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WNS Fiscal 2007 Net Income Increases 45.0%; Net Income (Excluding Share-Based Compensation Expense and Amortization of Intangible Assets) Increases 52.4%

Monday, May 14, 2007
Revenue Increases 73.7%; Revenue Less Repair Payments Increases 48.5%, Over the Prior Fiscal Year Guidance for Fiscal 2008 Indicates Continued Momentum
MUMBAI, India & NEW YORK, May 14, 2007 (BUSINESS WIRE) -- WNS (Holdings) Limited (NYSE: WNS), a leading provider of offshore business process outsourcing (BPO) services, today announced strong results for the fiscal fourth quarter and fiscal year ended March 31, 2007, and provided its guidance for the 2008 fiscal year.

"At the end of our first fiscal year as a public company, I am pleased to report that we have shown strong growth in revenue less repair payments of 48.5%. This is well ahead of the overall market growth rate of 32% as estimated by Nasscom," said Neeraj Bhargava, Group Chief Executive Officer. "Not only is our revenue engine powerful, we also achieved the higher end of our target net income range for the year. Also, our fourth quarter was very strong on both revenue growth and margins and the growth, in particular, strengthens our confidence in achieving next year's targets."

WNS recorded net income of $26.6 million for fiscal 2007. Further, it announced that net income excluding amortization of intangible assets and share-based compensation expense was $32.2 million for the year, which was at the higher end of its guidance range of $30.5 million to $32.5 million.

"The profitability from our incremental revenue allowed us to meet the higher end of our revenue guidance, despite a higher provision for income taxes and a higher national insurance contribution expense," said Zubin Dubash, Group Chief Financial Officer. "The higher national insurance contribution expense was driven by a large number of our UK employees exercising their stock options upon expiration of the post IPO lock-up period."

Financial Highlights: Fourth Quarter Ended March 31, 2007

-- Quarterly revenue of $110.7 million, up 109.1% from the corresponding quarter last year.

-- Quarterly revenue less repair payments of $64.0 million, up 54.5% from the corresponding quarter last year.

-- Quarterly net income of $8.9 million, up 140.8% from the corresponding quarter last year.

-- Quarterly net income (excluding share-based compensation expense and amortization of intangible assets) of $10.6 million, up 140.1% from the corresponding quarter last year.

-- Quarterly basic income per ADS of 22 cents, up from 10 cents for the corresponding quarter last year.

-- Quarterly basic income per ADS (excluding share-based compensation expense and amortization of intangible assets) of 26 cents, up from 13 cents for the corresponding quarter last year.

Financial Highlights: Fiscal Year Ended March 31, 2007

-- Revenue of $352.3 million, up 73.7% from fiscal 2006.

-- Revenue less repair payments of $219.7 million, up 48.5% from fiscal 2006.

-- Net income of $26.6 million, up 45.0% from fiscal 2006.

-- Net income (excluding share-based compensation expense and amortization of intangible assets) of $32.2 million, up 52.4% from fiscal 2006.

-- Basic income per ADS of 69 cents, up from 56 cents for fiscal 2006.

-- Basic income per ADS (excluding share-based compensation expense and amortization of intangible assets) of 83 cents, up from 64 cents for fiscal 2006.

Reconciliations of non-GAAP financial measures to GAAP operating results are included at the end of this release.

Key Announcements

-- As announced today, the acquisition of Marketics Technologies was completed on May 9, 2007.

-- Anish Nanavaty will take over the position of CEO - WNS Knowledge Services from Amit Bhatia. Mr. Nanavaty has been with WNS for five years and has played a key role in establishing the company's presence in the North American market. Over the last three years, he has focused on building WNS' travel sector focused business, leading several key client relationships. Prior to joining WNS, Mr. Nanavaty spent 10 years as a strategy consultant with The Monitor Group and Mars & Company in the US and India. Mr. Bhatia will move on to focus on talent management issues as part of the CEO's office.

-- Under the leadership of Akos Csernus, a new hire with a track record of working in the outsourcing industry in Europe with Genpact and PwC Consulting, WNS will set up a new delivery facility in Bucharest, Romania, with an initial capacity of 125 seats. This facility is expected to be commissioned by the second half of fiscal 2008.

Fiscal 2008 Guidance

WNS also provided its guidance for the fiscal year ending March 31, 2008:

-- The guidance assumes an exchange rate of 42 Indian Rupees to 1 US Dollar and 2.00 US Dollars to 1 Pound Sterling.

