and volunteering, primarily through local community and social initiatives. More than 65,000 of our employees have volunteered their time to support a range of causes, such as mentoring children and young adults, providing meals to food-insecure communities, planting saplings, and engaging in e-waste collection drives.
Our services for healthcare clients include end-to-end claim lifecycle management, from claims processing and adjudication to claims recovery and payment integrity, revenue cycle management, health equity analytics, care services and customer experience. Revenues from our Consumer and Healthcare segment in 2024 were $1.69 billion, representing 36% of our 2024 net revenues.
Our services and solutions for healthcare clients include end-to-end claim lifecycle management, from claims processing and adjudication to claims recovery and payment integrity, revenue cycle management, health equity analytics, care services and customer experience. Revenues from our Consumer and Healthcare segment in 2025 were $1.7 billion, representing 34.0% of our 2025 net revenues.
We promote these values by seeking to maintain hiring and management practices that ensure opportunities are equally open to all. Employee development and engagement We are committed to the career development of our employees and making them future-ready, and we strive to engage them with challenging and rewarding career opportunities.
We promote these values by seeking to maintain hiring and management practices that ensure opportunities are equally open to all. Employee development and engagement We are committed to the career development of our employees and making them future-ready as we continue to pivot towards Agentic and Advanced Technology Solutions. We strive to engage them with challenging and rewarding career opportunities.
Finance and accounting services We believe we are one of the world’s premier providers of finance and accounting services. Our focus is on delivering fast and high-quality results, minimizing exceptions, providing a seamless user experience, and driving working capital improvements for our clients.
We provide the following enterprise functional services across all of our industry segments: Finance and accounting services We believe we are one of the world’s premier providers of finance and accounting services. Our focus is on delivering fast and high-quality results, minimizing exceptions, providing a seamless user experience, and driving working capital improvements for our clients.
These SOWs and other service level agreements cover in more detail the type of work to be performed and the associated amounts to be billed. For our Data-Tech-AI services, we typically enter into software-as-a-service and/or consulting agreements with our clients depending on the scope of the services to be performed.
These SOWs and other service level agreements cover in more detail the type of work to be performed and the associated amounts to be billed. For Agentic Solutions, we typically enter into master software-as-a-service agreements with our clients. For other Advanced Technology and Data-Tech-AI services, we typically enter into consulting agreements with our clients.
The contents of our website are not incorporated by reference into this Annual Report. 17 Information about our executive officers The following table sets forth information concerning our executive officers as of March 3, 2025: Name Age Position(s) Balkrishan Kalra 55 President, Chief Executive Officer and Director Michael Weiner 53 Senior Vice President, Chief Financial Officer Sameer Dewan 54 Senior Vice President, Global Business Leader, Financial Services Piyush Mehta 56 Senior Vice President, Chief Human Resources Officer and Country Manager, India Anil Nanduru 50 Senior Vice President, Global Business Leader, High Tech & Manufacturing and Consumer & Healthcare Riju Vashisht 57 Senior Vice President, Chief Growth Officer and Global Business Leader, Enterprise Services and Partnerships & Alliances Heather White 52 Senior Vice President, Chief Legal Officer and Corporate Secretary Balkrishan Kalra has served as our President and Chief Executive Officer since February 2024.
The contents of our website are not incorporated by reference into this Annual Report. 19 Information about our executive officers The following table sets forth information concerning our executive officers as of February 26, 2026: Name Age Position(s) Balkrishan Kalra 56 President, Chief Executive Officer and Director Michael Weiner 54 Senior Vice President, Chief Financial Officer Sameer Dewan 55 Senior Vice President, Global Business Leader, Financial Services Piyush Mehta 57 Senior Vice President, Chief Human Resources Officer and Country Manager, India Anil Nanduru 51 Senior Vice President, Global Business Leader, Consumer & Healthcare and High Tech Software Riju Vashisht 58 Senior Vice President, Chief Growth Officer and Global Business Leader, Enterprise Services and Partnerships & Alliances Sydney Schaub 45 Senior Vice President, Chief Legal Officer and Corporate Secretary Balkrishan Kalra has served as our President and Chief Executive Officer since February 2024.
Under Bermuda law, “exempted” companies are companies formed for the purpose of conducting business outside Bermuda. As an exempted company, we may not, without a license granted by the Minister of Finance, participate in certain business transactions, including transactions involving Bermuda landholding rights and the carrying on of business of any kind, for which we are not licensed in Bermuda.
As an exempted company, we may not, without a license granted by the Minister of Finance, 18 participate in certain business transactions, including transactions involving Bermuda landholding rights and the carrying on of business of any kind, for which we are not licensed in Bermuda.
For more about our contracting frameworks, see Item 7—“Management’s Discussion and Analysis of Financial Condition and Results of Operations—Overview—Net Revenues.” Partnerships and alliances We continue to invest in and expand our strategic alliances with companies whose services and solutions complement ours.
For more about our contracting frameworks, see Item 7—“Management’s Discussion and Analysis of Financial Condition and Results of Operations—Overview—Net Revenues.” Partnerships and alliances Strategic alliances with companies whose services and solutions complement ours are integral to our growth and innovation strategy.
We seek to foster a culture that wins clients, develops leaders and attracts and retains talent who exhibit our core values – curiosity, incisiveness and courage – who embody and enable our purpose — the relentless pursuit of a world that works better for people — and who uphold our dedication to integrity consistent with our Code of Conduct, Integrity@Genpact.
We seek to foster a culture that wins clients, develops leaders and attracts and retains talent who exhibit our core values – curiosity, incisiveness and courage – and who uphold our dedication to integrity consistent with our Code of Conduct, Integrity@Genpact.
Our clients include some of the biggest brands in the world, many of which are leaders in their industries, including about a quarter of the Fortune Global 500, as well as smaller, emerging companies that are disrupting their industries.
Our GCC services also include capability building and transition services. Our clients Our clients include some of the biggest brands in the world, many of which are leaders in their industries, including approximately one quarter of the Fortune Global 500, as well as smaller, emerging companies that are disrupting their industries.
Our focus is to differentiate through operational transformation, generative AI enablement and improved experience across customers, employees and products, with data led insights. Our services in this area are supported by strategic partnerships with leading ecosystem providers in marketing and experience. Core industry operations We help our clients design, transform and run processes that are specific to their industries.
Our focus is to differentiate through operational transformation, generative AI enablement and improved experience across customers, employees and products, with data led insights. Our services in this area are supported by strategic partnerships with leading ecosystem providers in marketing and experience.
Anil Nanduru has served as our Senior Vice President and Global Business Leader for our High Tech and Manufacturing business since 2022 and our Consumer and Healthcare business since November 2023. Prior to these roles, Mr. Nanduru served as our Senior Vice President and Chief Commercial Officer.
Anil Nanduru has served as our Senior Vice President and Global Business Leader for our High Tech Software business since 2022 and our Consumer and Healthcare business since November 2023. Mr. Nanduru also served as the Global Business Leader for our High Tech Hardware and Manufacturing businesses from 2022 through December 2025. Prior to these roles, Mr.
In addition, during an engagement, as we better understand and experience a client’s business and processes, we are able to identify incremental opportunities to deliver greater value for the client, including by leveraging our expanding portfolio of digital capabilities to transform our clients’ operations. We strive to foster relationships between our senior leadership team and our clients’ senior management teams.
In addition, during an engagement, as we better understand and experience a client’s business and processes, we are able to identify incremental opportunities to deliver greater value for the client, including by leveraging our expanding portfolio of Agentic and other Advanced Technology Solutions to transform our clients’ operations.
The core operations services we provide to these clients include industry-specific solutions for trust and safety, advertising sales support, customer and user experience, customer care support and supply chain management. Our manufacturing clients include companies in the aerospace, automotive and mobility, chemicals, energy, electric vehicles and batteries, industrial machinery, materials transportation and logistics, oil and gas and utilities sectors.
Our manufacturing clients include companies in the aerospace, automotive and mobility, chemicals, energy, electric vehicles and batteries, industrial machinery, materials transportation and logistics, oil and gas and utilities sectors. The industry-specific services and solutions we provide to these clients include supply chain management, direct and indirect procurement, logistics, field, aftermarket support and engineering services.
Certain laws may apply to our content moderation activity, such as laws regulating hate speech on the internet. In the United States, Section 230 of the Communications Decency Act shields “interactive computer services” (e.g., websites, social media platforms) from liability for the speech of their users, with certain exceptions.
In the United States, Section 230 of the Communications Decency Act shields “interactive computer services” (e.g., websites, social media platforms) from liability for the speech of their users, with certain exceptions.
These investments included developing and launching a series of AI agents to support employee learning, career development and issue resolution. 12 Corporate social responsibility Our approach to corporate social responsibility focuses on two pillars tied to our purpose: Better Access , which reflects our aim to provide the communities in which we operate with better access to healthcare, education and opportunities, and Better Planet , which reflects our aim to inform, educate, and catalyze action on the different facets of the environment and climate change and help make the planet work better for all.
Corporate social responsibility Our approach to corporate social responsibility focuses on two pillars tied to our purpose: Better Access to healthcare, education and opportunities for the communities in which we live and work, and Better Planet , which reflects our aim to inform, educate, and catalyze action on the different facets of the environment and climate change and help make the planet work better for all.
Our hedging activities and currency transfers are restricted by regulations in certain countries, including China, India, Malaysia, the Philippines and Romania. Certain Bermuda Law Considerations As a Bermuda company, we are also subject to regulation in Bermuda.
These benefits include labor law exemptions, preferential rates for the commercial usage of electricity and incentives related to the export of qualified services. Our hedging activities and currency transfers are restricted by regulations in certain countries, including China, India, Malaysia, the Philippines and Romania. Certain Bermuda Law Considerations As a Bermuda company, we are also subject to regulation in Bermuda.
As a talent-led organization, our people are critical to the success of our business. We have created, and constantly reinforce, a culture that emphasizes collaboration, innovation, continuous learning, process improvement, and dedication to our clients.
We have created, and constantly reinforce, a culture that emphasizes collaboration, innovation, continuous learning, process improvement, and dedication to our clients.
We also provide HR advisory services, which focus on HR operating model design, technology implementation and M&A people integration services. Sales and commercial, marketing and experience services Sales and commercial: We drive growth and experience for our clients by transforming and running the end-to-end sales lifecycle for our clients through services such as campaign management, lead generation, qualification and deductions.
Sales and commercial, marketing and experience services Sales and commercial: We drive growth and experience for our clients by transforming and running the end-to-end sales lifecycle for our clients through services such as campaign management, lead generation, qualification and deductions.
In two other states, we qualify for regulatory exemption from licensing based on the insurance processing activities we provide. We also hold entity adjuster licenses in 24 states that require licensing. Our debt collections and insurance processing activities are also subject to licensing or authorization in other countries, including the UK, France, and Australia.
We also hold entity adjuster licenses in 24 states that require licensing. Our debt collections and insurance processing activities are also subject to licensing or authorization in other countries, including the UK, France, and Australia. Certain laws may apply to our content moderation activity, such as laws regulating hate speech on the internet.
Our core operations services for these clients include underwriting support, new business processing, policy administration, customer service and claims management, as well as data and analytics services such as catastrophe and exposure/risk modeling and actuarial services. We also provide end-to-end third-party administration for property and casualty claims, and technology services specific to insurance, including insurance platform systems integration.
Our domain-specific services and solutions for these clients include our proprietary insurance policy suite, underwriting support, new business processing, policy administration, customer service and claims management, as well as data and analytics services such as catastrophe and exposure/risk modeling and actuarial services.
These “C-level” relationships ensure that both parties are focused on establishing priorities, aligning objectives and driving client value. High-level executive relationships present significant opportunities to increase business from our existing clients. These relationships also provide a forum for gathering feedback on service delivery performance and addressing client concerns.
We strive to foster relationships between our senior leadership team and our clients’ senior management teams. These “C-level” relationships ensure that both parties are focused on establishing priorities, aligning objectives and driving client value. High-level executive relationships present significant opportunities to increase business from our existing clients.
We use different locations for different types of services depending on client needs and the mix of skills and cost of employees at each location.
With this global network, both human and agentic, we are able to manage complex processes around the world. We use different locations for different types of services depending on client needs and the mix of skills and cost of employees at each location.
We also have employees in these and additional countries, such as the Czech Republic, Ireland, Italy, Singapore and Slovakia, who work with our clients either onsite or virtually, which offers flexibility for both clients and employees. With this global network, we are able to manage complex processes around the world.
We also have employees in these and additional countries, such as the Czech Republic, Ireland, Singapore and Slovakia, who work with our clients either onsite or virtually, which offers flexibility for both clients and employees. Over time, we are also incorporating more digital labor into our workforce in the form of AI agents.
Our business model is also subject to competitive forces from the advent of novel technology or applications of these technological capabilities made readily available in open-market environments. Our revenues are derived primarily from Fortune Global 500 and Fortune 1000 companies.
Our business model is also subject to competitive forces from the advent of novel technology or applications of these technological capabilities made readily available in open-market environments. The improving capabilities of generative and agentic AI solutions may also lead to increased competition from technology platform or AI-native competitors.
Our governance methodology is designed to ensure that we are well connected at all levels of our clients’ organizations (executive, management, technology and operations). Significant new business opportunities are reviewed by business leaders, lead client partners and global relationship managers from the applicable industry vertical along with operations personnel and members of our finance department.
Significant new business opportunities are reviewed by business leaders, lead client partners and global relationship managers from the applicable industry along with operations personnel and members of our finance team.
U.S. banking and debt collection laws and their implementing regulations are occasionally amended, and these changes may impose new obligations on us or may change existing obligations. 16 Because of our insurance processing activities in the United States, we are currently licensed as a third-party administrator in 43 states and are regulated by the department of insurance in each such state.
We are currently licensed to engage in debt collection activities in all jurisdictions in the United States where licensing is required. U.S. banking and debt collection laws and their implementing regulations are occasionally amended, and these changes may impose new obligations on us or may change existing obligations.
Other jurisdictions, such as the EU and UK, also maintain similar laws and regulations that apply to some of our operations. Several of our service delivery centers, primarily located in China, Costa Rica, India, Israel, Malaysia and the Philippines, benefit from tax incentives or concessional rates provided by local laws and regulations.
Several of our service delivery centers, primarily located in China, Costa Rica, India, Israel, Malaysia and the Philippines, benefit from tax incentives or concessional rates provided by local laws and regulations. In addition, certain benefits are also available to us in India as an information technology enabled service (ITES) company under certain Indian state and central laws.
High Tech and Manufacturing Our High Tech and Manufacturing segment covers services we provide to clients in the high tech hardware, high tech software and manufacturing sectors. Our clients in the high tech industry include companies in the information and digital technology, software, digital platform, electronics, semiconductor, enterprise technology, media, services and hospitality sectors.
High Tech and Manufacturing Our High Tech and Manufacturing segment covers the Advanced Technology Solutions and Core Business Services we provide to clients in the high tech hardware, high tech software and manufacturing sectors.
Organizing our business by industry verticals allows us to leverage our deep domain knowledge specific to our chosen industries and create, replicate and standardize innovative solutions for clients in the same industries.
Our industry verticals, described in more detail below, are grouped within our three reportable segments: (1) Financial Services, (2) Consumer and Healthcare, and (3) High Tech and Manufacturing. Organizing our business by industry verticals allows us to leverage our deep domain knowledge and create, replicate, and standardize innovative solutions for clients in the same industries.
In 2024, we continued to invest in technologies and programs designed to improve employee experience, with a particular focus on employee well-being.
In 2025, we continued to invest in technologies and programs designed to improve employee experience, with a particular focus on employee well-being. These investments included developing and launching a series of AI agents to support employee learning, career development and issue resolution.
Revenues from our Financial Services segment in 2024 were $1.29 billion, representing 27% of our 2024 net revenues. Consumer and Healthcare Our Consumer and Healthcare segment covers services we provide to clients in the consumer goods, retail, life sciences and healthcare sectors.
Consumer and Healthcare Our Consumer and Healthcare segment covers the Advanced Technology Solutions and Core Business Services we provide to clients in the consumer goods, retail, life sciences and healthcare sectors.
Procurement: We offer advisory and managed services across the direct and indirect procurement value chain, including strategic sourcing, responsible sourcing, category management, spend analytics, procurement operations and digital platform transformation. 9 Human resources and people advisory services Our human resources services include change management services, where we partner with clients to drive HR function transformations through an approach that combines strategic communications, leadership enablement and training design services.
Human resources and people advisory services Our human resources ("HR") services include change management services, where we partner with clients to drive HR function transformations through an approach that combines strategic communications, leadership enablement and training design services. We also provide HR advisory services, which focus on HR operating model design, technology implementation and M&A people integration services.
The core operations services we provide to these clients include demand generation, sensing and planning, supply chain planning and management, pricing and trade promotion management, deduction recovery management, order management, digital commerce and customer experience.
The domain-specific services and solutions we provide to these clients include demand generation, sensing and planning, supply chain planning and management, pricing and trade promotion management, deduction recovery management, order management, digital commerce and customer experience. 10 Our life sciences and healthcare clients include pharmaceutical, medical technology, medical device and biotechnology companies as well as retail pharmacies, distributors, diagnostic labs, and healthcare payers (health insurers) and providers.
Our life sciences and healthcare clients include pharmaceutical, medical technology, medical device and biotechnology companies as well as retail pharmacies, distributors, diagnostic labs, and healthcare payers (health insurers) and providers. Our core operations services for life sciences clients include regulatory affairs services, such as lifecycle management, regulatory operations, Chemistry Manufacturing Controls compliance and regulatory information management.
