What IBEX Limited told the SEC could break it.

IBEX derives a substantial portion of revenue from a few key clients: its top three clients accounted for 26% of revenue and its largest client approximately 11% of revenue for fiscal 2025; loss of, or failure to retain a significant amount of business with, any of these key clients (the specific clients are not named) would materially affect revenue and profitability, which also depends on maintaining efficient asset utilization across its delivery centers.

“Our top three clients accounted for 26% of our revenue, and our top client accounted for approximately 11% of our revenue, for the fiscal year ended June 30, 2025.”

IBEX has a structural currency mismatch: substantially all of its revenues are generated in U.S. dollars while a significant portion of its operating expenses are incurred and paid in foreign currencies — principally the Philippine peso (32.7% of total payroll and related costs in fiscal 2025), the Jamaican dollar (12.3%) and the Pakistani rupee — so appreciation of those local currencies against the U.S. dollar would raise its costs and compress operating margins, an exposure it does not fully hedge.

“While substantially all of our revenues are generated in U.S. dollars, a significant portion of our operating expenses are incurred outside of the United States and paid for in the respective foreign currencies, principally the local currencies of the Philippines, Jamaica and Pakistan.”

Operating across multiple emerging markets exposes IBEX to anti-corruption laws such as the FCPA — particularly where it uses distributors/third-party intermediaries and interacts with foreign government or state-affiliated officials — and to evolving tax regimes: the U.S. Inflation Reduction Act's 15% corporate minimum tax and 1% stock-repurchase excise tax, the OECD BEPS global-minimum-tax initiative, and potential adverse U.S. tax consequences for shareholders if IBEX were characterized as a passive foreign investment company (PFIC).

“On August 16, 2022, the United States enacted the Inflation Reduction Act of 2022 (the “Inflation Reduction Act”), which introduces a fifteen 34 Table of Contents percent corporate minimum tax and a one percent excise tax on stock repurchases.”

IBEX delivers its outsourced customer-engagement services from 30 centers concentrated in offshore, emerging-market geographies — primarily the Philippines (9 centers), Pakistan (10), Jamaica (4), Nicaragua (4) and Honduras (1), with only 2 in the U.S. — exposing it to political, economic and social instability, infrastructure/utility disruptions, natural disasters and security risks in those countries; disruption at its concentrated Philippine and Pakistani operations would materially impair its capacity to serve U.S. clients.

“We operate 30 delivery centers located in the United States, Philippines, Jamaica, Nicaragua, Pakistan and Honduras.”