-- Revenue less repair payments expected to be between $302 million and $307 million representing a growth of between 37.5% and 39.7%. This guidance conservatively assumes the loss of revenue from January 2008 related to a Build-Operate-Transfer contract if the client exercises the transfer option in December 2007.

-- Net income (excluding share-based compensation expense and amortization of intangible assets) is expected to be between $41.0 million to $ 43.0 million. This represents a growth of between 27.5% and 33.7%, despite the significant appreciation of the Indian Rupee.

-- Net income (excluding share-based compensation expense and amortization of intangible assets) guidance includes a loss of approximately $1.7 million expected from our new Eastern European facility announced today.

"Our analysis indicates that for every 1% depreciation/appreciation in the US dollar against the Indian rupee, our net income margins (excluding share-based compensation expense and amortization of intangible assets) will decrease/increase by approximately 0.5% for fiscal 2008," said Zubin Dubash, Group Chief Financial Officer. "Similarly, for every 1% depreciation/appreciation in the US dollar against the Pound Sterling, our net income margins (excluding share-based compensation expense and amortization of intangible assets) will increase/decrease by approximately 0.3% for fiscal 2008."

Conference Call

WNS will host a conference call on May 15, at 8 a.m. (EST) to discuss the company's quarterly and fiscal year results. To participate, callers can dial 800-295-3991 from within the U.S. or +1-617-614-3924 from any other country. The participant passcode is 1352836. A replay will be made available online at www.wnsgs.com for a period of three months beginning two hours after the end of the call.

About WNS

WNS is a leading provider of offshore business process outsourcing, or BPO, services. We provide comprehensive data, voice and analytical services that are underpinned by our expertise in our target industry sectors. We transfer the execution of the business processes of our clients, which are typically companies located in Europe and North America, to our delivery centers located primarily in India. We provide high quality execution of client processes, monitor these processes against multiple performance metrics, and seek to improve them on an ongoing basis.

Our ADSs are listed on the New York Stock Exchange. For more information, please visit our website at www.wnsgs.com.

About Non-GAAP Financial Measures

For financial statement reporting purposes, the company has two reportable segments: WNS Global BPO and WNS Auto Claims BPO. In the auto claims segment, WNS provides claims-handling and accident-management services, in which it arranges for automobile repairs through a network of third-party repair centers. In its accident-management services, WNS acts as the principal in dealings with the third-party repair centers and clients.

The amounts invoiced to WNS clients for payments made by WNS to third-party repair centers are reported as revenue. As the company wholly subcontracts the repairs to the repair centers, it evaluates its financial performance based on revenue less repair payments to third party repair centers, which is a non-GAAP measure.

WNS believes revenue less repair payments reflects more accurately the value addition of the business process services it directly provides to its clients. The presentation of this non-GAAP information is not meant to be considered in isolation or as a substitute for the company's financial results prepared in accordance with U.S. GAAP. WNS revenue less repair payments may not be comparable to similarly titled measures reported by other companies due to potential differences in the method of calculation.

Safe Harbor Statement under the provisions of the United States Private Securities Litigation Reform Act of 1995

This news release contains forward-looking statements, as defined in the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. These statements involve a number of risks, uncertainties and other factors that could cause actual results to differ materially from those that may be projected by these forward looking statements. These risks and uncertainties include but are not limited to a slowdown in the U.S. and Indian economies and in the sectors in which our clients are based, a slowdown in the BPO and IT sectors world-wide, competition, the success or failure of our past and future acquisitions, attracting, recruiting and retaining highly skilled employees, technology, legal and regulatory policy as well as other risks detailed in our reports filed with the U.S. Securities and Exchange Commission. These filings are available at www.sec.gov. We may, from time to time, make additional written and oral forward-looking statements, including statements contained in our filings with the Securities and Exchange Commission and our reports to shareholders. You are cautioned not to place undue reliance on these forward-looking statements, which reflect management's current analysis of future events. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

                        WNS (HOLDINGS) LIMITED
            CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
       (Amounts in thousands, except share and per share data)

                         Three months ended          Year ended
                       March 31,   March 31,   March 31,   March 31,
                           2007        2006        2007        2006
                       (Unaudited) (Unaudited) (Unaudited)