Our domain-specific services and solutions for life sciences clients include regulatory affairs services, such as lifecycle management, regulatory operations, Chemistry Manufacturing Controls compliance and regulatory information management.
Supply chain and procurement services Supply chain: We help our clients transform process-led and technology-enabled operating models across the value chain (plan, source, make, deliver, and aftersales). We cover the complete supply chain operations reference model and provide advisory and managed services in critical areas such as supply chain resiliency, sustainable/circular supply chain and orchestrated enterprise.
We cover the complete supply chain operations reference model and provide advisory and managed services in critical areas such as supply chain resiliency, sustainable/circular supply chain and orchestrated enterprise. Procurement: We offer advisory and managed services across the direct and indirect procurement value chain, including strategic sourcing, responsible sourcing, category management, spend analytics, procurement operations and digital platform transformation.
By digitizing how we engage with our employees through Amber, we have increased the scope and frequency of employee feedback and have gained the ability to assess employee engagement and identify trends in employee engagement and satisfaction across the company.
Amber provides an outlet for unbiased and judgment free conversations, giving employees a space to share honest insights and enabling live predictive people analytics for business and HR leaders. By engaging with our employees through Amber, we have increased the scope and frequency of employee feedback and our ability to identify trends in employee engagement and satisfaction across the company.
Digital Operations Services Our Digital Operations services embed advanced technology solutions, including agentic solutions, analytics, AI and cloud-based offerings into our traditional managed service solutions where we transform and run our clients’ operations with an aim to achieve higher levels of end-to-end performance.
Digital Operations Digital Operations refer to our traditional managed service offerings where we leverage technology and deep domain and process expertise to transform and run our clients’ operations with an aim to achieve higher levels of end-to-end performance. These services allow enterprises to be more flexible and focus on high-value work to better compete in their industries.
Heather White has served as our Senior Vice President, Chief Legal Officer and Corporate Secretary since April 2018. Ms. White has been with Genpact since 2005, and prior to her current role she served as our Senior Vice President and Deputy General Counsel.
Sydney Schaub has served as our Senior Vice President, Chief Legal Officer and Corporate Secretary since December 2025. Prior to joining Genpact, Ms. Schaub served as Chief Legal Officer at Opendoor Technologies from 2022 to November 2025. Before that, she was Chief Legal Officer, General Counsel and Corporate Secretary at Gemini, the digital asset exchange, from 2018 to 2022.
As we develop new advanced technology solutions for our clients, we partner closely with many market-leading technology players, as well as with emerging innovators, to develop solutions that we can embed into our offerings or jointly bring to market.
Digital Technology As we develop new advanced technology solutions for our clients, we develop proprietary technology in the process. Additionally, we may partner with many market-leading technology establishments to develop solutions that we can embed into our offerings. The digital technologies comprising our proprietary technology and partner technology aim to improve execution of business processes and enable scalable efficiencies.
Genome was designed to shape an adaptive workforce, and its learning strategy was formulated to “reskill at scale” and be integrated throughout the enterprise. TalentMatch is our talent transformation initiative to match the skills and job aspirations of our employees with existing and future job opportunities we have available.
Genome was designed to shape an adaptive workforce, and its learning strategy was formulated to “reskill at scale” and be integrated throughout the enterprise. As Genpact continues to pivot towards Agentic and Advanced Technology Solutions, we are significantly scaling AI talent and reshaping our workforce into two cohorts: AI builders and AI practitioners.
Our Digital SEPs combine Lean Six Sigma methodologies with domain-specific advanced technologies, including agentic AI solutions, drawing on our industry knowledge, expertise in AI, and deep understanding of how businesses run. We enable domain-led digital transformation for our clients through our Digital Operations Services and Data-Tech-AI Services .
We enable AI-led transformation for our clients through our Advanced Technology Solutions and our Core Business Services. Advanced Technology Solutions Our Advanced Technology Solutions comprise our capabilities in the areas of Data and AI , Digital Technology , Advisory Services and Agentic Solutions .
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Item 1. Business Genpact is a global advanced technology services and solutions company. Powered by our mix of deep industry expertise, operational excellence, and advanced technology, we help companies reimagine finance and risk, supply chain and other core industry operations. We have over 140,000 employees serving clients from more than 35 countries. Our 2024 total net revenues were $4.8 billion.
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Item 1. Business Genpact is an agentic and advanced technology solutions company recognized for its deep industry knowledge, process intelligence and last mile expertise. With decades of client trust and a strong partner ecosystem, we provide innovative solutions that transform how businesses run.
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We believe our combination of deep industry expertise, operational excellence, client centricity and advanced technology solutions differentiates us from our competitors. Our approach Industry disruption is pervasive, driven by an explosion in advanced technologies, the increased use of AI, data and analytics, new competitors, and shifting market dynamics.
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Powered by a team with an active learning mindset and client centricity at its core, we deliver lasting value for the world's leading enterprises. We have over 146,500 employees and serve clients from more than 35 countries around the world. Our 2025 total net revenues were $5.1 billion.
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In this environment, companies need industry-tailored solutions to reimagine their business models end-to-end and adapt to rapid change. These organizations seek partners that can improve productivity while driving competitive advantages and business value through expanded market share, increased revenue, seamless customer experiences, and working capital improvements.
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Genpact was established more than 25 years ago as the global capability center for the General Electric Company (“GE”). Our mandate was to perfect a set of shared business processes using Lean Six Sigma and other rigorous methodologies. The work was highly detailed and operationally complex, establishing Genpact as one of the world’s leading business process experts.
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We collaborate with clients to develop and implement advanced technology solutions that can drive business outcomes. We apply user and customer experience principles to our domain expertise and innovative technology to create solutions designed to quickly meet client objectives.
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This operational discipline, combined with our end-to-end process view, granular data benchmarking capabilities, and operator-led approach has shaped our culture and core competencies in process design, data management, and industry domain knowledge.
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Many of our client solutions are based on Genpact Cora , our AI-based platform, which integrates our proprietary automation, analytics and AI technologies with those of our strategic partners into a unified offering.

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Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeOur utilization rates are affected by a number of factors, including our ability to transition employees from completed projects to new assignments, hire and assimilate new employees, forecast demand for our services, match our employees' skills with client demand, manage attrition as well as our need to devote time and resources to training, professional development and other typically non-chargeable activities.
Biggest changeOur utilization rates are affected by a number of factors, including our ability to transition employees from completed projects to new assignments, hire and assimilate new employees, forecast demand for our services, match our employees' skills with client demand, manage attrition as well as our need to devote time and resources to training, professional development and other typically non-chargeable activities. 24 The prices we are able to charge for our solutions and services are affected by a number of factors, including our clients’ perceptions of our ability to add value, competition, introduction of new services and technologies (including generative and agentic AI) or products by us or our competitors, our ability to accurately estimate, recognize and sustain revenues from client engagements, margins and cash flows over long contract periods and macroeconomic and political conditions.
Our profitability will suffer if we are not able to price appropriately, effectively utilize new technologies, maintain employee and asset utilization levels and control our costs. Our profitability is largely a function of how efficiently we utilize our assets and the pricing that we are able to obtain for our services and solutions.
Our profitability will suffer if we are not able to price appropriately, effectively utilize new technologies, maintain employee and asset utilization levels and control our costs. Our profitability is largely a function of how efficiently we utilize our assets and the pricing that we are able to obtain for our solutions and services.
Most of our expenses are incurred and paid in U.S. dollars, with the remaining amounts largely in Indian rupees, Romanian lei, Chinese renminbi, UK pounds sterling, Philippine pesos, Polish zloty, euros, Mexican pesos, Costa Rican colón, Japanese yen, Australian dollars, Canadian dollars, Guatemalan quetzals, South African rand, Malaysian ringgit and Hungarian forint.
Most of our expenses are incurred and paid in Indian rupees, with the remaining amounts largely in U.S. dollars, Romanian lei, UK pounds sterling, Chinese renminbi, Philippine pesos, Polish zloty, euros, Mexican pesos, Costa Rican colón, Japanese yen, Canadian dollars, Malaysian ringgit, Guatemalan quetzals, Australian dollars, South African rand and Hungarian forint.
See Item 7A—“Quantitative and Qualitative Disclosures about Market Risk.” Our results of operations have been adversely affected and could be further adversely affected by certain movements in exchange rates, particularly if the Indian rupee or other currencies in which we incur expenses appreciate against the U.S. dollar or if, as has occurred over the past year, the currencies in which we receive revenues, such as the euro, 32 depreciate against the U.S. dollar.
See Item 7A—“Quantitative and Qualitative Disclosures about Market Risk.” Our results of operations have been adversely affected and could be further adversely affected by certain movements in exchange rates, particularly if the Indian rupee or other currencies in which we incur expenses appreciate against the U.S. dollar or if, as has occurred over the past year, the currencies in which we receive revenues, such as the euro, depreciate against the U.S. dollar.
The amended and restated credit agreement contains covenants that require maintenance of certain financial ratios, including consolidated leverage and interest coverage ratios, and also, under certain conditions, restrict our ability to incur additional indebtedness, create liens, make certain investments, pay dividends or make certain other restricted payments, repurchase common shares, undertake certain liquidations, mergers, consolidations and acquisitions and dispose of certain assets or subsidiaries, among other things.
The amended and restated credit agreement contains covenants that require maintenance of certain financial ratios, including consolidated leverage and interest coverage ratios, and also, under certain conditions, restrict our ability to incur additional indebtedness, create liens, make certain investments, pay dividends or make certain other restricted 37 payments, repurchase common shares, undertake certain liquidations, mergers, consolidations and acquisitions and dispose of certain assets or subsidiaries, among other things.
In pursuit of our growth strategy, we have invested and will continue to invest significant time and resources into developing new product or service offerings, including advanced technology solutions, and transforming, adapting and upskilling our workforce, and these undertakings may fail to yield sufficient return to cover our investments in them or may fail to gain traction with clients or compete effectively in the market.
In pursuit of our growth strategy, we have invested and will continue to invest significant time and resources into developing new product, solution or service offerings, including advanced technology solutions, and transforming, adapting and upskilling our workforce, and these undertakings may fail to yield sufficient return to cover our investments in them or may fail to gain traction with clients or compete effectively in the market.
Accordingly, any adverse change in interest rates due to market conditions or otherwise could increase our cost of funding substantially. We often face a long selling cycle to secure a new Digital Operations contract as well as long implementation periods that require significant resource commitments, which result in a long lead time before we receive revenues from new relationships.
Accordingly, any adverse change in interest rates due to market conditions or otherwise could increase our cost of funding substantially. 38 We often face a long selling cycle to secure a new Digital Operations contract as well as long implementation periods that require significant resource commitments, which result in a long lead time before we receive revenues from new relationships.
Any failure to accurately estimate the resources or time required to complete a fixed-price engagement or to maintain the required quality levels or any unexpected increase in the cost to us of employees, office space or technology could expose us to risks associated with cost overruns and could have a material adverse effect on our business, results of operations and financial condition.
Any failure to accurately estimate the resources or time required to complete a fixed-price engagement or to maintain the required quality levels or any 30 unexpected increase in the cost to us of employees, office space or technology could expose us to risks associated with cost overruns and could have a material adverse effect on our business, results of operations and financial condition.
All of the above could result in harm to our reputation or our clients, as well as expose us to regulatory actions or claims, any of which could materially impact our business, results of operations, financial condition and stock price. 31 Our results of operations and share price could be adversely affected if we are unable to maintain effective internal controls.
All of the above could result in harm to our reputation or our clients, as well as expose us to regulatory actions or claims, any of which could materially impact our business, results of operations, financial condition and stock price. Our results of operations and share price could be adversely affected if we are unable to maintain effective internal controls.
Our business could be materially and adversely affected if we do not protect our intellectual property or if our services are found to infringe on the intellectual property of others. Our success depends in part on certain methodologies, practices, tools and technical expertise we utilize in designing, developing, implementing and maintaining applications and other proprietary intellectual property rights.
Our business could be materially and adversely affected if we do not protect our intellectual property or if our solutions or services are found to infringe on the intellectual property of others. Our success depends in part on certain methodologies, practices, tools and technical expertise we utilize in designing, developing, implementing and maintaining applications and other proprietary intellectual property rights.
If we are unable to hire or retrain our employees to keep pace with the rapid and continuous changes in technology and the industries we serve, we may not be able to innovate quickly enough and fulfill client demand. If our business continues to grow, the number of people we will need to hire may also continue to increase.
If we are unable to hire or retrain our employees to keep pace with the rapid and continuous changes in technology and the industries we serve, we may not be able to innovate quickly enough and fulfill client demand. If our business continues to grow, the number of people we 22 will need to hire may also continue to increase.
Increased competition may result in lower prices and volumes, higher costs, and lower profitability. Any inability to compete effectively, including as a result of any of the factors described above, would adversely affect our business, results of operations and financial condition. 25 Wage increases in the countries where we operate may reduce our profit margin.
Increased competition may result in lower prices and volumes, higher costs, and lower profitability. Any inability to compete effectively, including as a result of any of the factors described above, would adversely affect our business, results of operations and financial condition. Wage increases in the countries where we operate may reduce our profit margin.
As we develop 26 and implement new solutions, our results of operations may also be negatively impacted if we are unable to introduce new pricing or commercial models that appropriately capture the value our services are generating for our clients or if our clients demand savings that we are unable to deliver or do not properly account for in pricing these new solutions.
As we develop and implement new solutions, our results of operations may also be negatively impacted if we are unable to introduce new pricing or commercial models that appropriately capture the value our services are generating for our clients or if our clients demand savings that we are unable to deliver or do not properly account for in pricing these new solutions.
In addition, there is some doubt as to whether the courts of Bermuda and other countries would recognize or enforce judgments of United States courts obtained against us or our directors or officers based on the civil liability or penal provisions of the federal or state securities laws of the United States or would hear actions against us or those persons based on those laws.
In addition, there is some doubt as to whether the courts of Bermuda and other countries would recognize or enforce judgments of United States courts obtained against us or our directors or officers based on the civil liability or penal provisions of the federal or state securities laws of the 45 United States or would hear actions against us or those persons based on those laws.
While we are not subject to tax on income, profits, withholding, capital gains or capital transfers under 37 current law, the Bermuda Government recently passed a new law titled the Corporate Income Tax Act, 2023 (the "CIT Act"), which imposes a 15% minimum corporate income tax rate and expressly supersedes the written assurance we received under the EUTP.
While we are not subject to tax on income, profits, withholding, capital gains or capital transfers under current law, the Bermuda Government recently passed a new law titled the Corporate Income Tax Act, 2023 (the "CIT Act"), which imposes a 15% minimum corporate income tax rate and expressly supersedes the written assurance we received under the EUTP.
In particular, our collection, use, disclosure, and retention of personal health-related and other information is subject to an array of privacy, data security, and data breach notification laws and regulations that change frequently, are inconsistent across the jurisdictions in which we do business, and impose significant compliance costs.
Our collection, use, disclosure, and retention of personal health-related and other information is subject to an array of privacy, data security, and data breach notification laws and regulations that change frequently, are inconsistent across the jurisdictions in which we do business, and impose significant compliance costs.
We may be subject to claims and lawsuits for substantial damages, including by our clients arising out of disruptions to their businesses or our inadequate performance of services. We depend in large part on our relationships with clients and our reputation for high-quality services to generate revenue and secure future engagements.
We may be subject to claims and lawsuits for substantial damages, including by our clients arising out of disruptions to their businesses or our inadequate performance of services. We depend in large part on our relationships with clients and our reputation for high-quality solutions and services to generate revenue and secure future engagements.
We may not be able to detect unauthorized use and take appropriate steps to enforce our rights, and any such steps may not be successful. Infringement by others of our intellectual property, including the costs of enforcing our intellectual property rights, may have a material adverse effect on our business, results of operations and financial condition.
We may not be able to detect unauthorized use and 40 take appropriate steps to enforce our rights, and any such steps may not be successful. Infringement by others of our intellectual property, including the costs of enforcing our intellectual property rights, may have a material adverse effect on our business, results of operations and financial condition.
However, if we incur tax liability in Bermuda as a result of the CIT Act or in any other jurisdiction as a result of our incorporation in Bermuda, it could have a material adverse effect on our business, results of operations and financial condition. Economic substance requirements in Bermuda could adversely affect us.
However, if we incur tax liability in Bermuda as a result of the CIT Act or in any other jurisdiction as a result of our incorporation in Bermuda, it could have a material adverse effect on our business, results of operations and financial condition. 42 Economic substance requirements in Bermuda could adversely affect us.
Any of the foregoing could also create a perception that investments in companies with Indian operations involve a high degree of risk or that there is a risk of disruption of services provided by companies with Indian operations, which could have a material adverse effect on our share price and/or the market for our services.
Any of the foregoing could also create a perception that investments in companies with Indian operations involve a high degree of risk or that there is a risk of disruption of services provided by companies with Indian operations, which could have a material adverse 41 effect on our share price and/or the market for our services.
Among other things, such alliance partners may in the future decide to compete with us, form exclusive or more favorable arrangements with our competitors or otherwise reduce our access to their products, thereby impairing our ability to provide the services and solutions demanded by clients.
Among other things, such alliance partners may in the future decide to compete with us, form exclusive or more favorable arrangements with our competitors or otherwise reduce our access to their products, thereby impairing our ability to provide the services and solutions demanded by 28 clients.
The 2026 Notes and 2029 Notes are subject to certain customary covenants set forth in their respective governing indentures, including limitations on our ability to incur debt secured by liens, engage in certain sale and leaseback transactions and consolidate, merge, convey or transfer our assets.
