10 unchanged sentences
• We operate in a rapidly evolving industry, which makes it difficult to evaluate future prospects and increases the risk that we will not continue to be successful and may adversely impact our stock price, financial condition and results of operations.
−Removed: • Our revenues have historically been highly dependent on a limited number of clients and industries and any decrease in demand for outsourced services by these clients or in these industries may reduce our revenues and adversely affect our business, financial condition and results of operations.
+Added: • We may be unable to effectively manage our growth or achieve anticipated growth, particularly as we expand into new geographies and industries, which could place significant strain on our management personnel, systems and resources.
+Added: • Our revenues have historically been highly dependent on a limited number of clients and industries, and accordingly any decrease in demand for outsourced services by these clients or in these industries may reduce our revenues and adversely affect our business, financial condition and results of operations.
• We have incurred net losses in recent years;
accordingly, we may incur losses, even significant, in the future and we may not be able to generate sufficient revenue to maintain profitability.
−Removed: • The impact of the military action in Ukraine has affected and may continue to affect our business.
• Macroeconomic conditions, inflationary pressures, economic downturns, and market volatility could adversely affect our operating results and growth prospects.
+Added: • The impact of the military action in Ukraine, which has worsened in recent periods, has affected and may continue to affect our business.
• Our revenues are highly dependent on clients primarily located in the U.S.
−Removed: • We face intense competition and damage to our reputation may adversely impact our ability to generate and retain business.
−Removed: Risks Related to Our Acquisition Strategy
−Removed: • We may be unable to effectively manage our growth or achieve anticipated growth, particularly as we expand into new geographies, which could place significant strain on our management personnel, systems and resources.
−Removed: • Acquisitions could be difficult to identify and integrate, divert the attention of management, disrupt our business, dilute stockholder value and adversely affect our financial condition and results of operations, we may not achieve the financial and strategic goals that were contemplated at the time of a transaction, and we may be exposed to claims, liabilities and disputes as a result of the transaction that may adversely impact our business, operating results and financial condition.
+Added: • We face intense competition, and any damage to our reputation could adversely impact our ability to generate and retain business.
Risks Related to Our Use of Technology and Artificial Intelligence
−Removed: • Failure to adapt to changing technologies, methodologies, and evolving industry standards may have a material adverse effect on our business, financial condition, and results of operations.
−Removed: • Social and ethical issues relating to the use of artificial intelligence (“AI”) technologies in our offerings may result in reputational harm or liability.
+Added: • Technologies, methodologies, and industry standards, including that relate to artificial intelligence (“AI”), are rapidly changing, on an accelerated basis;
+Added: these changes, and our failure to adopt to them, may have a material adverse effect on our business, financial condition, and results of operations.
+Added: • Social and ethical issues relating to the extensive use of AI in our offerings may result in reputational harm or liability.
• Security breaches and incidents, system failures or errors, and other disruptions to our networks and systems, could result in unauthorized access to, or the disclosure or other processing of, confidential information and expose us to liability, which would cause our business and reputation to suffer.
• Undetected software design defects, errors or failures may result in loss of business or in liabilities that could have a material adverse effect on our reputation, business and results of operations.
+Added: Risks Related to Our Acquisition Strategy
+Added: • Acquisitions could be difficult to identify and integrate, divert the attention of management, disrupt our business, dilute stockholder value and adversely affect our financial condition and results of operations.
+Added: We may not achieve the financial and strategic goals that were contemplated at the time of a transaction, and we may be exposed to claims, liabilities and disputes as a result of the transaction that may adversely impact our business, operating results and financial condition.
Risks Related to Our Personnel
2 unchanged sentences
Risks Related to Our Clients and Our Client Agreements
+Added: ◦ Failing to successfully deliver contracted services or causing disruptions to clients’ businesses may have a material adverse effect on our reputation, business, financial condition and results of operations.
• We do not have long-term commitments from our clients, and our clients may terminate contracts before completion or choose not to renew contracts.
• If we are unable to accurately estimate the cost of service or if we fail to maintain favorable pricing for our services, our contracts may be unprofitable.
−Removed: • We face risks associated with the long selling and implementation cycle for our services that require significant resource commitments prior to realizing revenues for those services.
+Added: • We face risks associated with the long selling and implementation cycles for our services that require significant resource commitments prior to realizing revenues for those services.
• Failure to obtain engagements for and effectively manage increasingly large and complex projects may have an adverse effect on our business, financial condition and results of operations.
Risks Related to Regulations, Legislation and Legal Proceedings
−Removed: • We are exposed to various risks related to the global regulatory environment as well as legal proceedings, claims and the like.
−Removed: • Our global business, especially in Commonwealth of Independent States (“CIS”) and Central and Eastern European (“CEE”) countries, exposes us to significant legal, economic, tax and political risks.