Revenue                   110,671      52,920     352,286     202,809
Cost of Revenue (refer
 to note (a) below)        85,157      37,323     271,174     145,731
Gross Profit               25,514      15,597      81,112      57,078
Operating expenses:
Selling, general and
 administrative
 expenses (refer to
 note (b) as below)        16,280      11,367      52,461      36,346
Amortization of
 intangible assets            456         508       1,896         856
Operating income            8,778       3,722      26,755      19,876
Other income, net           1,251         277       2,500         456
Interest expense                -         (54)       (100)       (429)
Income before income
 taxes                     10,029       3,945      29,155      19,903
Provision for income
 taxes                     (1,156)       (261)     (2,574)     (1,574)
Net income                  8,873       3,685      26,581      18,329
Basic income per share      $0.22       $0.10       $0.69       $0.56
Diluted income per
 share                      $0.21       $0.10       $0.65       $0.52
Basic weighted average
 ordinary shares
 outstanding           40,866,567  35,174,350  38,608,188  32,874,299
Diluted weighted
 average ordinary
 shares outstanding    42,796,992  37,724,432  41,120,497  35,029,766

Note:
 Includes the
  following share-
  based compensation
  amounts:
(a) Cost of Revenue           465         127         995         127
(b) Selling, general
 and administrative
 expenses                     819         101       2,688       1,795

Non-GAAP measure note:

In addition to its reported operating results in accordance with U.S. generally accepted accounting principles (US GAAP). WNS has included in the table below non-GAAP operating measures that the Securities and Exchange Commission defines as "non-GAAP financial measures". Management believes that such non-GAAP financial measures, when read in conjunction with the company's reported results, can provide useful supplemental information for investors analyzing period to period comparisons of the company's results. The non-GAAP financial measures disclosed by the company should not be considered a substitute for, or superior to, financial measures calculated in accordance with GAAP, and the financial results calculated in accordance with GAAP and reconciliations to those financial statements should be carefully evaluated.

Reconciliation of revenue less repair payments (non-GAAP)   Amount in
 to revenue (GAAP)                                           thousands
                                   Three months
                                        ended          Year ended
                                  ------------------------------------
                                   March    March   March
                                    31,      31,     31,    March 31,
                                    2007     2006    2007      2006
                                  -------- ---------------- ----------

                                  -------- ---------------- ----------
Revenue less repair payments
 (Non-GAAP)                        64,034  41,444  219,700    147,906
Add: Payments to repair centers    46,637  11,476  132,586     54,903
Revenue (GAAP)                    110,671  52,920  352,286    202,809

                                                            Amount in
Reconciliation of cost of revenue (non-GAAP to GAAP)         thousands
                                    Three months
                                        ended          Year ended
                                   -----------------------------------
                                   March   March    March
                                     31,     31,     31,    March 31,
                                     2007    2006    2007      2006
                                   -----------------------------------

                                   -----------------------------------
Cost of revenue (Non-GAAP)         38,520  25,847  138,588     90,828
Add: Payments to repair centers    46,637  11,476  132,586     54,903
Cost of revenue (GAAP)             85,157  37,323  271,174    145,731

Reconciliation of selling, general and administrative
 expense excluding share-based compensation expense (non-
 GAAP) to selling, general and administrative expense       Amount in
 (GAAP)                                                      thousands
                                     Three months
                                         ended          Year ended
                                    ----------------------------------
                                    March   March   March
                                      31,     31,     31,   March 31,
                                      2007    2006    2007     2006
                                    ----------------------------------

                                    ----------------------------------
Selling, general and administrative
 expenses (excluding share-based
 compensation expense) (Non-GAAP)   15,461  11,266  49,773     34,551
Add: Share-based compensation
 expense                               819     101   2,688      1,795
Selling, general and administrative
 expenses (GAAP)                    16,280  11,367  52,461     36,346

Reconciliation of operating income excluding share-based
 compensation and amortization of intangible assets (non-   Amount in
 GAAP) to operating income (GAAP)                            thousands
                                     Three months
                                          ended         Year ended
                                     ---------------------------------
                                     March   March  March
                                       31,    31,     31,   March 31,
                                       2007   2006    2007     2006
                                     ---------------------------------

                                     ---------------------------------
Operating income (excluding share-
 based compensation and amortization
 of intangible assets) (Non-GAAP)    10,518  4,458  32,334     22,654
Less: Share-based compensation
 expense                              1,284    228   3,683      1,922
Less: Amortization of intangible
 assets                                 456    508   1,896        856
      Operating income (GAAP)         8,778  3,722  26,755     19,876

Reconciliation of net income excluding share-based
 compensation expense and amortization of intangible assets Amount in
 (non-GAAP) to net income (GAAP)                             thousands
                                     Three months
                                          ended         Year ended
                                     ---------------------------------
                                     March   March  March
                                       31,    31,     31,   March 31,
                                       2007   2006    2007     2006
                                     ---------------------------------