The 2026 Notes, 2029 Notes and 2030 Notes are subject to certain customary covenants set forth in their respective governing indentures, including limitations on our ability to incur debt secured by liens, engage in certain sale and leaseback transactions and consolidate, merge, convey or transfer our assets.
We base our estimates on historical experience, contractual commitments and on various other assumptions that we believe to be reasonable under the circumstances and at the time they are made. These estimates and assumptions involve the use of judgment and are subject to significant uncertainties, 34 some of which are beyond our control.
We base our estimates on historical experience, contractual commitments and on various other assumptions that we believe to be reasonable under the circumstances and at the time they are made. These estimates and assumptions involve the use of judgment and are subject to significant uncertainties, some of which are beyond our control.
Our failure, or the failure of such third parties, to comply with applicable laws and regulations could result in sanctions being imposed on us, including 27 fines, injunctions, civil penalties and criminal prosecutions, any of which could significantly and adversely affect our business.
Our failure, or the failure of such third parties, to comply with applicable laws and regulations could result in sanctions being imposed on us, including fines, injunctions, civil penalties and criminal prosecutions, any of which could significantly and adversely affect our business.
Certain technology companies, including some of our partners, are increasingly able to offer services related to their software, platform, cloud migration and other solutions, or are developing software, platform, cloud migration and other solutions that require integration services to a lesser extent or replace them in their entirety.
Certain technology companies, including some of our partners, are increasingly able to offer services related to their AI, software, platform, cloud migration and other solutions, or are developing AI, software, platform, cloud migration and other solutions that require integration services to a lesser extent or replace them in their entirety.
Upon certain change of control transactions, we would be required to make an offer to repurchase the 2026 Notes and the 2029 Notes, as applicable, at a price equal to 101% of the aggregate principal amount of such notes, plus accrued and unpaid interest.
Upon certain change of control transactions, we would be required to make an offer to repurchase the 2026 Notes, the 2029 Notes and the 2030 Notes, as applicable, at a price equal to 101% of the aggregate principal amount of such notes, plus accrued and unpaid interest.
Some of our contracts also provide that, during the term of the contract and for a certain period thereafter ranging from six to 12 months, we may not provide similar services to certain or any of 35 our client’s competitors using the same personnel.
Some of our contracts also provide that, during the term of the contract and for a certain period thereafter ranging from six to 12 months, we may not provide similar services to certain or any of our client’s competitors using the same personnel.
These events also pose significant risks to our people and to our delivery centers and operations around the world. 36 Southern Asia has from time to time experienced instances of civil unrest and hostilities among neighboring countries, including India and Pakistan.
These events also pose significant risks to our people and to our delivery centers and operations around the world. Southern Asia has from time to time experienced instances of civil unrest and hostilities among neighboring countries, including India and Pakistan.
In addition, dismissals of employees who were employed by the company or the previous service provider immediately prior to that outsourcing, if the dismissals resulted solely or principally from the outsourcing, are automatically considered unfair dismissals that entitle such employees to compensation.
In addition, dismissals of employees who were employed by the 33 company or the previous service provider immediately prior to that outsourcing, if the dismissals resulted solely or principally from the outsourcing, are automatically considered unfair dismissals that entitle such employees to compensation.
India recently enacted a data protection law, the Digital Personal Data Protection Act (the "DPDP Act"), that will impact how we handle vendor and employee data in India and may require us to develop new controls governing our processing of employee data.
India recently enacted a data protection law, the Digital Personal Data Protection Act (the "DPDP Act"), that will impact how we handle vendor and employee data in India and will require us to develop new controls governing our processing of employee data.
The impact of these cybersecurity attacks, data losses, and other security breaches cannot be predicted, but any such attack, loss or breach could disrupt our 21 operations, or the operations of our clients, suppliers, subcontractors, or other third parties.
The impact of these cybersecurity attacks, data losses, and other security breaches cannot be predicted, but any such attack, loss or breach could disrupt our operations and the operations of our clients, suppliers, subcontractors, or other third parties.
Our contracts for consulting and other short-cycle engagements typically permit our clients to terminate the agreement with less notice than is required under our longer-term contracts for our Digital Operations services and without paying termination fees.
Our contracts for consulting and other short-cycle engagements typically permit our clients to terminate the agreement with less notice than is required under our longer-term contracts for Digital Operations and without paying termination fees.
Termination of these license agreements or reduction or elimination of our licensed rights may result in our having to negotiate new or reinstated licenses with less favorable terms, or cause us to lose rights in important intellectual property or technology.
Termination of these license agreements or a reduction in or elimination of our licensed rights may result in our having to negotiate new or reinstated licenses with less favorable terms, or cause us to lose rights in important intellectual property or technology.
Due to the varying degrees of development of the legal systems of the countries in which we operate, local laws may not be well developed or provide sufficiently clear guidance and may be insufficient to protect our rights.
Finally, due to the varying degrees of development of the legal systems of the countries in which we operate, local laws may not be well developed or provide sufficiently clear guidance and may be insufficient to protect our rights.
We have been advised by Appleby (Bermuda) 40 Limited, our Bermuda counsel, that the United States and Bermuda do not currently have a treaty providing for the reciprocal recognition and enforcement of judgments in civil and commercial matters.
We have been advised by Appleby (Bermuda) Limited, our Bermuda counsel, that the United States and Bermuda do not currently have a treaty providing for the reciprocal recognition and enforcement of judgments in civil and commercial matters.
Actual losses on client balances could differ from those that we currently anticipate, and, as a result, we might need to adjust our allowances. We might not accurately assess the creditworthiness of our clients.
Actual losses on client balances could differ from those that we currently anticipate, and, as a result, we might need to adjust our allowances. We might 39 not accurately assess the creditworthiness of our clients.
Volatile, negative or uncertain economic conditions in our significant markets have in the past and could in the future undermine business confidence and cause our clients to reduce, postpone or cancel their spending on projects with us, which has negatively affected our business and may continue to do so in the future, including by making it more difficult for us to accurately forecast client demand and effectively build revenue and resource plans.
Volatile, negative or uncertain economic conditions in our significant markets have in the past and could in the future undermine business confidence and cause our clients to reduce, delay or cancel their spending on projects with us, which has negatively affected our business and may continue to do so in the future, including by making it more difficult for us to accurately forecast client demand and effectively build revenue and resource plans.
Our employees and contractors have in the past engaged, and may in the future engage, in fraudulent conduct or other conduct that violates our client contracts or our internal controls or policies, whether intentionally or inadvertently.
Additionally, our employees and contractors have in the past engaged, and may in the future engage, in fraudulent conduct or other conduct that violates our client contracts or our internal controls or policies, whether intentionally or inadvertently.
We cannot assure you that any future impairment of goodwill and other intangible assets will not have a material adverse effect on our business, financial condition or results of operations. 38 Risks Related to our Shares The issuance of additional common shares by us or the sale of our common shares by our employees could dilute our shareholders’ ownership interest in the Company and could significantly reduce the market price of our common shares.
We cannot assure you that any future impairment of goodwill and other intangible assets will not have a material adverse effect on our business, financial condition or results of operations. 43 Risks Related to our Shares The issuance of additional common shares by us or the sale of our common shares by our employees could dilute our shareholders’ ownership interest in the Company and could significantly reduce the market price of our common shares.
Among the factors that could affect our share price are: • technological developments that have an actual or perceived impact on us or our industry, such as generative and agentic AI; • terrorist attacks, other acts of violence or war, such as the conflicts between Russia and Ukraine and Israel and Hamas, natural disasters, epidemics or pandemics, or other such events impacting countries where we or our clients have operations; • actual or anticipated fluctuations in our quarterly and annual operating results; • changes in or our inability to meet our financial estimates or the estimates of securities research analysts; • changes in the economic performance or market valuations of our competitors and other companies engaged in providing similar or competitive services; • the loss of one or more significant clients; • the addition or loss of executive officers or key employees; • regulatory developments in our target markets affecting us, our clients or our competitors; • general economic, industry and market conditions, such as geopolitical events, inflation and sustained high interest rates; • limited liquidity in our trading market; • sales or expected sales of additional common shares, either by us, our employees, or any of our shareholders, or purchases or expected purchases of common shares, including by us under existing or future share repurchase programs, which purchases are at the discretion of our board of directors and may not continue in the future; and • actions or announcements by activist shareholders or others.
Among the factors that could affect our share price are: • technological developments that have an actual or perceived impact on us or our industry, such as generative and agentic AI; • terrorist attacks, other acts of violence or war, such as the Russia-Ukraine war and conflicts in the Middle East, natural disasters, epidemics or pandemics, or other such events impacting countries where we or our clients have operations; • actual or anticipated fluctuations in our quarterly and annual operating results; • changes in or our inability to meet our financial estimates or the estimates of securities research analysts; • changes in the economic performance or market valuations of our competitors and other companies engaged in providing similar or competitive services; • the loss of one or more significant clients; • the addition or loss of executive officers or key employees; • regulatory developments in our target markets affecting us, our clients or our competitors; • general economic, industry and market conditions, such as geopolitical events, inflation and sustained high interest rates; • limited liquidity in our trading market; • sales or expected sales of additional common shares, either by us, our employees, or any of our shareholders, or purchases or expected purchases of common shares, including by us under existing or future share repurchase programs, which purchases are at the discretion of our board of directors and may not continue in the future; and • actions or announcements by activist shareholders or others.
New services or technologies offered by our competitors, partners or new market participants, including technology start-ups and other companies that can scale rapidly to focus on or disrupt certain markets and provide new or alternative services, solutions or delivery models, may make our offerings less differentiated or less competitive by comparison, which may adversely affect our results of operations.
New services or technologies offered by our competitors, partners or new market participants, including AI-native technology start-ups and other companies that can scale rapidly to focus on or disrupt certain markets and provide new or alternative services, solutions or delivery models, may make our offerings less differentiated or less competitive by comparison, which may adversely affect our results of operations.
We have employees in more than 35 countries and significant operations in more than 20 countries, and these global operations have in the past and could in the future be disrupted by natural or other disasters, telecommunications failures, power or water shortages, extreme weather conditions (whether as a result of climate change or otherwise), medical epidemics or pandemics and other natural or manmade disasters or catastrophic events.
We have employees in more than 35 countries and significant operations in more than 25 countries, and these global operations have in the past and could in the future be disrupted by natural or other disasters, telecommunications failures, power or water shortages, extreme weather conditions (whether as a result of climate change or otherwise), medical epidemics or pandemics and other natural or manmade disasters or catastrophic events.
On March 26, 2021, we issued $350 million aggregate principal amount of 1.75% senior notes (the "2026 Notes") in an underwritten public offering. As of December 31, 2024 , the amount outstanding under the 2026 Notes, net of debt amortization expense of $0.8 million, was $349.2 million, which is payable on April 10, 2026 when the notes mature.
On March 26, 2021, we issued $350 million aggregate principal amount of 1.75% senior notes (the "2026 Notes") in an underwritten public offering. As of December 31, 2025 , the amount outstanding under the 2026 Notes, net of debt amortization expense of $0.2 million, was $349.8 million, which is payable on April 10, 2026 when the notes mature.
We have received demands for potential tax claims related to these orders in an aggregate amount of $128 million (converted from Indian rupees and including interest through the date of the orders). We do not believe that any of the transactions giving rise to these demands were subject to tax in India under applicable law.
We have received demands for potential tax claims related to these orders in an aggregate amount of $119 million (converted from Indian rupees and including interest through the date of the orders). We do not believe that any of the transactions giving rise to these demands were subject to tax in India under applicable law.
In addition, in some countries, such as China, India, Malaysia, the Philippines and Romania, we are subject to legal restrictions on hedging activities, as well as convertibility of currencies, which limits our ability to use cash generated in one country in another country and could limit our ability to hedge our exposures.
In addition, in some countries, such as China, Costa Rica, India, Malaysia, the Philippines and Romania, we are subject to legal restrictions on hedging activities, as well as convertibility of currencies, which limits our ability to use cash generated in one country in another country and could limit our ability to hedge our exposures.
The 2026 Notes and 2029 Notes are our senior unsecured obligations and rank equally with all our other senior unsecured indebtedness outstanding from time to time.
The 2026 Notes, 2029 Notes and 2030 Notes are our senior unsecured obligations and rank equally with all our other senior unsecured indebtedness outstanding from time to time.
If our attrition rate increases beyond the 2024 level or rises above our historical average attrition rate for an extended period, our operating efficiency and productivity may decrease. Competition for highly qualified employees, particularly in India and the United States, remains high and we expect such competition to continue.
If our attrition rate increases beyond this level or rises above our historical average attrition rate for an extended period, our operating efficiency and productivity may decrease. Competition for highly qualified employees, particularly in India and the United States, remains high and we expect such competition to continue.
Additionally, in the first quarter of 2023, the ITA issued an assessment order seeking to impose tax on us of $832 million (converted from Indian rupees and including interest through the date of the order) in relation to a 2015 internal restructuring transaction involving our Indian subsidiaries.
Additionally, in the first quarter of 2023, the ITA issued an assessment order (the "2023 ITA Order") seeking to impose tax on us of $792 million (converted from Indian rupees and including interest through the date of the order) in relation to a 2015 internal restructuring transaction involving our Indian subsidiaries.
These deficiencies and other failures of AI systems could subject us to competitive harm, regulatory action, legal liability, and brand or reputational harm. Some AI capabilities present ethical issues, and we may be unsuccessful in identifying or resolving issues before they arise.
These deficiencies and other failures of AI systems could subject us to competitive harm, regulatory action, legal liability including litigation, and brand or reputational harm. Some AI capabilities present ethical issues, and we may be unsuccessful in identifying or resolving issues before they arise.
Failure to consistently meet service requirements of a client, whether due to: (a) natural or other disasters, telecommunications failures, power or water shortages, extreme weather conditions (whether as a result of climate change or otherwise), medical epidemics, pandemics 28 or other contagious diseases, or other natural or manmade disasters or catastrophic events; (b) breach of or incursion into our computer systems (for example, through a ransomware attack); (c) other systems failure, including due to aged IT systems or infrastructure; or (d) errors made by our employees in the course of delivering services to our clients have in the past and could in the future disrupt a client’s business and result in a reduction in our revenues, clients terminating their business relationships with us and/or a claim for damages against us.
Failure to consistently meet client requirements, whether due to: (a) natural or other disasters, telecommunications failures, power or water shortages, extreme weather conditions (whether as a result of climate change or otherwise), medical epidemics, pandemics or other contagious diseases, or other natural or manmade disasters or catastrophic events; (b) breach of or incursion into our computer systems (for example, through a ransomware attack); (c) other systems failure, including due to aged IT systems or infrastructure; or (d) errors made by our employees or intentional misuse of client information or systems by our employees in the course of delivering services to our clients have in the past and could in the future disrupt a client’s business and result in a reduction in our revenues, clients terminating their business relationships with us and/or a claim for damages against us.
In 2024, we continued to face increased competition for talent with scarce skills and capabilities in advanced technologies, including AI, and our competitors have directly targeted our employees with these highly sought-after skills and may continue to do so.
In 2025, we continued to face increased competition for talent with scarce skills and capabilities in advanced technologies, including AI, and our competitors have directly targeted our employees with these highly sought-after skills and may continue to do so.
For instance, in response to the ongoing conflict between Russia and Ukraine, the United States and other countries in which we operate have imposed broad sanctions and may impose additional sanctions or other restrictive actions against governmental and other entities in Russia.
In response to the ongoing conflict between Russia and Ukraine, the United States and other countries in which we operate have imposed broad sanctions and may impose additional sanctions or other restrictive actions against governmental and other entities in Russia.
In 2024, our attrition rate for all employees who were employed for a day or more was 24%. We cannot assure you that we will be able to maintain our attrition rate at the 2024 level.
In 2025, our attrition rate for all employees who were employed for a day or more was 24%. We cannot assure you that we will be able to maintain our attrition rate at the 2025 level.
While we believe that our strategic plans reflect opportunities that are appropriate and achievable, we may not select the best or most appropriate business strategies and the execution of our strategies may not result in long-term growth in revenue or profitability due to a number of factors, including incorrect assumptions, global or local economic conditions, competition, changes in the industries in which we operate, suboptimal resource allocation or any of the other risks described in this “Risk Factors” section.
While we believe that our strategic plans reflect opportunities that are appropriate and achievable, we may not select the best or most appropriate business strategies and the execution of our strategies may not result in long-term growth in revenue or profitability due to a number of factors, including incorrect assumptions, macroeconomic conditions, competition, changes in the industries in which we operate, suboptimal resource allocation or any of the other risks described in this “Risk Factors” section.
We may redeem the 2026 Notes and 2029 Notes at any time in whole or in part, at a redemption price equal to 100% of the principal amount of the notes redeemed, together with accrued and unpaid interest or, if redemption occurs prior to, in the case of the 2026 Notes, March 10, 2026, and in the case of the 2029 Notes, May 4, 2029, a specified “make-whole” premium.
We may redeem the 2026 Notes, 2029 Notes and 2030 Notes at any time in whole or in part, at a redemption price equal to 100% of the principal amount of the notes redeemed, together with accrued and unpaid interest or, if redemption occurs prior to, in the case of the 2026 Notes, March 10, 2026, in the case of the 2029 Notes, May 4, 2029, and in the case of the 2030 Notes, October 18, 2030, a specified “make-whole” premium.
Market uncertainty and volatility have been magnified and may intensify due to the statements and actions of the new U.S. presidential administration and resulting uncertainties regarding actual and potential shifts in U.S. and foreign, trade, economic and other policies, including with respect to treaties and tariffs.