−Removed: • Regulatory issues relating to the use of AI may adversely affect our business, financial condition, and results of operations.
−Removed: • Negative publicity about offshore outsourcing or anti-outsourcing legislation and changes to immigration rules and regulations may have an adverse effect on our business.
+Added: • We are exposed to various risks related to the global regulatory environment as well as legal proceedings and claims.
+Added: • Regulatory issues relating to the development and use of AI may adversely affect our business, financial condition, and results of operations.
+Added: • Our global business, especially in Commonwealth of Independent States (“CIS”), Central and Eastern European (“CEE”) countries, and Latin America, exposes us to significant legal, economic, tax and political risks.
• We are subject to governmental export controls and trade and economic sanctions that could impair our ability to compete in international markets and subject us to liability if we are found to violate these controls.
+Added: • Negative publicity about offshore outsourcing or anti-outsourcing legislation may have an adverse effect on our business.
Risks Related to Our Tax Treatment
−Removed: • Our effective tax rate could be adversely affected by several factors.
+Added: • Our effective tax rate could be adversely affected by a variety of factors.
Risks Related to Our Financial Condition
7 unchanged sentences
Risks Related to Our Common Stock
−Removed: • Our bylaws limit the forum in which stockholders may bring a suit for substantially all disputes between us and our stockholder.
−Removed: • The price of our common stock may be volatile.
+Added: • Our bylaws limit the forum in which stockholders may bring a suit for substantially all disputes between us and our stockholders.
+Added: • The price of our common stock may continue to be volatile.
Risks Related to Our Business, Operations and Industry
We operate in a rapidly evolving industry, which makes it difficult to evaluate future prospects and increases the risk that we will not continue to be successful and may adversely impact our stock price, financial condition and results of operations.
−Removed: The technology services industry is competitive and continuously evolving, subject to rapidly changing demands and constant technological developments.
+Added: The technology services industry is competitive and continuously evolving, subject to rapidly changing demands and constant technological developments, particularly in recent years with the development and proliferation of AI.
As a result, success and performance metrics are difficult to predict and measure.
Since services and technologies are rapidly evolving and each company within the industry can vary greatly in terms of the services it provides, its business model and its results of operations, it can be difficult to predict how any company’s services, including ours, will be received in the market.
−Removed: While many Fortune 1000 enterprises, including our clients, have been willing to devote significant resources to incorporate emerging technologies and related market trends into their business models, they may not continue to spend any significant portion of their budgets on services like those provided by us.
+Added: While many Fortune 1000 enterprises, including our clients, have been willing to devote significant resources to incorporate AI and other emerging technologies and related market trends into their business models, they may not continue to spend any significant portion of their budgets on services like those provided by us.
Neither our past financial performance nor the past financial performance of any other company in the technology services industry is indicative of how we will fare financially in the future.
3 unchanged sentences
Consequently, our stock price may be adversely impacted by our inability to execute our plan, to meet or exceed financial and other forecasts, and to achieve our stated short-term and long-term goals.
−Removed: We may be unable to effectively manage our growth or achieve anticipated growth, particularly as we expand into new geographies, which could place significant strain on our management personnel, systems and resources.
+Added: We may be unable to effectively manage our growth or achieve anticipated growth, particularly as we expand into new geographies and industries, which could place significant strain on our management personnel, systems and resources.
Continued growth and expansion increase challenges we face in recruiting, training and retaining sufficiently skilled professionals and management personnel, maintaining effective oversight of personnel and delivery centers, developing financial and management controls, coordinating effectively across geographies and business units, and preserving our culture and values.
−Removed: Failure to manage growth effectively could have a material adverse effect on the quality of the execution of our
−Removed: engagements, and our ability to attract and retain IT professionals, as well as on our business, financial condition and results of operations.
+Added: Failure to manage growth effectively could have a material adverse effect on the quality of the execution of our engagements, and our ability to attract and retain IT professionals, as well as on our business, financial condition and results of operations.
In addition, as we increase the size and complexity of projects that we undertake with clients, add new delivery sites, introduce new services or enter into new markets, we may face new market, technological, operational, compliance and administrative risks and challenges, including risks and challenges unfamiliar to us.
We may not be able to mitigate these risks and challenges to achieve our anticipated growth or successfully execute large and complex projects, which could materially adversely affect our business, prospects, financial condition and results of operations.
−Removed: These risks are heightened as we continue to expand geographically, including through acquisitions, such as our recent acquisitions of JUXT in the U.K.
−Removed: and Mobile Computing in Argentina.
+Added: These risks are heightened as we continue to expand geographically, including through acquisitions, such as our acquisitions of JUXT in the U.K.
+Added: and Mobile Computing in Argentina in 2024.
As we grow, we continue to explore other geographies for expansion.