                                     ---------------------------------
Net income (excluding share-based
 compensation and amortization of
 intangible assets) (Non-GAAP)       10,612  4,421  32,160     21,107
Less: Share-based compensation
 expense                              1,284    228   3,683      1,922
Less: Amortization of intangible
 assets                                 456    508   1,896        856
Net income (GAAP)                     8,872  3,685  26,581     18,329

Reconciliation of basic income per ADS (excluding amortization of
 intangibles assets and share-based compensation expense) to basic
 income per ADS (non-GAAP to GAAP)
                                                 Three
                                                 months
                                                  ended    Year ended
                                               -----------------------
                                               March March March March
                                                31,   31,   31,   31,
                                                2007  2006  2007  2006
                                               -----------------------

                                               -----------------------
Basic income per ADS (excluding amortization
 of intangible assets and share based
 compensation expense) (Non-GAAP)              0.26  0.13  0.83  0.64
Less: Adjustments for amortization of
 intangible assets and share-based
 compensation expense                          0.04  0.03  0.14  0.08
Basic income per ADS (GAAP)                    0.22  0.10  0.69  0.56

Reconciliation of diluted income per ADS (excluding amortization of
 intangibles assets and share-based compensation expense) to diluted
 income per ADS (non-GAAP to GAAP)
                                          Three months
                                              ended        Year ended
                                        ------------------------------
                                         March    March   March  March
                                          31,      31,     31,    31,
                                          2007     2006    2007   2006
                                        ------------------------------

                                        ------------------------------
Diluted income per ADS (excluding
 amortization of intangible assets and
 share based compensation expense)
 (Non-GAAP)                                0.25     0.12   0.78  0.60
Less: Adjustments for amortization of
 intangible assets and share-based
 compensation expense                      0.04     0.02   0.13  0.08
Diluted income per ADS (GAAP)              0.21     0.10   0.65  0.52

                        WNS (HOLDINGS) LIMITED
                     CONSOLIDATED BALANCE SHEETS
       (Amounts in thousands, except share and per share data)

                                                 March 31,   March 31,
                                                     2007       2006
                                                 (Unaudited)
                                                 ---------------------
ASSETS
Current assets
  Cash and cash equivalents                        $112,340  $ 18,549
  Bank deposits                                      12,000         -
  Accounts receivable, net of allowance of $364
   and $373, respectively                            40,340    25,976
  Accounts receivable - related parties                 252     2,105
  Funds held for clients                              6,589     3,047
  Employee receivables                                1,289       922
  Prepaid expenses                                    2,162     1,225
  Prepaid income taxes                                4,526     2,488
  Deferred tax assets                                     -       353
  Other current assets                                4,524     2,730
                                                 ---------------------
    Total current assets                            184,022    57,395

Goodwill                                             37,356    33,774
Intangible assets, net                                7,091     8,713
Property and equipment, net                          41,830    30,623
Deposits                                              3,081     2,990
Deferred tax assets                                   3,802     1,308
                                                 ---------------------
TOTAL ASSETS                                        277,182  $134,803
                                                 =====================

LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities
  Accounts payable                                   18,505  $ 22,238
  Accounts payable - related parties                    246       836
  Accrued employee costs                             18,492    11,173
  Deferred revenue                                   14,878     8,994
  Income taxes payable                                1,389       726
  Obligations under capital leases - current             13       184
  Deferred tax liabilities                                -       368
  Other current liabilities                          16,239     8,781
                                                 ---------------------
    Total current liabilities                        69,762    53,300

Obligation under capital leases - non current             -         2
Deferred rent                                         1,098       824
Accrued employee cost                                   771       163
Deferred tax liabilities - non current                   23     2,350

Shareholders' equity:
  Ordinary shares, $0.16 (10 pence) par value
   Authorized: 50,000,000 shares and
   40,000,000 shares, respectively
  Issued and outstanding: 41,842,879 and
   35,321,511 shares, respectively                    6,519     5,290
  Additional paid-in-capital                        154,952    62,228
  Ordinary shares subscribed, 30,022 and 4,346
   shares, respectively                                 137        10
  Retained earnings                                  30,685     4,104
  Deferred share-based compensation                       -      (582)
  Accumulated other comprehensive income             13,235     7,114
                                                 ---------------------
    Total shareholders' equity                      205,528    78,164
                                                 ---------------------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY         $277,182  $134,803
                                                 =====================

SOURCE: WNS (Holdings) Limited

Investors:
WNS (Holdings) Limited
Jay Venkateswaran, 212-599-6960
Senior VP -- Investor Relations
ir@wnsgs.com
or
Media:
The Torrenzano Group
Al Bellenchia, 212-681-1700 ext. 156
abellenchia@torrenzano.com