Market uncertainty and volatility have been magnified and may continue to intensify due to the statements and actions of the current U.S. presidential administration and resulting uncertainties regarding actual and potential shifts in U.S. and foreign trade, economic and other policies, including with respect to treaties and tariffs.
We currently do not expect this corporate income tax to have an impact on us given that we have no profits in Bermuda and we do not currently expect to have profits in Bermuda in the foreseeable future.
This corporate income tax currently has no impact on us given that we have no profits in Bermuda and we do not currently expect to have profits in Bermuda in the foreseeable future.
We are subject to numerous, and sometimes conflicting, legal regimes on matters such as anticorruption, import/export controls, trade restrictions, taxation, immigration (including temporary work authorizations or work permits), internal and disclosure control obligations, securities regulation, anti-competition, data privacy and protection, wage-and-hour standards, and employment and labor relations.
We are subject to numerous, and sometimes conflicting, legal regimes on matters such as anticorruption, import/export controls, trade restrictions, taxation, immigration (including temporary work authorizations or work permits), internal and disclosure control obligations, securities regulation, anti-competition, data privacy and protection, AI, wage-and-hour standards, employment and labor relations, and ESG reporting requirements.
These incidents could also result in regulatory fines and penalties, financial liability, and reputational harm among our clients and the public, any of which could have a material adverse impact on our financial condition, results of operations, or liquidity.
These incidents could also result in regulatory fines and penalties, financial liability, significant remediation costs, and reputational harm among our clients and the public, any of which could have a material adverse impact on our financial condition, results of operations, or liquidity.
In March 2023, the tax appellate authority in India struck down this order, and the ITA then appealed the appellate authority’s ruling to the Delhi High Court. In December 2024, the High Court dismissed the ITA’s appeal, upholding the appellate authority’s ruling in our favor. The ITA may appeal this decision to the Indian Supreme Court.
In March 2023, the tax appellate authority in India struck down this order, and the ITA then appealed the appellate authority’s ruling to the Delhi High Court. In December 2024, the High Court dismissed the ITA’s appeal, upholding the appellate authority’s ruling in our favor. The ITA has filed to appeal this decision to the Indian Supreme Court.
An ERP system is used to maintain financial records, enhance data security and operational functionality and resiliency, and provide timely information to management related to the operation of a business. The ERP implementation will require the integration of the new ERP with existing information systems and business processes.
An ERP system is used to maintain financial records, enhance data security and operational functionality and resiliency, and provide timely information to management related to the operation of a business. The ERP implementation requires the integration of the new ERP with existing information systems and business processes.
If these third parties do not have adequate safeguards or their safeguards fail, it might result in breaches of our systems or applications and unauthorized access to or disclosure of our and our clients’ confidential data.
If these third parties do not have adequate safeguards or their safeguards fail, it might result in breaches of our systems or applications, unauthorized access to or disclosure of our and our clients’ confidential data or a disruption in our services.
In addition, we must adequately address quality issues associated with our services, including with respect to any third-party components to our services.
In addition, we must adequately address quality issues associated with our solutions and services, including with respect to any third-party components.
If we fail to comply with these obligations and restrictions, the licensor may have the right to terminate the license, in which event we might not be able to market any product or service that is covered by these agreements, which could materially adversely affect our business.
If we fail to comply with these obligations and restrictions, the licensors may have the right to terminate the licenses, in which event we might not be able to market any product or service that is covered by these agreements, which could materially adversely affect our business.
Compliance with new or changing laws, regulations, industry standards or ethical requirements and expectations relating to AI, the eventual scope and extent of which are currently unknown and which may vary across jurisdictions, may impose significant operational costs requiring us to change our service offerings or business practices, or may limit or prevent our 19 ability to develop, deploy, or use AI technologies in our own operations or our client offerings.
Compliance with new or changing laws, regulations, industry standards or ethical requirements and expectations relating to AI, the eventual scope and extent of which are currently unknown and which may vary or conflict across jurisdictions or between different courts or regulators, may impose significant operational costs requiring us to change our service offerings or business practices, or may limit or prevent our ability to develop, deploy, or use AI technologies in our own operations or our client offerings.
Under the CIT Act, Bermuda corporate income tax will be chargeable with respect to fiscal years beginning on or after January 1, 2025 and will apply to Bermuda entities that are part of a multinational group with annual revenue above 750 million euros in at least two of the prior four fiscal years.
Under the CIT Act, Bermuda corporate income tax is chargeable with respect to fiscal years beginning on or after January 1, 2025 and applies to Bermuda entities that are part of a multinational group with annual revenue above 750 million euros in at least two of the prior four fiscal years.
Ineffective or inadequate AI development, monitoring or deployment practices by us, our clients, or third parties with whom we do business could result in unintended consequences, such as disclosure of sensitive information, infringement of third-party intellectual property rights or other incidents that impair the acceptance of AI solutions or cause harm to individuals or society.
Ineffective or inadequate AI development, monitoring or deployment practices by us, our clients, or third parties with whom we do business could result in unintended consequences, such as disclosure of sensitive information, infringement of third-party intellectual property rights, violation of laws related to recruitment and hiring, or other incidents that impair the acceptance of AI solutions or cause harm to individuals or society.
While we have developed and implemented security measures and internal controls designed to prevent, detect and respond to cyber and other security threats and incidents and to recover data compromised in such incidents, such measures cannot guarantee security and may not be successful in preventing security breaches, in detecting or effectively responding to such breaches or in recovering data compromised or lost.
While we have developed and implemented security measures and internal controls designed to prevent, detect and respond to cyber and other security threats and incidents and to recover data compromised in such incidents, such measures cannot guarantee security and may not be successful in preventing security breaches, detecting or effectively responding to such breaches, recovering data compromised or lost, or restoring operations in a timely manner.
Any performance failure on the part of our partners or the third parties with whom we do business, or the discontinuance by such third parties or partners of services that we have relied on them to perform for our clients, could delay our performance or require us to engage alternative third parties to perform the services at our cost or to perform them ourselves, any of which could deprive us of potential revenue or adversely impact our profitability.
Any performance failure on the part of our partners or the third parties with whom we do business, or the discontinuance by such third parties or partners of products or services that we have relied on them to provide, could delay our performance or require us to engage alternative third parties to provide the required solutions or services at our cost or to perform them ourselves, any of which could deprive us of potential revenue or adversely impact our profitability.
To overcome this, we may need to invest in alternative strategies, such as forming alliances or developing our own resources. In addition, the legal and regulatory landscape surrounding AI technologies is rapidly evolving and uncertain, including in the areas of intellectual property, cybersecurity, and privacy and data protection.
To overcome this, we may need to invest in alternative strategies, such as forming alliances or developing our own resources. 21 In addition, the legal and regulatory landscape surrounding AI technologies is rapidly evolving, uncertain and varies significantly by jurisdiction, including in the areas of intellectual property, cybersecurity, employment, privacy and data protection.
This may affect our relationships with our clients and could have an adverse effect on our business, results of operations and financial condition. Terrorist attacks and other acts of violence involving any of the countries in which we or our clients have operations could adversely affect our operations and client confidence.
This may affect our relationships with our clients and could have an adverse effect on our business, results of operations and financial condition. Armed conflicts, terrorism or other acts of violence involving any of the countries in which we or our clients have operations could adversely affect our operations and client confidence.
A material portion of our revenues is derived from our clients in North America — in particular the United States — and Europe, and weak demand, or any other adverse economic, political or legal uncertainties or developments, in these markets could have a material adverse effect on our results of operations. The 22 election of a new U.S.
A material portion of our revenues is derived from our clients in North America — in particular the United States — and Europe, and weak or changing demand, or any other adverse economic, political or legal uncertainties or developments, in these markets could have a material adverse effect on our results of operations.
We compete for business with a variety of companies, including large multinational firms that provide consulting, technology and/or managed services, offshore business process service providers in low-cost locations like India, in-house captives of potential clients, software services companies that also provide managed services or advanced technology solutions, smaller, niche companies that compete with us in a specific geographic market, industry or service area, and accounting firms that also provide consulting or other business process services.
We compete for business with a variety of companies, including large multinational firms that provide consulting, technology and/or managed services, offshore business process service providers in low-cost locations like India, in-house global capability centers of existing or potential clients, software services companies that also provide managed services or advanced technology solutions, smaller, niche companies that compete with us in a specific geographic market, industry or service area, emerging advanced technology and AI-native companies, and accounting firms that also provide consulting or other business process services.
Our ERP planning has required, and the ongoing planning and future implementation of the new ERP will continue to require, investment of significant capital and human resources, requiring the attention of members of our management team.
Our ERP planning and implementation has required and will continue to require, investment of significant capital and human resources, 35 requiring the attention of members of our management team.
The 2026 Notes and 2029 Notes were issued by, and are senior unsecured indebtedness of, Genpact Luxembourg S.à r.l. and Genpact USA, Inc., and are guaranteed on a senior unsecured basis by Genpact Limited.
The 2030 Notes were issued by, and are senior unsecured indebtedness of, Genpact UK and Genpact USA, Inc., and are guaranteed on a senior unsecured basis by Genpact Limited and Genpact Luxembourg S.à r.l.
Some of our operations recorded increased tax 24 resulting from GloBE in 2024, but its impact overall to date has not been material. However, there can be no assurance that the impact of the GloBE rules on our effective tax rate will not become material in the future. The global tax environment is increasingly complex and uncertain.
Some of our operations incurred increased tax resulting from GloBE rules in 2025, but the impact of the GLoBE rules to date has not been material. However, there can be no assurance that the impact of the GloBE rules on our effective tax rate will not become material in the future. The global tax environment is increasingly complex and uncertain.
We may have limited control over the amount and timing of resources that our partners and third parties with whom we do business dedicate to their arrangements with us. Our ability to generate revenue from these arrangements will depend on our partners’ or other third parties’ desire and ability to successfully perform the functions assigned to them in these arrangements.
We may have limited control over the time and effort our partners and third parties with whom we do business dedicate to their arrangements with us. Our ability to generate revenue from these arrangements will depend on our partners’ or other third parties’ desire and ability to successfully perform the functions assigned to them in these arrangements.
Several jurisdictions where we operate are applying, or considering applying, laws and regulations related to intellectual property, cybersecurity, export controls, privacy, data security, and data protection to AI and automated decision-making, or general legal frameworks on AI, such as the EU AI Act, which entered into force in 2024 and parts of which apply beginning in 2025.
Authorities where we operate are applying, or considering applying, laws and regulations related to intellectual property, cybersecurity, export controls, privacy, data security, data protection and employment to AI and automated decision-making, or general legal frameworks on AI, such as the EU AI Act, which entered into force in 2024 and parts of which became applicable in 2025.
In recent years, military confrontations between India and Pakistan have occurred in the region of Kashmir and along the India/Pakistan border. Incidents in and near India, such as continued terrorist activity around the northern border of India, and troop mobilizations along the India/Pakistan border have contributed to an aggravated geopolitical situation in the region.
In recent years, military confrontations between India and Pakistan have occurred in the region of Kashmir and along the India/Pakistan border. Incidents in and near India, such as continued terrorist activity around the northern border of India, have contributed to an aggravated geopolitical situation in the region, culminating in military escalation in May 2025.
Foreign Corrupt Practices Act and the UK Bribery Act 2010. Our employees, subcontractors, agents, joint venture partners, the companies we acquire and their employees, subcontractors and agents, and other third parties with which we associate, could take actions that violate policies or procedures designed to promote legal and regulatory compliance or applicable anticorruption laws or regulations.
Our employees, subcontractors, agents, joint venture partners, the companies we acquire and their employees, subcontractors and agents, and other third parties with which we associate, could take actions that violate policies or procedures designed to promote legal and regulatory compliance or applicable anticorruption laws or regulations.

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Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeOur CISO has served in this position since 2014 and, before Genpact, was previously CISO at another US-listed public company. Our CISO is supported by our information security team, many of whom hold cybersecurity certifications and who collectively possess relevant experience in different areas of cybersecurity, and by our information technology team who operate several critical controls.
Biggest changeOur CISO has extensive experience leading and managing cybersecurity programs and in cybersecurity risk management. Our CISO has served in this position since 2014 and, before Genpact, was previously CISO at another US-listed public company.
Our CISO regularly reports directly to the audit committee on our cybersecurity program and our efforts to prevent, detect, mitigate, and remediate cybersecurity risks. In addition, we have an Information Security Governance Council, made up of members of our senior management team as well as relevant information security personnel, that meets periodically to discuss and address relevant cybersecurity matters. 41
Our CISO regularly reports directly to the audit committee on our cybersecurity program and our efforts to prevent, detect, mitigate, and remediate cybersecurity risks. In addition, we have an Information Security Governance Council, made up of members of our senior management team as well as relevant information security personnel, that meets periodically to discuss and address relevant cybersecurity matters.
While we have not, as of the date of this Form 10-K, experienced a cybersecurity threat or incident that has had a material impact on our business or operations, we have experienced incidents that did not have a material impact on our business or operations, and there can be no guarantee that we will not experience an incident that results in a material impact to our business or operations in the future.
While we have not, as of the date of this Form 10-K, experienced a cybersecurity threat or incident that has had or is reasonably likely to have a material impact on our business or operations, we have experienced incidents that did not have a material impact on our business or operations, and there can be no guarantee that we will not experience an incident that results in a material impact to our business or operations in the future.
Our CISO is informed about and monitors prevention, detection, mitigation, and remediation efforts through regular communication and reporting from our information security team, internal governance processes, and by reviewing the results of internal and third-party assessments and audits.
Our CISO is supported by our information security team, many of whom hold cybersecurity certifications and who collectively possess relevant experience in different areas of cybersecurity, and by our information technology team who operate several critical controls. 46 Our CISO is informed about and monitors prevention, detection, mitigation, and remediation efforts through regular communication and reporting from our information security team, internal governance processes, and by reviewing the results of internal and third-party assessments and audits.
Our cybersecurity program is run by our Chief Information Security Officer (CISO), who reports to our Head of Enterprise Risk Management and receives input and support from our Head of Enterprise Risk Management and our Chief Technology and Transformation Officer. Our CISO has extensive experience leading and managing cybersecurity programs and in cybersecurity risk management.
Our cybersecurity program is run by our Chief Information Security Officer (CISO), who reports to our Senior Vice President, Information Security, Infrastructure & Logistics and Global Mobility Services, and who receives input and support from our Head of Enterprise Risk Management and our Chief Information and Transformation Officer.

Item 2. Properties

Properties — owned and leased real estate

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Biggest changeItem 2. Properties We have delivery centers in more than 20 countries. We have a mixture of owned and leased properties and substantially all of our leased properties are leased under long-term leases with varying expiration dates. We believe that our properties and facilities are suitable and adequate for our present purposes and are well-maintained.
Biggest changeItem 2. Properties We have delivery centers in more than 25 countries. We have a mixture of owned and leased properties and substantially all of our leased properties are leased under long-term leases with varying expiration dates. We believe that our properties and facilities are suitable and adequate for our present purposes and are well-maintained.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changeThe performance shown in the graph and table below is historical and should not be considered indicative of future price performance. 43 3/31/20 6/30/20 9/30/20 12/31/20 3/31/21 Genpact 69.42 87.06 93.08 99.08 102.84 Peer Group 77.99 98.31 115.35 136.67 145.14 S&P 500 80.40 96.92 105.57 118.40 125.71 6/30/21 9/30/21 12/31/21 3/31/22 6/30/22 Genpact 109.37 114.62 128.33 105.51 103.01 Peer Group 156.94 169.81 208.13 181.73 143.24 S&P 500 136.46 137.25 152.39 145.38 121.97 9/30/22 12/31/22 03/31/23 06/30/23 09/30/23 Genpact 106.72 113.26 113.35 92.48 89.44 Peer Group 131.46 136.85 142.09 147.74 150.24 S&P 500 116.02 124.79 134.14 145.87 141.09 12/31/23 03/31/24 06/30/24 09/30/24 12/31/24 Genpact 86.10 82.09 80.57 98.53 108.30 Peer Group 169.58 167.69 156.89 182.36 183.83 S&P 500 157.59 174.23 181.69 192.39 197.02 This graph is not deemed to be “filed” with the SEC or subject to the liabilities of Section 18 of the Securities Exchange Act of 1934, and should not be deemed to be incorporated by reference into any of our prior or subsequent filings under the Securities Act of 1933 or the Securities Exchange Act of 1934.
Biggest changeThe performance shown in the graph and table below is historical and should not be considered indicative of future price performance. 48 3/31/21 6/30/21 9/30/21 12/31/21 3/31/22 Genpact 103.80 110.38 115.68 129.52 106.49 S&P 500 106.17 115.25 115.92 128.71 122.79 Peer Group 106.20 114.82 124.25 152.28 132.97 6/30/22 9/30/22 12/31/22 3/31/23 6/30/23 Genpact 103.96 107.72 114.31 114.40 93.34 S&P 500 103.02 97.99 105.40 113.30 123.20 Peer Group 104.80 96.19 100.13 103.96 108.10 9/30/23 12/31/23 03/31/24 06/30/24 09/30/24 Genpact 90.27 86.90 82.86 81.32 99.45 S&P 500 119.17 133.10 147.15 153.50 162.50 Peer Group 109.92 124.08 122.69 114.79 133.43 12/31/24 03/31/25 06/30/25 09/30/25 12/31/25 Genpact 109.30 128.65 112.84 107.82 120.86 S&P 500 166.40 159.29 176.70 191.10 196.20 Peer Group 134.50 119.97 118.22 101.23 112.31 This graph is not deemed to be “filed” with the SEC or subject to the liabilities of Section 18 of the Securities Exchange Act of 1934, and should not be deemed to be incorporated by reference into any of our prior or subsequent filings under the Securities Act of 1933 or the Securities Exchange Act of 1934.