2 unchanged sentences
Additionally, we do not have a long history of operating our business, including recruiting, training and retaining employees, in these new geographies, and our competitiveness may decline if we are not able to effectively manage these risks.
−Removed: Our revenues have historically been highly dependent on a limited number of clients and industries, and any decrease in demand for outsourced services by these clients or in these industries may reduce our revenues and adversely affect our business, financial condition and results of operations.
+Added: Our revenues have historically been highly dependent on a limited number of clients and industries, and accordingly any decrease in demand for outsourced services by these clients or in these industries may reduce our revenues and adversely affect our business, financial condition and results of operations.
Our revenues have historically been highly dependent on a limited number of clients.
11 unchanged sentences
accordingly, we may incur losses, even significant, in the future and we may not be able to generate sufficient revenue to maintain profitability.
−Removed: Although we had net income of $4.0 million for the year ended December 31, 2024, we incurred net losses of $1.8 million and $29.2 million for the years ended December 31, 2023 and 2022, respectively.
+Added: Although we had net income of $9.7 million and $4.0 million for the years ended December 31, 2025 and 2024, respectively, we incurred net losses of $1.8 million for the year ended December 31, 2023.
We may incur losses, even significant, in the future for a number of reasons, including, unforeseen and high levels of operating expenses, expansion into higher-cost geographies, and increased personnel costs due to wage inflation, or otherwise.
6 unchanged sentences
Accordingly, we cannot assure you that we will achieve sustainable operating profits as we continue to expand our business and infrastructure, further develop our marketing efforts, and otherwise implement our growth initiatives.
−Removed: Any failure to increase
−Removed: our revenue sufficiently to keep pace with our investments and other expenses could prevent us from achieving and maintaining profitability or positive cash flow on a consistent basis.
+Added: Any failure to increase our revenue sufficiently to keep pace with our investments and other expenses could prevent us from achieving and maintaining profitability or positive cash flow on a consistent basis.
If we are unable to successfully address these risks and challenges as we encounter them, our business, results of operations and financial condition would be adversely affected.
2 unchanged sentences
We operate globally and as a result our business, revenues and profitability are impacted by global macroeconomic conditions.
−Removed: Our operations have been, and could be, affected by general economic and market conditions, including, among others, inflation rate fluctuations, interest rates, tax rates, economic downturns and uncertainty, market volatility, fluctuations in consumer spending, political instability, changes in laws and global trade policies, tariffs and sanctions.
−Removed: Further, a federal government shutdown resulting from failing to pass budget appropriations, adopt continuing funding resolutions, or raise the debt ceiling, and other budgetary decisions limiting or delaying deferral government spending, may negatively impact U.S.
+Added: Our operations have been, and could be, affected by general economic and market conditions, including, among others, inflation rate fluctuations, currency exchange rates, interest rates, tax rates, economic downturns and uncertainty, market volatility, fluctuations in consumer spending, political instability, changes in laws and global trade policies, tariffs and sanctions.
+Added: Further, a federal government shutdown resulting from failing to pass budget appropriations, adopt continuing funding resolutions, or raise the debt ceiling, and other budgetary decisions limiting or deferral government spending, may negatively impact U.S.
or global economic conditions, including corporate and consumer spending, and liquidity of capital markets.
2 unchanged sentences
Geopolitical destabilization could continue to impact global currency exchange rates, commodity prices, trade and movement of resources, which may adversely affect the technology spending of our clients and potential clients.
−Removed: Changes by the new U.S.
+Added: Changes by the U.S.
administration to fiscal, political, regulatory and other policies may adversely affect our business, financial condition and results of operations.
−Removed: Changes by the new U.S.
+Added: Changes by the U.S.
administration to fiscal, political, regulatory and other policies, including new policies and other changes, may adversely affect our business, financial condition and results of operations.
−Removed: In particular, there is substantial regulatory uncertainty regarding international trade and trade policy.
−Removed: In the past, unilateral tariffs on imported products by the U.S.
−Removed: have triggered retaliatory actions from certain foreign governments, including China and, similar policy changes, if adopted in the future, may trigger retaliatory actions by other foreign governments, potentially resulting in a “trade war.”
+Added: In particular, there is substantial regulatory uncertainty regarding international trade and trade policy, including the imposition of tariffs, which have and likely will continue to, trigger retaliatory actions from other foreign governments, potentially resulting in a “trade war.”
While we cannot predict the future policy positions of the U.S.
4 unchanged sentences
Any material adverse effect from conflicts, political instability or unrest, administration or regime changes, coups or other geopolitical events may disrupt our delivery of services, impair our ability to complete financial or banking transactions, cause us to shift all or portions of our work occurring in the region to other countries, and may restrict our ability to engage in certain projects in the region or in projects involving certain customers in the region.