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Stock Price Information and Stockholders The principal market on which the Company’s common shares are traded is the New York Stock Exchange under the symbol “G.” As of January 31, 2025, there were 35 holders of record of our common shares.
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Stock Price Information and Stockholders The principal market on which the Company’s common shares are traded is the New York Stock Exchange under the symbol “G.” As of January 31, 2026, there were 34 holders of record of our common shares.
The following graph and table compare the performance of an investment in our common shares (measured as the cumulative total shareholder return) with investments in the S&P 500 Index (market capitalization weighted) and a peer group of companies for the period from January 1, 2020 to December 31, 2024.
The following graph and table compare the performance of an investment in our common shares (measured as the cumulative total shareholder return) with investments in the S&P 500 Index (market capitalization weighted) and a peer group of companies for the period from January 1, 2021 to December 31, 2025.
Dividends In February 2024, our board of directors approved an 11% increase in our quarterly cash dividend to $0.1525 per common share, representing an annual dividend of $0.61 per common share. In 2024, dividends were declared in February, May, July and October and paid in March, June, September and December.
Dividends In February 2025, our board of directors approved an 11% increase in our quarterly cash dividend to $0.17 per common share, representing an annual dividend of $0.68 per common share. In 2025, dividends were declared in February, May, July and October and paid in March, June, September and December.
In February 2025, our board of directors approved an 11% increase in our quarterly cash dividend to $0.17 per common share, representing a planned annual dividend of $0.68 per common share for 2025. Any future dividends will be at the discretion of the board of directors and subject to Bermuda and other applicable laws. Unregistered Sales of Equity Securities None.
In February 2026, our board of directors approved a 10% increase in our quarterly cash dividend to $0.1875 per common share, representing a planned annual dividend of $0.75 per common share for 2026. Any future dividends will be at the discretion of the board of directors and subject to Bermuda and other applicable laws. Unregistered Sales of Equity Securities None.
The selected peer group for the period presented is comprised of six companies that we believe are our closest reporting issuer competitors: Accenture plc, Cognizant Technology Solutions Corp., ExlService Holdings, Inc., Infosys Technologies Limited, Wipro Technologies Limited, and WNS (Holdings) Limited.
The selected peer group for the period presented is comprised of six companies that we believe are our closest reporting issuer competitors: Accenture plc, Cognizant Technology Solutions Corp., ExlService Holdings, Inc., Infosys Technologies Limited, Wipro Technologies Limited, and WNS (Holdings) Limited. WNS (Holdings) Limited was acquired by Capgemini SE in the fourth quarter of 2025.
Purchase of Equity Securities by the Issuer and Affiliated Purchasers Share repurchase activity during the three months ended December 31, 2024 was as follows: Period Total Number of Shares Purchased Weighted Average Price Paid per Share ($) Total Number of Shares Purchased as Part of Publicly Announced Plan or Program Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plan or Program ($) October 1-October 31, 2024 — — — 231,983,299 November 1-November 30, 2024 922,232 45.53 922,232 189,992,842 December 1-December 31, 2024 949,010 45.30 949,010 147,005,441 Total 1,871,242 45.41 1,871,242 In February 2025, our board of directors authorized a $500 million increase to our existing $2.25 billion share repurchase program, first announced in February 2015, bringing the total authorization under our existing program to $2.75 billion.
Purchase of Equity Securities by the Issuer and Affiliated Purchasers Share repurchase activity during the three months ended December 31, 2025 was as follows: Period Total Number of Shares Purchased Weighted Average Price Paid per Share ($) Total Number of Shares Purchased as Part of Publicly Announced Plan or Program Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plan or Program ($) October 1-October 31, 2025 — — — 464,061,368 November 1-November 30, 2025 1,014,511 44.35 1,014,511 419,066,031 December 1-December 31, 2025 1,195,771 45.99 1,195,771 364,076,328 Total 2,210,282 45.24 2,210,282 In February 2025, our board of directors authorized a $500 million increase to our existing $2.25 billion share repurchase program, first announced in February 2015, bringing the total authorization under our existing program to $2.75 billion.
The returns of the component entities of our peer group index are weighted according to the market capitalization of each company as of the end of each period for which a return is presented. The returns assume that $100 was invested on December 31, 2019 and that all dividends were reinvested.
Accordingly, performance data for WNS (Holdings) Limited is included in the chart and table below through September 30, 2025. The returns of the component entities of our peer group index are weighted according to the market capitalization of each company as of the end of each period for which a return is presented.
Added
The returns assume that $100 was invested on December 31, 2020 and that all dividends were reinvested.

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

131 edited+39 added−31 removed67 unchanged
Biggest changeRevenues by segment were as follows: Year ended December 31, Percentage change increase/ (decrease) 2024 vs. 2023 2023 2024 (dollars in millions) Financial Services $ 1,225.4 $ 1,288.9 5.2 % Consumer and Healthcare 1,570.7 1,692.7 7.8 % High Tech and Manufacturing 1,680.8 1,785.6 6.2 % Net revenues 4,476.9 4,767.1 6.5 % Business held for sale (0.5) — NM* Net revenues (excluding business held for sale) $ 4,476.4 $ 4,767.1 6.5 % *Not Meaningful Net revenues from our Financial Services segment increased by 5.2% in 2024 compared to 2023, primarily driven by an increase in risk management and underwriting services from recently signed large deals.
Biggest changeNet revenues from Core Business Services in 2025 were $3,875.8 million, up $137.8 million, or 3.7%, from $3,738.0 million in 2024, primarily due to an increase in revenue from Digital Operations and technology services in 2025 compared to 2024. 2 Revenue growth on a constant currency basis is a non-GAAP measure and is calculated by restating current-period activity using the prior fiscal period’s foreign currency exchange rates adjusted for hedging gains/losses in such period. 58 Net revenues by segment were as follows: Year ended December 31, Percentage change increase/ (decrease) 2025 vs. 2024 2024 2025 (dollars in millions) Financial Services $ 1,288.9 $ 1,356.8 5.3 % Consumer and Healthcare 1,692.7 1,724.7 1.9 % High Tech and Manufacturing 1,785.6 1,998.4 11.9 % Net revenues 4,767.1 5,079.9 6.6 % Net revenues from our Financial Services and Consumer and Healthcare segments increased by 5.3% and 1.9%, respectively, in 2025 compared to 2024, primarily driven by an increase in revenue from Advanced Technology Solutions and technology services.
The total debt issuance cost of $3.0 million incurred in connection with the 2021 Senior Notes offering is being amortized over the life of the notes as additional interest expense.
The total debt issuance cost of $3.0 million incurred in connection with the 2021 Senior Notes offering is being amortized over the life of the 2021 Senior Notes as additional interest expense.
The total debt issuance cost of $4.4 million incurred in connection with the 2024 Senior Notes offering is being amortized over the life of the notes as additional interest expense.
The total debt issuance cost of $4.4 million incurred in connection with the 2024 Senior Notes offering is being amortized over the life of the 2024 Senior Notes as additional interest expense.
The Company (with respect to both series of Senior Notes) has fully and unconditionally guaranteed (i) that the payment of the principal, premium, if any, and interest on the Senior Notes shall be promptly paid in full when due, whether at stated maturity of the Senior Notes, by acceleration, redemption or otherwise, and that the payment of interest on the overdue principal and interest on the Senior Notes, if any, if lawful, and all other obligations of the applicable issuer or issuers of the Senior Notes, respectively, to the holders of the Senior Notes or the trustee under the Senior Notes shall be promptly paid in full or performed, and (ii) in case of any extension of time of payment or renewal of any Senior Notes or any of such other obligations, that the same shall be promptly paid in full when due or performed in accordance with the terms of the extension or renewal, whether at stated maturity, by acceleration or otherwise.
The Company (with respect to all series of Senior Notes) has fully and unconditionally guaranteed (i) that the payment of the principal, premium, if any, and interest on the Senior Notes shall be promptly paid in full when due, whether at stated maturity of the Senior Notes, by acceleration, redemption or otherwise, and that the payment of interest on the overdue principal and interest on the Senior Notes, if any, if lawful, and all other obligations of the applicable issuer or issuers of the Senior Notes, respectively, to the holders of the Senior Notes or the trustee under the Senior Notes shall be promptly paid in full or performed, and (ii) in case of any extension of time of payment or renewal of any Senior Notes or any of such other obligations, that the same shall be promptly paid in full when due or performed in accordance with the terms of the extension or renewal, whether at stated maturity, by acceleration or otherwise.
This is because the number of supervisory and direct support personnel relative to the number of employees who are performing services typically declines in later periods of the contract. It is also because we may retain a portion of the benefit of productivity increases realized over time. 46 Selling, general and administrative expenses .
This is because the number of supervisory and direct support personnel relative to the number of employees who are performing services typically declines in later periods of the contract. It is also because we may retain a portion of the benefit of productivity increases realized over time. Selling, general and administrative expenses .
Other income (expense), net primarily includes certain government incentives received by our subsidiaries, gains (losses) on the sale/disposal of property, plant and equipment and changes in the fair value of assets in our deferred compensation plan. 47 Income taxes . We are incorporated in Bermuda and have operations in many countries.
Other income (expense), net primarily includes certain government incentives received by our subsidiaries, gains (losses) on the sale/disposal of property, plant and equipment and changes in the fair value of assets in our deferred compensation plan. Income taxes . We are incorporated in Bermuda and have operations in many countries.
We manage a portion of our interest rate risk related to floating rate indebtedness by entering into interest rate swaps under which we receive floating rate payments based on the greater of Term Secured Overnight Financing Rate (“SOFR”) and the floor rate under our term loan and make payments based on a fixed rate. Other income (expense), net .
We manage a portion of our interest rate risk related to floating rate indebtedness by entering into interest rate swaps under which we receive floating rate payments based on the greater of Term Secured Overnight Financing Rate (“SOFR”) and the floor rate under our term loan and make payments based on a fixed rate. 52 Other income (expense), net .
Claims of holders of the Senior Notes are structurally subordinated to the liabilities of certain non-Guarantors pursuant to their liabilities under our senior credit facility. 62 Recent Accounting Pronouncements Recently adopted accounting pronouncements For a description of recently adopted accounting pronouncements, see Note 2—“Summary of significant accounting policies—Recently issued accounting pronouncements” to our consolidated financial statements under Part IV, Item 15—“Exhibits and Financial Statement Schedules” and Part II, Item 7—“Management’s Discussion and Analysis of Financial Condition and Results of Operations—Critical Accounting Policies and Estimates.” For a description of recently issued accounting pronouncements, see Note 2—“Summary of significant accounting policies—Recently issued accounting pronouncements” to our consolidated financial statements under Part IV, Item 15—“Exhibits and Financial Statement Schedules.”
Claims of holders of the Senior Notes are structurally subordinated to the liabilities of certain non-Guarantors pursuant to their liabilities under our senior credit facility. 68 Recent Accounting Pronouncements Recently adopted accounting pronouncements For a description of recently adopted accounting pronouncements, see Note 2—“Summary of significant accounting policies—Recently issued accounting pronouncements” to our consolidated financial statements under Part IV, Item 15—“Exhibits and Financial Statement Schedules” and Part II, Item 7—“Management’s Discussion and Analysis of Financial Condition and Results of Operations—Critical Accounting Policies and Estimates.” For a description of recently issued accounting pronouncements, see Note 2—“Summary of significant accounting policies—Recently issued accounting pronouncements” to our consolidated financial statements under Part IV, Item 15—“Exhibits and Financial Statement Schedules.”
Genpact Luxembourg and Genpact USA co-issued $350 million aggregate principal amount of 1.750% senior notes in March 2021 (the "2021 Senior Notes"). The 2021 Senior Notes are fully guaranteed by the Company.
Genpact Luxembourg and Genpact USA co-issued $350.0 million aggregate principal amount of 1.750% senior notes in March 2021 (the "2021 Senior Notes"). The 2021 Senior Notes are fully guaranteed by the Company.
In June 2024, Genpact Luxembourg and Genpact USA co-issued $400 million aggregate principal amount of 6.000% senior notes (the "2024 Senior Notes"). The 2024 Senior Notes are fully guaranteed by the Company.
In June 2024, Genpact Luxembourg and Genpact USA co-issued $400.0 million aggregate principal amount of 6.000% senior notes (the "2024 Senior Notes"). The 2024 Senior Notes are fully guaranteed by the Company.
In connection with our entry into the 2022 Credit Agreement, we terminated our existing credit facility under our amended and restated credit agreement entered into in August 2018 (the “2018 Credit Agreement”) with the Borrowers, as borrowers, Wells Fargo, as administrative agent, and the lenders and other financial institutions party thereto, which was comprised of a $680.0 million term loan and a $500.0 million revolving credit facility.
In connection with our entry into the 2022 Credit Agreement, we terminated our previous credit facility under our amended and restated credit agreement entered into in August 2018 (the “2018 Credit Agreement”) with the Borrowers, as borrowers, Wells Fargo, as administrative agent, and the lenders and other financial institutions party thereto, which was comprised of a $680.0 million term loan and a $500.0 million revolving credit facility.
Other operating (income) expense, net primarily consists of the impact of certain operating losses resulting from the write-down of operating lease right-of-use assets, other assets, property, plant and equipment and intangible assets , impairment charges and losses on the sale of assets classified as held for sale, gains on lease terminations, the waiver of a vendor liability and a gain on the redemption of a loan note associated with the sale of a business classified as held for sale.
Other operating (income) expense, net primarily consists of the impact of certain operating losses resulting from the write-down of operating lease right-of-use assets, property, plant and equipment and intangible assets , losses on the sale of assets classified as held for sale, gains on lease terminations, the waiver of a vendor liability and a gain on the redemption of a loan note associated with the sale of a business classified as held for sale.
For additional information, see Note 3—“Accounts receivable, net of allowance for credit losses” to our consolidated financial statements under Part IV, Item 15—“Exhibits and Financial Statement Schedules.” 59 Goodwill Impairment Testing Goodwill of a reporting unit is tested for impairment at least annually and between annual tests if an event occurs or circumstances change that would more likely than not reduce the fair value of the reporting unit below its carrying amount.
For additional information, see Note 4—“Accounts receivable, net of allowance for credit losses” to our consolidated financial statements under Part IV, Item 15—“Exhibits and Financial Statement Schedules.” Goodwill Impairment Testing Goodwill of a reporting unit is tested for impairment at least annually and between annual tests if an event occurs or circumstances change that would more likely than not reduce the fair value of the reporting unit below its carrying amount.
While some of our contracts provide for limited sharing of the risk of inflation and fluctuations in currency exchange rates, we bear a substantial portion of this risk, and therefore our operating results could be negatively affected by adverse changes in wage inflation rates and foreign currency exchange rates. See our discussion of wage inflation under “Expenses” above.
While some of our contracts provide for limited sharing of the risk of inflation and fluctuations in currency exchange rates, we bear a substantial portion of this risk, and therefore our operating results could be negatively affected by adverse changes in wag e inflation rates and foreign currency exchange rates. See our discussion of wage inflation under “Expenses” above.
Revenue growth on a constant currency 3 basis is a non-GAAP measure. We provide information about our revenue growth on a constant currency 3 basis so that our revenue may be viewed without the impact of foreign currency exchange rate fluctuations compared to prior fiscal periods, thereby facilitating period-to-period comparisons of our business performance.
Revenue growth on a constant currency 2 basis is a non-GAAP measure. We provide information about our revenue growth on a constant currency 2 basis so that our revenue may be viewed without the impact of foreign currency exchange rate fluctuations compared to prior fiscal periods, thereby facilitating period-to-period comparisons of our business performance.
We capitalize certain software and technology development costs incurred in connection with developing or obtaining software or technology for sale to customers when the initial design phase is completed and commercial and technological feasibility has been established. Any development cost incurred before technological feasibility is established is expensed as incurred as research and development costs.
We capitalize certain software and technology-related development costs incurred in connection with developing or obtaining software or technology for sale or lease to customers when the initial design phase is completed and commercial and technological feasibility has been established. Any development cost incurred before technological feasibility is established is expensed as incurred as research and development costs.
The 2022 Credit Agreement replaced the 2018 Credit Agreement. The 2022 Credit Agreement is guaranteed by us and certain of our subsidiaries. The obligations under the 2022 Credit Agreement are unsecured.
The 2022 Credit Agreement replaced the 2018 Credit Agreement. 64 The 2022 Credit Agreement is guaranteed by us and certain of our subsidiaries. The obligations under the 2022 Credit Agreement are unsecured.
We have operating subsidiaries or branches in several countries, including Argentina, Australia, Brazil, Bulgaria, Canada, China, Colombia, Costa Rica, the Czech Republic, Egypt, Germany, Guatemala, Hungary, India, Ireland, Israel, Japan, Malaysia, Mexico, the Netherlands, the Philippines, Poland, Portugal, Romania, Singapore, Slovakia, South Africa, Thailand, Turkey, the United Kingdom and the United States, as well as sales and marketing subsidiaries in certain jurisdictions, including the United States and the United Kingdom, which are subject to tax in such jurisdictions.
We have operating subsidiaries or branches in several countries, including Albania, Argentina, Australia, Brazil, Bulgaria, Canada, China, Colombia, Costa Rica, the Czech Republic, Egypt, Germany, Guatemala, Hungary, India, Ireland, Israel, Japan, Kosovo, Malaysia, Mexico, the Netherlands, Norway, the Philippines, Poland, Portugal, Romania, Singapore, Slovakia, South Africa, Thailand, Turkey, the United Kingdom, the United States and Vietnam, as well as sales and marketing subsidiaries in certain jurisdictions, including the United States and the United Kingdom, which are subject to tax in such jurisdictions.
For additional information, see Note 11—“Leases” to our consolidated financial statements under Part IV, Item 15—“Exhibits and Financial Statement Schedules.” 60 Supplemental Guarantor Financial I nformation As discussed in Note 13, “Long-term debt,” to our consolidated financial statements under Part IV, Item 15- "Exhibits and Financial Statement Schedules," Genpact Luxembourg and Genpact USA co-issued the 2021 Senior Notes and the 2024 Senior Notes.
For additional information, see Note 11—“Leases” to our consolidated financial statements under Part IV, Item 15—“Exhibits and Financial Statement Schedules.” Supplemental Guarantor Financial Information As discussed in Note 13, “Long-term debt,” to our consolidated financial statements under Part IV, Item 15 — "Exhibits and Financial Statement Schedules," Genpact Luxembourg and Genpact USA co-issued the 2021 Senior Notes and the 2024 Senior Notes.
The following tables present summarized financial information for Genpact Luxembourg, Genpact USA and the Company (collectively, the “Debt Issuers and Guarantors”) on a combined basis after elimination of (i) intercompany transactions and balances among the Debt Issuers and Guarantors and (ii) equity in earnings from and investments in the non-Guarantors.
The following tables present summarized financial information for Genpact Luxembourg, Genpact USA, Genpact UK Finco plc and the Company (collectively, the “Debt Issuers and Guarantors”) on a combined basis after elimination of (i) intercompany transactions and balances among the Debt Issuers and Guarantors and (ii) equity in earnings from and investments in the non-Guarantors.
Due to rounding, the numbers presented in the tables included in this Item 7—“Management’s Discussion and Analysis of Financial Condition and Results of Operations” may not add up precisely to the totals provided. 50 Results of Operations For a discussion of our results of operations for the year ended December 31, 2022, including a year-to-year comparison between 2023 and 2022, refer to Part II, Item 7, "Management's Discussion and Analysis of Financial Condition and Results of Operations" in our Annual Report on Form 10-K for the year ended December 31, 2023.
Due to rounding, the numbers presented in the tables included in this Item 7—“Management’s Discussion and Analysis of Financial Condition and Results of Operations” may not add up precisely to the totals provided. 56 Results of Operations For a discussion of our results of operations for the year ended December 31, 2023, including a year-to-year comparison between 2024 and 2023, refer to Part II, Item 7, "Management's Discussion and Analysis of Financial Condition and Results of Operations" in our Annual Report on Form 10-K for the year ended December 31, 2024.
Our selling, general and administrative ("SG&A") expenses are primarily comprised of personnel expenses for senior management and other support personnel in enabling functions, such as human resources, finance, legal, marketing, sales and sales support, and other non-billable support personnel. The operational costs component of SG&A expenses also includes travel and living costs for such personnel.
Our SG&A expenses are primarily comprised of personnel expenses for senior management and other support personnel in enabling functions, such as human resources, finance, legal, marketing, sales and sales support, and other non-billable support personnel. The operational costs component of SG&A expenses also includes travel and living costs for such personnel.
The Senior Notes are structurally subordinated to all of the existing and future debt and other liabilities of the Guarantor’s subsidiaries (other than the Issuer), including the liabilities of certain subsidiaries pursuant to our senior credit facility.
The Senior Notes are structurally subordinated to all of the existing and future debt and other liabilities of the Guarantors' subsidiaries (other than the Issuer), including the liabilities of certain subsidiaries pursuant to our senior credit facility.
These covenants require us to maintain a net debt to EBITDA leverage ratio of below 3x and an interest coverage ratio of more than 3x. During the year ended December 31, 2024, we were in compliance with the terms of the 2022 Credit Agreement, including all of the financial covenants therein.
These covenants require us to maintain a net debt to EBITDA leverage ratio of less than 3x and an interest coverage ratio of more than 3x. During the year ended December 31, 2025, we were in compliance with the terms of the 2022 Credit Agreement, including all of the financial covenants therein.
The cost of factoring accounts receivable sold under this facility during the years ended December 31, 2023 and 2024 was $2.0 million and $2.3 million, respectively. We also have arrangements with financial institutions that manage the accounts payable program for certain of our large clients.
The cost of factoring accounts receivable sold under this facility during the years ended December 31, 2024 and 2025 was $2.3 million and $2.1 million, respectively. We also have arrangements with financial institutions that manage the accounts payable program for certain of our large clients.
We enter into forward currency contracts, which are generally designed to qualify for hedge accounting, in order to hedge most of our net cost currency exposure between the U.S. dollar and the Indian rupee and Mexican peso, between the Australian dollar and the Indian rupee, and between the euro and the Romanian leu, and our revenue currency exposure between the U.S. dollar and the U.K. pound sterling, Philippine peso, Hungarian forint, Chinese renminbi, Malaysian ringgit, Polish zloty and the euro, and between the Chinese renminbi and the Japanese yen.
We enter into forward currency contracts, which are generally designed to qualify for hedge accounting, in order to hedge most of our net cost currency exposure between the U.S. dollar and the Indian rupee and Mexican peso, between the Australian dollar and the Indian rupee, and between the euro and the Romanian leu, and our revenue currency exposure between the U.S. dollar and the UK pound sterling, Philippine peso, Hungarian forint, Chinese renminbi, Malaysian ringgit, Polish zloty, Costa Rican colón, and the euro, and between the Chinese renminbi and the Japanese yen.
For additional information, see Item 1A—“Risk Factors—Currency exchange rate fluctuations in various currencies in which we do business, especially the Indian rupee, the euro and the U.S. dollar, could have a material adverse effect on our business, results of operations and financial condition" and Note 5—“Derivative financial instruments” to our consolidated financial statements under Part IV, Item 15—“Exhibits and Financial Statement Schedules.” Other Liquidity and Capital Resources Information As of December 31, 2023 and 2024, we have purchase commitme nts, net of capital advances paid in respect of such purchases, of $16.0 million and $25.3 million, respectively .
For additional information, see Item 1A—“Risk Factors—Currency exchange rate fluctuations in various currencies in which we do business, especially the Indian rupee, the euro and the U.S. dollar, could have a material adverse effect on our business, results of operations and financial condition" and Note 6—“Derivative financial instruments” to our consolidated financial statements under Part IV, Item 15—“Exhibits and Financial Statement Schedules.” Other Liquidity and Capital Resources Information As of December 31, 2024 and 2025, we have purchase commitments, net of capital advances paid in respect of such purchases, of $25.3 million and $16.5 mill ion, respectively .
We attempt to address the impact of wage increases, and pressures to increase wages, in a number of ways, which include seeking to control entry-level wages, managing attrition, delivering productivity and “right-skilling,” which refers to ensuring that positions are not filled by overqualified employees.
We attempt to address the impact of wage increases, and pressures to increase wages, in a number of ways, which include seeking to control entry-level wages, managing attrition, internal training to re-skill existing employees, delivering productivity and “right-skilling,” which refers to ensuring that positions are not filled by overqualified employees.
On February 7, 2025, our board of directors approved an 11% increase in our quarterly cash dividend from $0.1525 per common share to $0.17 per common share, representing a planned annual dividend of $0.68 per common share for 2025, up from $0.61 per common share in 2024.
On February 6, 2025 , our board of directors approved an 11% increase in our quarterly cash dividend from $0.1525 per common share to $0.17 per common share, representing an annual dividend of $0.68 per common share for 2025, up from $0.61 per common share in 2024.
See Note 7—"Assets and liabilities held for sale" and Note 23—“Segment reporting” to our consolidated financial statements under Part IV, Item 15—“Exhibits and Financial Statement Schedules.” Seasonality Our financial results may vary from period to period. Our revenues are typically higher in the third and fourth quarters than in other quarters, as a result of several factors.
See Note 23—“Segment reporting” to our consolidated financial statements under Part IV, Item 15—“Exhibits and Financial Statement Schedules.” Seasonality Our financial results may vary from period to period. Our revenues are typically higher in the third and fourth quarters than in other quarters, as a result of several factors.
As of December 31, 2024, we were party to interest rate swaps covering a total notional amount of $234.4 million. Under these swap agreements, the rate that we pay to banks in exchange for Term SOFR ranges between 4.25% and 4.72%. Genpact Luxembourg issued $400 million aggregate principal amount of 3.375% senior notes in November 2019 (the “2019 Senior Notes”).
As of December 31, 2025, we were party to interest rate swaps covering a total notional amount of $221.9 million. Under these swap agreements, the rates that we pay to banks in exchange for Term SOFR ranges between 4.25% and 4.72%. Genpact Luxembourg issued $400.0 million aggregate principal amount of 3.375% senior notes in November 2019 (the “2019 Senior Notes”).
Our delivery centers also enjoy corporate tax holidays or concessional tax rates in certain other jurisdictions, including Costa Rica, Israel, Malaysia, the Philippines and Poland. These tax concessions will expire over the next few years, possibly increasing our overall tax rate.
Our delivery centers are eligible for corporate tax holidays or concessional tax rates in certain other jurisdictions, including Costa Rica, Israel, Malaysia, the Philippines and Poland. These tax concessions will expire over the next few years, possibly increasing our overall tax rate.
As of December 31, 2023 and 2024, our outstanding term loan, net of debt amortization expense of $1.3 million and $0.9 million, respectively, was $508.9 million and $476.1 million, respectively. 58 We also have fund-based and non-fund based credit facilities with banks, which are available for operational requirements in the form of overdrafts, letters of credit, guarantees and short-term loans.
As of December 31, 2024 and 2025, our outstanding term loan, net of debt amortization expense of $0.9 million and $0.6 million, respectively, was $476.1 million and $449.9 million, respectively. We also have fund-based and non-fund based credit facilities with banks, which are available for operational requirements in the form of overdrafts, letters of credit, guarantees and short-term loans.
For additional information, see Note 25—“Commitments and contingencies” to our consolidated financial statements under Part IV, Item 15—“Exhibits and Financial Statement Schedules.” As of December 31, 2023 and 2024, we also have operating and finance lease commitments of $287.5 million and $276.2 million, respectively, to be paid over the remaining lease terms.
For additional information, see Note 25—“Commitments and contingencies” to our consolidated financial statements under Part IV, Item 15—“Exhibits and Financial Statement Schedules.” 66 As of December 31, 2024 and 2025, we also have operating and finance lease commitments of $276.2 million and $268.4 million, respectively, to be paid over the remaining lease terms.
We used these arrangements to sell accounts receivable amounting to $324.4 million and $270.2 million during the years ended December 31, 2023 and December 31, 2024, respectively, which also represents the maximum utilization under these arrangements in each such year.
We used these arrangements to sell accounts receivable amounting to $270.2 million and $327.2 million during the years ended December 31, 2024 and December 31, 2025, respectively, which also represents the maximum utilization under these arrangements in each such year.
For example, bookings for our Digital Operations services, which are typically provided under multi-year contracts, generally convert to revenue over a longer period of time than do bookings for our Data-Tech-AI services, which often include shorter cycle, project-based work.
For example, bookings for our Digital Operations services and Core Business Services, which are typically provided under multi-year contracts, generally convert to revenue over a longer period of time than do bookings for our Data-Tech-AI services and Advanced Technology Solutions, which often include shorter cycle, project-based work.
Our other subsidiaries (such subsidiaries are referred to as the “non-Guarantors”) do not guarantee either series of outstanding Senior Notes. Genpact USA fully guaranteed the 2019 Senior Notes. During the year ended December 31, 2024, the Company repaid the 2019 Senior Notes in the amount of $400.0 million at their maturity.
Our other subsidiaries (such subsidiaries are referred to as the “non-Guarantors”) do not guarantee any series of outstanding Senior Notes. During the year ended December 31, 2024, the Company repaid the 2019 Senior Notes in the amount of $400.0 million at their maturity.
Total net revenues on a constant currency 3 basis are calculated by restating current-period activity using the prior fiscal period’s foreign currency exchange rates and adjusted for hedging gains/losses. Our average headcount increased to approximately 135,400 in 2024 from approximately 123,400 in 2023.
Total net revenues on a constant currency 2 basis are calculated by restating current-period activity using the prior fiscal period’s foreign currency exchange rates and adjusted for hedging gains/losses. Our average headcount increased to approximately 146,000 in 2025 from approximately 135,400 in 2024.
As of December 31, 2024 , the amount outstanding under the 2024 Senior Notes, net of debt amortization expense of $3.9 million, was $396.1 million, which is payable on June 4, 2029.
As of December 31, 2024 and 2025 , the amount outstanding under the 2024 Senior Notes, net of debt amortization expense of $3.9 million and $3.0 million, respectively, was $396.1 million and $397.0 million, respectively, which is payable on June 4, 2029.
The 2019 Senior Notes were fully guaranteed by the Company and Genpact USA. The total debt issuance cost of $2.9 million incurred in connection with the 2019 Senior Notes offering was amortized over the life of the notes as additional interest expense.
The 2019 Senior Notes were fully guaranteed by the Company and Genpact USA. The total debt issuance cost of $2.9 million incurred in connection with the 2019 Senior Notes offering was amortized over the life of the notes as additional interest expense. The 2019 Senior Notes matured on December 1, 2024 and were fully repaid.
As of December 31, 2023 and 2024, the amount outstanding under the 2021 Senior Notes, net of debt amortization expense of $1.4 million and $0.8 million, respectively, was $348.6 million and $349.2 million, respectively, which is payable on April 10, 2026.
As of December 31, 2024 and 2025, the amount outstanding under the 2021 Senior Notes, net of debt amortization expense of $0.8 million and $0.2 million, respectively, was $349.2 million and $349.8 million, respectively, which is payable on April 10, 2026.
As of December 31, 2023 and 2024, we have a revolving accounts receivable-based facility of $75.0 million and $60.0 million, respectively, permitting us to sell accounts receivable to banks on a non-recourse basis in the ordinary course of business.
As of December 31, 2024 and 2025, we had a revolving accounts receivable-based facility of $60.0 million and $100.0 million, respectively, permitting us to sell accounts receivable to banks on a non-recourse basis in the ordinary course of business.
Amortization of acquired intangible assets consists of amortization expenses relating to intangible assets acquired through acquisitions. Other operating (income) expense, net.
Amortization of acquired intangible assets consists of amortization expenses relating to intangible assets acquired through acquisitions. Othe r operating (income) expense, net.
Capitalized software and technology costs include only (i) the external direct costs of materials and services utilized in developing or obtaining software and technology and (ii) compensation and related benefits for employees who are directly associated with the project. 49 We test our intangible assets for impairment whenever events occur or changes in circumstances indicate that the related carrying amounts may not be recoverable.
Capitalized software and technology costs include only (i) the external direct costs of materials and services utilized in developing or obtaining software and technology, (ii) compensation and related benefits for employees who are directly associated with the project, and (iii) interest costs incurred while developing or obtaining software or technology for sale or lease to customers. 55 We test our intangible assets for impairment whenever events occur or changes in circumstances indicate that the related carrying amounts may not be recoverable.
The weighted average rate of interest on our debt, including the net impact of interest rate swaps, increased from 3.7% in 2023 to 4.5% in 2024. Other income (expense), net. Our other income (net of expense) was $19.0 million in 2024 , compared to $15.0 million in 2023 .
The weighted average rate of interest on our debt, including the net impact of interest rate swaps, increased from 4.5% in 2024 to 4.7% in 2025. Other income (expense), net. Our other income (net of expense) was $22.1 million in 2025, compared to $19.0 million in 2024.
The Senior Notes are effectively subordinated to all of the Debt Issuer’s and the Guarantor’s existing and future secured debt to the extent of the value of the assets securing such debt.
The Senior Notes are effectively subordinated to all of the Debt Issuers' and the Guarantors' existing and future secured debt to the extent of the value of the assets securing such debt.
We recorded a net foreign exchange gain of $2.9 million in 2024, compared to $4.3 million in 2023. The gains in both years resulted primarily from the depreciation of the Indian rupee against the U.S. dollar. Interest income (expense), net .
We recorded a net foreign exchange gain of $7.4 million in 2025, compared to $2.9 million in 2024. The gains in both years resulted primarily from the weakening of the Indian rupee against the U.S. dollar. 59 Interest income (expense), net .
Failing payment by Genpact Luxembourg or Genpact USA when due of any amount so guaranteed or any performance so guaranteed for whatever reason, the Company shall be obligated to pay the same immediately. The Company has agreed that the guarantees described above are guarantees of payment of the Senior Notes and not guarantees of collection.
Failure of payment by Genpact Luxembourg, Genpact UK Finco plc or Genpact USA when due of any amount so guaranteed or any performance so guaranteed for whatever reason shall obligate the Company to pay the same immediately. The Company has agreed that the guarantees described above are guarantees of payment of the Senior Notes and not guarantees of collection.
AOI for “Unallocated corporate expenses” in the table above primarily represents the adjustment of allowances for credit losses and over- or under-absorption of overheads, none of which is allocated to any individual segment for management's internal reporting purposes.
AOI for “Unallocated corporate expenses” in the table above primarily represents the adjustment of allowances for credit losses, write-downs of property, plant and equipment and right-of-use assets, and over-or-under-absorption of overheads, none of which is allocated to any individual segment for management's internal reporting purposes.
For additional information, see Note 13—“Long-term debt” to our consolidated financial statements under Part IV, Item 15—“Exhibits and Financial Statement Schedules.” • Net deferred tax assets decreased by $33.6 million Our net deferred tax assets decreased by $33.6 million in 2024 compared to 2023.
For additional information, see Note 13—“Long-term debt” to our consolidated financial statements under Part IV, Item 15—“Exhibits and Financial Statement Sch edules.” • Net deferred tax assets decreased by $15.9 million Our net deferred tax assets decreased by $15.9 million in 2025 compared to 2024.
On March 26, 2024, June 26, 2024, September 25, 2024 and December 23, 2024 we paid dividends of $0.1525 per share, amounting to $27.5 million, $27.3 million, $26.9 million and $26.7 million in the aggregate, to shareholders of record as of March 11, 2023, June 10, 2024, September 11, 2024 and December 9, 2024, respectively.
On March 26, 2024 , June 26, 2024 , September 25, 2024 and December 23, 2024, we paid dividends of $0.1525 per share, amounting to $27,492 million, $27,337 million, $26,939 million and $26,698 million in the aggregate, respectively, to shareholders of record as of March 11, 2024, June 10, 2024, September 11, 2024 and December 9, 2024 , respectively.
For additional information, see Note 22—“Income taxes” to our consolidated financial statements under Part IV, Item 15—“Exhibits and Financial Statement Schedules.” Liquidity and Capital Resources Overview Information about our financial position as of December 31, 2023 and 2024 is presented below: As of December 31, As of December 31, Percentage change increase/ (decrease) 2024 vs. 2023 2023 2024 (dollars in millions) Cash and cash equivalents $ 583.7 $ 648.2 11.1 % Short-term investments — 23.4 NM* Short-term borrowings 10.0 — (100.0) % Long-term debt due within one year 432.2 26.2 (93.9) % Long-term debt other than the current portion $ 824.7 $ 1,195.3 44.9 % Genpact Limited total shareholders’ equity $ 2,248.4 $ 2,389.6 6.3 % *Not Meaningful Financial Condition We have historically financed our operations and our expansion, including acquisitions, with cash from operations and borrowing facilities.
For additional information, see Note 22—“Income taxes” to our consolidated financial statements under Part IV, Item 15—“Exhibits and Financial Statement Schedules.” 62 Liquidity and Capital Resources Overview Information about our financial position as of December 31, 2024 and 2025 is presented below: As of December 31, As of December 31, Percentage change increase/ (decrease) 2025 vs. 2024 2024 2025 (dollars in millions) Cash and cash equivalents $ 648.2 $ 853.8 31.7 % Short-term investments 23.4 350.0 NM* Long-term debt due within one year 26.2 376.0 NM* Long-term debt other than the current portion 1,195.3 1,166.3 (2.4) % Total equity 2,389.6 2,549.4 6.7 % *Not Meaningful Financial Condition We have historically financed our operations and our expansion, including acquisitions, with cash from operations and borrowing facilities.
The table below sets forth the percentage of our total net revenues derived from our largest clients in the years ended December 31, 2023 and 2024 : Percentage of Total Net Revenues Year ended December 31, 2023 2024 Top five clients 17.5 % 14.1 % Top ten clients 26.3 % 22.4 % Top fifteen clients 32.7 % 28.8 % Top twenty clients 37.2 % 34.2 % We earn revenues pursuant to contracts that generally take the form of a master service agreement ("MSA"), which is a framework agreement that is then supplemented by statements of work ("SOWs").
T he table below sets forth the percentage of our total net revenues derived from our largest clients in the years ended December 31, 2024 and 2025 : Percentage of Total Net Revenues Year ended December 31, 2024 2025 Top five clients 14.1 % 15.2 % Top ten clients 22.4 % 23.4 % Top fifteen clients 28.8 % 29.6 % Top twenty clients 34.2 % 34.4 % We earn revenues pursuant to contracts that generally take the form of a master service agreement ("MSA"), which is a framework agreement that is then supplemented by statements of work ("SOWs").
Based on our assessment of such qualitative factors, in accordance with ASC 350, we concluded that as of December 31, 2023 and 2024, the fair values of all of our reporting units are likely to be higher than their respective carrying values. Off-Balance Sheet Arrangements Our off-balance sheet arrangements consist of foreign exchange contracts.
Based on our assessment of such qualitative factors in 2024, in accordance with ASC 350, we concluded that as of December 31, 2024, the fair values of all of our reporting units are likely to be higher than their respective carrying values.
Based on our assessment of events or circumstances, we perform a quantitative assessment of goodwill impairment if it is determined that it is more likely than not that the fair value of a reporting unit is less than its carrying amount.
Based on the results of the qualitative assessment, we perform the quantitative assessment of goodwill impairment if we determine that it is more likely than not that the fair value of a reporting unit is less than its carrying amount.
See “Special Note Regarding Forward-Looking Statements” included elsewhere in this Annual Report on Form 10-K. Macroeconomic environment Our results of operations are affected by economic conditions, including the overall inflationary environment and levels of business confidence.
See “Special Note Regarding Forward-Looking Statements” included elsewhere in this Annual Report on Form 10-K. Macroeconomic and business environment Our results of operations are affected by economic and geopolitical conditions, new and rapidly changing technologies, and shifting levels of business confidence.
We typically have multiple SOWs under any given MSA, and the terms of our SOWs vary depending on the nature of the services to be provided.
We typically have multiple SOWs under any given MSA, and the terms of our SOWs vary depending on the nature of the services to be provided. We seek to develop long-term relationships with our clients.
In this way, we try to ensure that contract terms meet our pricing, cash and service objectives. See Item 1—“Business—Sales and marketing” for additional information. Many factors affect how we price our contracts. Under some of our MSAs, we are able to share a limited amount of inflation and currency exchange risk for engagements lasting longer than 12 months.
See Item 1—“Business—Sales and marketing” for additional information. Many factors affect how we price our contracts. Under some of our MSAs, we are able to share a limited amount of inflation and currency exchange risk for engagements lasting longer than 12 months.
The ratio of cost of revenue to revenues for any particular SOW or for all SOWs under an MSA, which generally has a longer term ranging from two to five years, is typically higher in the early periods of the contract or client relationship than in later periods.
Travel and living expenses are included in cost of revenue if the personnel expense for the employee incurring such expense is included in cost of revenue. 51 The ratio of cost of revenue to revenues for any particular SOW or for all SOWs under an MSA, which generally has a longer term ranging from two to five years, is typically higher in the early periods of the contract or client relationship than in later periods.
We also include interest and penalties related to unrecognized tax benefits within our provision for income tax expense. We generally plan to indefinitely reinvest the undistributed earnings of foreign subsidiaries, except for those earnings that can be repatriated in a tax-free manner.
We also include interest and penalties related to unrecognized tax benefits within our provision for income tax expense. We generally plan to indefinitely reinvest the undistributed earnings of foreign subsidiaries, except for those earnings that can be repatriated in a tax-efficient manner. As a result, we recognize tax that would be incurred on undistributed earnings not subject to indefinite reinvestment.
The aggregate maximum capacity utilized at any time during the period ended December 31, 2023 and 2024 was $51.4 million and $55.9 million, respectively. The principal amount outstanding against this facility as of December 31, 2023 and 2024 was $51.3 million and $26.6 million, respectively.
The aggregate maximum capacity utilized at any time during the years ended December 31, 2024 and 2025 was $55.9 million and $60.0 million, respectively. The principal amount outstanding against this facility as of December 31, 2024 and 2025 was $26.6 million and $55.1 million, respectively.
During the years ended December 31, 2023 and 2024, we repurchased 6,013,793 and 6,591,550 of our common shares, respectively, on the open market at a weighted average price of 37.48 and 38.31 per share, respectively, for an aggregate purchase price of $225.4 million and $252.5 million, respectively. All repurchased shares have been retired.
During the years ended December 31, 2024 and 2025, we repurchased 6,591,550 and 6,129,521 of our common shares, respectively, on the open market at a weighted average price of $38.31 and $46.16 per share, respectively, for an aggregate purchase price of $252.5 million and $282.9 million, respectively. All repurchased shares have been retired.
Any future dividends will be at the discretion of our board of directors and subject to Bermuda and other applicable laws. As of December 31, 2024, the total authorization under our existing share repurchase program was $2,250.0 million, of which $147.0 million remained available as of December 31, 2024.
Any future dividends will be at the discretion of our board of directors and subject to Bermuda and other applicable laws. As of December 31, 2025, the total authorization under our existing share repurchase program was $2,750.0 million, including $500.0 million approved in the first quarter of 2025, of which $364.1 million remained available as of December 31, 2025.
For additional information, see Note 7—“Assets and liabilities held for sale” and Note 23—“Segment reporting” to our consolidated financial statements under Part IV, Item 15—“Exhibits and Financial Statement Schedules.” The following table shows the reconciliation of AOI to the most directly comparable GAAP measure for the years ended December 31, 2023 and 2024: Year ended December 31, 2023 2024 (dollars in millions) Net income $ 631.3 $ 513.7 Foreign exchange (gains) losses, net $ (4.3) $ (2.9) Interest (income) expense, net $ 47.9 $ 47.2 Income tax expense/ (benefit) $ (29.0) $ 163.2 Stock-based compensation expense $ 88.6 $ 66.4 Amortization and impairment of acquired intangible assets $ 31.3 $ 26.5 Restructuring expense (income) $ (4.9) $ — Operating loss on the sale of business classified as held for sale $ 1.2 $ — Loss on the sale of business classified as held for sale $ 0.8 $ — Adjusted income from operations $ 762.9 $ 813.9 The following table sets forth our AOI by reportable business segment for the years ended December 31, 2023 and 2024: Year ended December 31, Percentage change increase/ (decrease) 2024 vs. 2023 2023 2024 (dollars in millions) Financial Services $ 193.4 $ 215.9 11.7 % Consumer and Healthcare $ 242.5 $ 293.1 20.9 % High Tech and Manufacturing $ 297.9 $ 319.4 7.2 % Total reportable segment $ 733.7 $ 828.4 12.9 % Unallocated corporate expenses $ 28.0 $ (14.5) NM* Total $ 761.7 $ 813.9 6.9 % Loss relating to business held for sale $ 1.2 $ — NM* Adjusted income from operations $ 762.9 $ 813.9 6.7 % *Not Meaningful 54 AOI of our Financial Services segment increased to $215.9 million in 2024 from $193.4 million in 2023, primarily due to higher revenues and improved operating efficiency in 2024 compared to 2023.
For additional information, see Note 23—“Segment reporting” to our consolidated financial statements under Part IV, Item 15—“Exhibits and Financial Statement Schedules.” The following table shows the reconciliation of AOI to the most directly comparable GAAP measure for the years ended December 31, 2024 and 2025: Year ended December 31, 2024 2025 (dollars in millions) Net income $ 513.7 $ 552.5 Foreign exchange gains, net $ (2.9) $ (7.4) Interest (income) expense, net $ 47.2 $ 49.6 Income tax expense $ 163.2 $ 177.7 Stock-based compensation expense $ 66.4 $ 89.6 Amortization of acquired intangible assets $ 26.5 $ 24.3 Acquisition-related expenses $ — $ 1.3 Adjusted income from operations $ 813.9 $ 887.6 60 The following table sets forth our AOI by reportable business segment for the years ended December 31, 2024 and 2025: Year ended December 31, Percentage change increase/ (decrease) 2025 vs. 2024 2024 2025 (dollars in millions) Financial Services $ 215.9 $ 244.2 13.1 % Consumer and Healthcare $ 293.1 $ 295.1 0.7 % High Tech and Manufacturing $ 319.4 $ 370.2 15.9 % Total reportable segment $ 828.4 $ 909.5 9.8 % Unallocated corporate expenses $ (14.5) $ (21.9) NM* Adjusted income from operations $ 813.9 $ 887.6 9.0 % *Not Meaningful AOI of our Financial Services segment increased to $244.2 million in 2025 from $215.9 million in 2024, primarily due to higher revenues and improved operating efficiency in 2025 compared to 2024.
Income from operations increased by $71.2 million from $630.9 million in 2023 to $702.1 million in 2024, primarily due to a higher gross margin, partially offset by an increase in SG&A expenses in 2024 compared to 2023. Foreign exchange gains (losses), net .
Income from operations increased by $48.1 million from $702.1 million in 2024 to $750.2 million in 2025, primarily due to a higher gross margin, partially offset by an increase in SG&A expenses and Other operating expense (net of income) in 2025 compared to 2024. Foreign exchange gains (losses), net .
Since our share repurchase program was initially authorized in 2015, we have repurchased 64,769,625 of our common shares at a weighted average price of $32.47 per share, for an aggregate purchase price of $2,103.0 million. This amount includes shares repurchased under our 2017 accelerated share repurchase program.
Since our share repurchase program was initially authorized in 2015, we have repurchased 70,899,146 of our common shares at a weighted average price of $33.65 per share, for an aggregate purchase price of $2,385.9 million. This amount includes shares repurchased under our 2017 accelerated share repurchase program.
See Note 2—“Summary of significant accounting policies” to our Consolidated Financial Statements under Part IV, Item 15—“Exhibits and Financial Statement Schedules’’ and Item 7A—“Quantitative and Qualitative Disclosures about Market Risk—Foreign Currency Risk.” 76 % of our fiscal 2024 net revenues were earned in U.S. dollars.
See Note 2—“Summary of significant accounting policies” to our Consolidated Financial Statements under Part IV, Item 15—“Exhibits and Financial Statement Schedules’’ and Item 7A—“Quantitative and Qualitative Disclosures about Market Risk—Foreign Currency Risk.” 75% of our fiscal 2025 net revenues were earned in U.S. dollars. We also received payments in euros, UK pounds sterling, Australian dollars, Indian rupees and Japanese yen.
On February 9, 2023, our board of directors approved a 10% increase in our quarterly cash dividend from $0.125 per common share to $0.1375 per common share, representing an annual dividend of $0.55 per common share for 2023, up from $0.50 per common share in 2022.
On February 8, 2024 , our board of directors approved an 11% increase in our quarterly cash dividend from $0.1375 per common share to $0.1525 per common share, representing an annual dividend of $0.61 per common share for 2024, up from $0.55 per common share in 2023.
They should not be considered as a substitute for, or superior to, financial measures calculated in accordance with GAAP, and may be different from non-GAAP financial measures used by other companies.
AOI and AOI margin are non-GAAP measures and are not based on any comprehensive set of accounting rules or principles. They should not be considered as a substitute for, or superior to, financial measures calculated in accordance with GAAP, and may be different from non-GAAP financial measures used by other companies.
Net cash provided by operating activities was $615.4 million in 2024, up from $490.8 million in 2023.
Net cash provided by operating activities was $812.9 million in 2025, up from $615.4 million in 2024.
Summarized Statements of Income Year ended December 31, 2023 Year ended December 31, 2024 (dollars in millions) Net revenues $ 298.1 $ 422.4 Gross profit 298.1 422.4 Net income 382.4 237.1 Below is a summary of transactions with non-Guarantors included in the summarized statement of income above: Year ended December 31, 2023 Year ended December 31, 2024 (dollars in millions) Royalty income $ 0.7 $ — Revenue from services 297.4 422.4 Interest income /(expense), net 52.1 (15.5) Other income /(expense), net (4.5) (4.4) Summarized Balance Sheets As of December 31, 2023 As of December 31, 2024 (dollars in millions) Assets Current assets $ 2,193.4 $ 1,842.4 Non-current assets 1,045.4 1,000.5 Liabilities Current liabilities $ 5,121.3 $ 4,150.1 Non-current liabilities 904.7 1,236.1 61 Below is a summary of the balances with non-Guarantors included in the summarized balance sheets above: As of December 31, 2023 As of December 31, 2024 (dollars in millions) Assets Current assets Accounts receivable, net $ 114.4 $ 174.7 Loans receivable 1,433.1 932.4 Others 594.8 589.0 Non-current assets Others $ 69.5 $ 46.2 Liabilities Current liabilities Loans payable $ 3,559.7 $ 3,447.0 Others 1,117.8 659.9 Non-Current liabilities Loans payable $ 75.0 $ 38.0 The Senior Notes and the related guarantees rank pari passu in right of payment with all senior and unsecured debt of the Debt Issuers and the Guarantors and rank senior in right of payment to all of the Debt Issuer’s and the Guarantor’s future subordinated debt.
Summarized Statements of Income Year ended December 31, 2024 Year ended December 31, 2025 (dollars in millions) Net revenues $ 422.4 $ 398.6 Gross profit 422.4 398.6 Net income 237.1 224.4 Below is a summary of transactions with non-Guarantors included in the summarized statement of income above: Year ended December 31, 2024 Year ended December 31, 2025 (dollars in millions) Royalty income $ — $ — Revenue from services 422.4 398.6 Interest income /(expense), net (15.5) 11.1 Other income /(expense), net (4.4) (11.3) 67 Summarized Balance Sheets As of December 31, 2024 As of December 31, 2025 (dollars in millions) Assets Current assets $ 1,842.4 $ 2,658.1 Non-current assets 1,000.5 966.0 Liabilities Current liabilities $ 4,150.1 $ 5,017.3 Non-current liabilities 1,236.1 1,058.6 Below is a summary of the balances with non-Guarantors included in the summarized balance sheets above: As of December 31, 2024 As of December 31, 2025 (dollars in millions) Assets Current assets Accounts receivable, net $ 174.7 $ 175.9 Loans receivable 932.4 1,731.5 Others 589.0 302.3 Non-current assets Others $ 46.2 $ — Liabilities Current liabilities Loans payable $ 3,447.0 $ 3,170.1 Others 659.9 1,475.5 Non-Current liabilities Loans payable $ 38.0 $ 38.0 The Senior Notes and the related guarantees rank pari passu in right of payment with all senior and unsecured debt of the Debt Issuers and the Guarantors and rank senior in right of payment to all of the Debt Issuers' and the Guarantors' future subordinated debt.
We calculate AOI as net income, excluding (i) stock-based compensation, (ii) amortization and impairment of acquired intangible assets, (iii) foreign exchange gains/(losses), net, (iv) restructuring (income) expense, (v) the operating loss from the business classified as held for sale, (vi) losses on the sale of businesses classified as held for sale, (vii) interest (income) expense, and (viii) income tax expense/(benefit), as we believe that our results after taking into account these adjustments more accurately reflect our ongoing operations.
We calculate AOI as net income, excluding (i) stock-based compensation, (ii) amortization and impairment of acquired intangible assets, (iii) foreign exchange gains, net, (iv) interest (income) expense, (v) acquisition-related expenses and (vi) income tax expense, as we believe that our results after taking into account these adjustments more accurately reflect our ongoing operations.
The cost of factoring such accounts receivable during the years ended December 31, 2022 and 2023 was $7.9 million and $6.0 million, respectively.
The cost of factoring such accounts receivable during the years ended December 31, 2024 and 2025 was $6.0 million and $5.8 million, respectively.
Year ended December 31, Percentage change increase/ (decrease) 2024 vs. 2023 2023 2024 (dollars in millions) Data-Tech-AI services $ 2,089.5 $ 2,233.9 6.9 % Digital Operations services 2,387.4 2,533.3 6.1 % Total net revenues $ 4,476.9 $ 4,767.1 6.5 % Net revenues from Data-Tech-AI services in 2024 were $2,233.9 million, up $144.4 million, or 6.9%, from $2,089.5 m illion in 2023 .
Net revenues disaggregated between Data-Tech-AI and Digital Operations were as follows: Year ended December 31, Percentage change increase/ (decrease) 2025 vs. 2024 2024 2025 (dollars in millions) Data-Tech-AI services $ 2,233.9 $ 2,442.4 9.3 % Digital Operations services 2,533.3 2,637.5 4.1 % Total net revenues $ 4,767.1 $ 5,079.9 6.6 % Net revenues from Data-Tech-AI services in 2025 were $2,442.4 million, up $208.5 million, or 9.3%, from $2,233.9 million in 2024.
Management believes that the estimates used in the preparation of the consolidated financial statements are reasonable. Although these estimates are based upon management’s best knowledge of current events and actions, actual results could differ from these estimates. Goodwill and other intangible assets .
Management believes that the estimates used in the preparation of the consolidated financial statements are reasonable. Although these estimates are based upon management’s best knowledge of current events and actions, actual results could differ from these estimates. 54 Business combinations. The application of business combination accounting requires the use of significant estimates and assumptions.
For additional information, see Note 6—“Prepaid expenses and other current assets,” Note 10—“Other assets” and Note 24—“Net revenues—Contract balances” to our consolidated financial statements under Part IV, Item 15—“Exhibits and Financial Statement Schedules” for additional information. • Accounts receivable, net increased by $82.3 million The increase in our accounts receivable is primarily due to higher revenue in 2024 compared to 2023, partially offset by lower days sales outstanding in 2024 compared to 2023. • Goodwill and intangible assets decreased by $40.1 million Goodwill decreased by $14.0 million, primarily due to the effect of exchange rate fluctuations.
For additional information, see Note 7—“Prepaid expenses and other current assets,” Note 10—“Other assets” and Note 24—“Net revenues—Contract balances” to our consolidated financial statements under Part IV, Item 15—“Exhibits and Financial Statement Schedules” for additional information. • Accounts receivable, net increased by $41.9 million The incr ease in our accounts receivable is primarily due to an increase in quarter-over-quarter revenue in the fourth quarter of 2025 compared to 2024, partially offset by lower days sales outstanding in 2025 compared to 2024. 61 • Goodwill and intangible assets increased by $151.4 million Goodwill increased by $111.3 million, primarily due to our acquisition of XponentL.
As of December 31, 2023 and 2024, the limit available under such facilities was $23.3 million and $22.4 million, respectively, of which $9.3 million and $8.5 million, respectively, was utilized, constituting non-funded drawdown.
As of December 31, 2024 and 2025, the limits available under such facilities were $22.4 million and $26.6 million, respectively, of which $8.5 million and $8.0 million, respectively, were utilized, constituting non-funded drawdown.
As of December 31, 2023 and 2024, a total of $11.6 million and $1.5 million, respectively, of our revolving credit facility was utilized, of which $10.0 million and $0.0 million, respectively, constituted funded drawdown, and $1.6 million and $1.5 million, respectively, constituted non-funded drawdown.
As of December 31, 2024 and 2025, a total of $1.5 million and $1.3 million, respectively, of our revolving credit facility was utilized, of which $0.0 million and $0.0 million, respectively, constituted funded drawdown, and $1.5 million and $1.3 million , respectively, constituted non-funded drawdown. Our outstanding term loan and revolving credit facility expire on December 13, 2027.
U.S., U.K., and Indian transfer pricing regulations, as well as the regulations applicable in the other countries in which we operate, require that any international transaction involving affiliated enterprises be made on arm’s-length terms. We consider the transactions among our subsidiaries to be substantially on arm’s-length pricing terms.
Transfer pricing . We have transfer pricing arrangements among our subsidiaries involved in various aspects of our business, including operations, marketing, sales and delivery functions. U.S., UK, and Indian transfer pricing regulations, as well as the regulations applicable in the other countries in which we operate, require that any international transaction involving affiliated enterprises be made on arm’s-length terms.
New business proposals are reviewed in line with our strategy to target specific industry verticals and geographical markets. We begin each year with a set of named accounts, including prospective clients with operations in our target areas, and all opportunities during the year are reviewed by business leaders from the applicable industry vertical, operations, and finance teams.
We begin each year with a set of named accounts, including prospective clients with operations in our target areas, and all opportunities during the year are reviewed by business leaders from the applicable industry vertical, operations, and finance teams. In this way, we try to ensure that contract terms meet our pricing, cash and service objectives.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

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Biggest changeOur expenses are primarily in U.S. dollars and we also incur expenses in Indian rupees, Romanian lei, Chinese renminbi, U.K. pounds sterling, Philippine pesos and the currencies of the other countries in which we have operations. Our exchange rate risk arises from our foreign currency revenues, expenses, receivables and payables.
Biggest changeOur expenses are primarily in Indian Rupee and we also incur expenses in U.S. dollars, Romanian lei, UK pounds sterling, Chinese renminbi, Philippine pesos, Polish zloty, euros, Mexican pesos, Costa Rican colón, Japanese yen, Canadian dollars, Malaysian ringgit, Guatemalan quetzals, Australian dollars, South African rand, Hungarian forint and the currencies of the other countries in which we have operations.
Additionally, the interest rates on our 2019 and 2021 Senior Notes are subject to adjustment based on the ratings assigned by Moody’s and S&P to the notes from time to time. A decline in such ratings could result in an increase of up to 2% in the rate of interest on the 2019 and 2021 Senior Notes.
Additionally, the interest rates on our 2021 Senior Notes are subject to adjustment based on the ratings assigned by Moody’s and S&P to the notes from time to time. A decline in such ratings could result in an increase of up to 2% in the rate of interest on the 2021 Senior Notes.
We executed a treasury rate lock agreement for $350 million in connection with future interest payments to be made on the 2021 Senior Notes, and the treasury rate lock agreement was designated as a cash flow hedge.
We executed a treasury rate lock agreement for $350.0 million in connection with future interest payments to be made on the 2021 Senior Notes, and the treasury rate lock agreement was designated as a cash flow hedge.
We executed treasury rate lock agreements for $400 million in connection with future interest payments to be made on the 2024 Senior Notes, and the treasury rate lock agreements were designated as cash flow hedges.
We executed treasury rate lock agreements for $400.0 million in connection with future interest payments to be made on the 2024 Senior Notes, and the treasury rate lock agreements were designated as cash flow hedges.
Our ability to enter into derivatives that meet our planning objectives is subject to the depth and liquidity of the market for such derivatives. In addition, the laws of China, India, Malaysia, the Philippines and Romania limit the duration and amount of such arrangements.
Our ability to enter into derivatives that meet our planning objectives is subject to the depth and liquidity of the market for such derivatives. In addition, the laws of China, India, Malaysia, Philippines, Costa Rica and Romania limit the duration and amount of such arrangements.
See Item 7 —“Management’s Discussion and Analysis of Financial Condition and Results of Operations—Foreign exchange gains (losses), net.” Interest rate risk Our exposure to interest rate risk arises principally from interest on our indebtedness.
See Item 7 —“Management’s Discussion and Analysis of Financial Condition and Results of Operations—Foreign exchange gains (losses), net.” Interest rate risk Ou r exposure to interest rate risk arises principally from interest on our indebtedness.
We have sought to reduce the effect of any Indian rupee-U.S. dollar, Indian rupee-Australian dollar, Philippine Peso-U.S. dollar, Chinese renminbi-Japanese yen, Chinese renminbi-U.S dollar, Romanian leu-euro, Mexican peso-U.S. dollar, Polish zloty-U.S. dollar, Hungarian forint-U.S. dollar, Malaysian ringgit-U.S. dollar and certain other local currency exchange rate fluctuations on our results of operations by purchasing forward foreign exchange contracts to cover a portion of our expected cash flows and accounts receivable.
We have sought to reduce the effect of any Indian rupee-U.S. dollar, Indian rupee-Australian dollar, Philippine Peso-U.S. dollar, Chinese renminbi-Japanese yen, Chinese renminbi-U.S dollar, Romanian leu-euro, Mexican peso-U.S. dollar, Polish zloty-U.S. dollar, Hungarian forint-U.S. dollar, Malaysian ringgit-U.S. dollar, Costa Rican colón-U.S. dollar and certain other local currency exchange rate fluctuations on our results of operations by purchasing forward foreign exchange contracts to cover a portion of our expected cash flows and accounts receivable.
These treasury rate lock agreements were terminated on May 30, 2024, and a deferred loss was recorded in accumulated other comprehensive income and is being amortized to interest expense over the life of the 2024 Senior Notes. The remaining loss to be amortized related to the treasury rate lock agreements as of December 31, 2024 was $0.4 million.
These treasury rate lock agreements were terminated on May 30, 2024, and a deferred loss was recorded in accumulated other comprehensive income and is being amortized to interest expense over the life of the 2024 Senior Notes. The remaining loss to be amortized related to the treasury rate lock agreements as of December 31, 2025 was $0.3 million.
The treasury rate lock agreement was terminated on March 23, 2021, and a deferred gain was recorded in accumulated other comprehensive income and is being amortized to interest expense over the life of the 2021 Senior Notes. The remaining gain to be amortized related to the treasury rate lock agreement as of December 31, 2024 was $0.2 million.
The treasury rate lock agreement was terminated on March 23, 2021, and a deferred gain was recorded in accumulated other comprehensive income and is being amortized to interest expense over the life of the 2021 Senior Notes. The remaining gain to be amortized related to the treasury rate lock agreement as of December 31, 2025 was $0.0 million.
Based on the results of our European operations for fiscal 2024 , and excluding any hedging arrangements that we had in place during that period, a 10.0% appreciation or depreciation of the euro against the U.S. dollar would have increased or decreased, as applicable, our revenues in fiscal 2024 by $15.0 million.
Based on the results of our European operations for fiscal 2025, and excluding any hedging arrangements that we had in place during that period, a 10.0% appreciation or depreciation of the euro against the U.S. dollar would have increased or decreased, as applicable, our revenues in fiscal 2025 by $20.0 million.
We may not be able to purchase contracts adequate to insulate us from Indian rupee-U.S. dollar, Chinese renminbi-Japanese yen, Chinese renminbi-U.S dollar, Philippine peso-U.S. dollar, Malaysian ringgit-U.S. dollar and Romanian leu-euro foreign exchange currency risks. In addition, any such contracts may not perform adequately as hedging mechanisms.
We may not be able to purchase contracts adequate to insulate us from Indian rupee-U.S. dollar, Chinese renminbi-Japanese yen, Chinese renminbi-U.S dollar, Philippine peso-U.S. dollar, Malaysian ringgit-U.S. dollar, Costa Rican colón-U.S. dollar and Romanian leu-euro foreign exchange currency risks. In addition, any such contracts may not perform adequately as hedging mechanisms.
Similarly, excluding any hedging arrangements that we had in place during that period, a 10.0% depreciation of the Indian rupee against the U.S. dollar would have decreased our expenses incurred and paid in Indian rupees in fiscal 2024 by $124.0 million.
Similarly, excluding any hedging arrangements that we had in place during that period, a 10.0% depreciation of the Indian rupee against the U.S. dollar would have decreased our expenses incurred and paid in Indian rupees in fiscal 2025 by $138.0 million.
For fiscal 2024, such an increase would have had an impact of up to $14.0 million on our net interest expense. 63 We manage a portion of our interest rate risk related to floating rate indebtedness by entering into interest rate swaps under which we receive floating rate payments based on the greater of Term SOFR and the floor rate under our term loan and make payments based on a fixed rate.
For fiscal 2025, such an increase would have had an impact of up to $7.0 million on our net interest expense. 69 We manage a portion of our interest rate risk related to floating rate indebtedness by entering into interest rate swaps under which we receive floating rate payments based on the greater of Term SOFR and the floor rate under our term loan and make payments based on a fixed rate.
Credit risk As of December 31, 2024 , we had accounts receivable, including deferred billings, net of allowance for credit l osses, of $1,321.5 million. No single client owed more than 10% of our accounts receivable balance as of December 31, 2024.
Credit risk As of December 31, 2025 , we had accounts receivable, including deferred billings, net of allowance for credit l osses, of $1,462.5 million. No single client owed more than 10% of our accounts receivable balance as of December 31, 2025.
As of December 31, 2024 , we were party to interest rate swaps covering a total notional amount of $234.4 million. Under our swap agreements outstanding as of December 31, 2024 , the rate that we pay to banks in exchange for Term SOFR ranges between 4.25% and 4.72%.
As of December 31, 2025, we were party to interest rate swaps covering a total notional amount of $221.9 million. Under our swap agreements outstanding as of December 31, 2025, the rate that we pay to banks in exchange for Term SOFR ranges between 4.25% and 4.72% .
Item 7A. Quantitative and Qualitative Disclosures about Market Risk Foreign currency risk Our exposure to market risk arises principally from exchange rate risk. A substantial portion of our revenues (76% in fiscal 2024 ) is received in U.S. dollars. We also receive revenues in euros, U.K. pounds sterling, Australian dollars, Indian rupees and Japanese yen.
Item 7A. Quantitative and Qualitative Disclosures about Market Risk Foreign currency risk Our exposure to market risk arises principally from exchange rate risk. A substantial portion of our revenues (75% in fiscal 2025) is received in U.S. dollars. We also receive revenues in euros, UK pounds sterling, Australian dollars, Indian rupees and Japanese yen.
Conversely, a 10.0% appreciation of the Indian rupee against the U.S. dollar would have increased our expenses incurred and paid in rupees in fiscal 2024 by $152.0 million.
Conversely, a 10.0% appreciation of the Indian rupee against the U.S. dollar would have increased our expenses incurred and paid in rupees in fiscal 2025 by $169.0 million.
See Item 1A—"Risk Factors"—"We may be unable to service our debt or obtain additional financing on competitive terms or at all.” Based on our indebtedness, a 2% change in interest rates, including the impact on the cost of our interest rate swaps, would have had a $6.0 million impact on our net interest expense in fisc al 2024.
See Item 1A—"Risk Factors"—"We may be unable to service our debt or obtain additional financing on competitive ter ms or at all.” Based on our indebtedness, a 2% change in interest rates, including the impact on the cost of our interest rate swaps, would have had a $5.0 million impact on our net interest expense in fiscal 2025.
As of December 31, 2024 , we had $1,221.4 million of indebtedness, comprised of (a) $476.1 million of indebtedness under our 2022 Credit Agreement consisting of a long-term loan of $476.1 million, net of $0.9 million in unamortized debt issuance expenses, (b) $349.2 million in indebtedness under our 2021 Senior Notes, net of $0.8 million in unamortized bond issuance expenses, and (c) $396.1 million in indebtedness under our 2024 Senior Notes, net of $3.9 million in unamortized bond issuance expenses.
As of December 31, 2025 , we had $1,542.3 million of indebtedness, comprised of (a) $449.9 million of indebtedness under our 2022 Credit Agreement consisting of a long-term loan, net of $0.6 million in unamortized debt issuance expenses, (b) $349.8 million in indebtedness under our 2021 Senior Notes, net of $0.2 million in unamortized bond issuance expenses, (c) $397.0 million in indebtedness under our 2024 Senior Notes, net of $3.0 million in unamortized bond issuance expenses, and (d) $345.6 million in indebtedness under our 2025 Senior Notes, net of $4.4 million in unamortized bond issuance expenses.
Added
Our exchange rate risk arises from our foreign currency revenues, expenses, receivables and payables.
Added
We executed treasury rate lock agreements for $350.0 million in connection with future interest payments to be made on the 2025 Senior Notes, and the treasury rate lock agreements were designated as cash flow hedges.
Added
These treasury rate lock agreements were terminated on November 13, 2025 and a deferred loss was recorded in accumulated other comprehensive income and is being amortized to interest expense over the life of the 2025 Senior Notes. The remaining loss to be amortized related to the treasury rate lock agreements as of December 31, 2025 was $0.2 million.

Other G 10-K year-over-year comparisons