−Removed: For example, the significant military action against Ukraine launched by Russia and the conflicts involving Israel and others in the Middle East have affected and will further affect our business and have resulted in disruptions in the broader global economic and geopolitical environment, which may further affect our business.
−Removed: Further, actions implemented by governments in response to any geopolitical instability, such as sanctions, tariffs, trade embargos or otherwise, could impact our ability to deliver services, execute our operational strategy and have an adverse impact on our results of operations.
+Added: For example, the continued military action against Ukraine initiated by Russia and the conflicts involving Israel and others in the Middle East have affected and will further affect our business and have resulted in disruptions in the broader global economic and geopolitical environment, which may further affect our business.
+Added: Further, actions implemented by governments in response to
+Added: any geopolitical instability, such as sanctions, tariffs, trade embargos or otherwise, could impact our ability to deliver services, execute our operational strategy and have an adverse impact on our results of operations.
Our business may be adversely affected by instability, disruption or destruction in a geographic region in which we operate, regardless of cause, including war, terrorism, riot, civil insurrection or social unrest, coups, climate change, and natural or man-made disasters, including famine, flood, fire, earthquake, storm or pandemic events and spread of disease.
1 unchanged sentence
These events also pose significant risks to our personnel and to physical facilities and operations, which could materially adversely affect our financial results.
−Removed: The impact of the military action in Ukraine has affected and may continue to affect our business.
−Removed: The ongoing Russian military conflict with Ukraine has impacted our business and may continue to pose risks to our business.
−Removed: The impact to Ukraine as well as actions taken by other countries, including new and stricter sanctions imposed by the United
−Removed: States, European Union, the United Kingdom, Canada and other countries against officials, individuals, regions, and industries in Russia and Ukraine, and actions taken by Russia in response to such sanctions, and each country’s potential response to such sanctions, tensions, and military actions could have a material adverse effect on our operations.
+Added: The impact of the military action in Ukraine, which has worsened in recent periods, has affected and may continue to affect our business.
+Added: The ongoing Russian military conflict with Ukraine, which has even worsened, has impacted our business and may continue to pose risks to our business.
+Added: The impact to Ukraine as well as actions taken by other countries, including new and stricter sanctions imposed by the United States, European Union, the United Kingdom, Canada and other countries against officials, individuals, regions, and industries in Russia, and actions taken by Russia in response to such sanctions, and each country’s potential response to such sanctions, tensions, and military actions could have a material adverse effect on our operations.
Any such material adverse effect from the conflict and enhanced sanctions activity may disrupt our delivery of services, impair our ability to complete financial or banking transactions, cause us to shift all or portions of our work occurring in the region to other countries, and may restrict our ability to engage in certain projects in the region or involving certain customers in the region.
4 unchanged sentences
Prolonged unrest, military activities, expansion of hostilities, or broad-based sanctions, could have a material adverse effect on our operations and business outlook.
−Removed: In addition, the current geopolitical situations in Armenia and separately in Serbia create additional uncertainty in the region, and could adversely affect our business.
+Added: In addition, the current geopolitical situations in Serbia and elsewhere in Eastern Europe create additional uncertainty in the region, and could adversely affect our business.
Our revenues are highly dependent on clients primarily located in the U.S.
13 unchanged sentences
Companies may decide to retain work internally rather than out-source it to us.
−Removed: Our primary competitors include global consulting and traditional IT service providers such as Accenture plc, Capgemini SE, Cognizant Technology Solutions Corporation, Infosys Technologies, Wipro, and digital transformation providers such as EPAM Systems, Inc., Globant S.A., Endava plc, and Thoughtworks Holding, Inc.
+Added: Our primary competitors include global consulting and traditional IT service providers such as Accenture plc, EPAM Systems, Inc., Capgemini SE, Cognizant Technology Solutions Corporation, Infosys Technologies, Tata Consultancy Services Limited,
+Added: Wipro, digital transformation providers such as Globant S.A., and Endava plc., and specialized AI and data science consultancies.
Many of our present and potential competitors have substantially greater financial, marketing and technical resources, and name recognition than we do.
Therefore, they may be able to compete more aggressively on pricing or devote greater resources to the development and promotion of technology and IT services.
−Removed: Thus, we may be unable successfully compete and retain our clients against such competitors.
+Added: Thus, we may be unable to successfully compete and retain our clients against such competitors.
Increased competition as well as our inability to compete successfully may have a material adverse effect on our business, prospects, financial condition and results of operations.
12 unchanged sentences
Our reputation, operations, and financial condition may be adversely impacted if we are required to restate our financial statements in the future due to any misstatement or omissions contained in our financial statements.
+Added: Risks Related to Our Use of Technology and Artificial Intelligence
+Added: Technologies, methodologies, and industry standards are rapidly changing on an accelerated basis;
+Added: these changes, and our failure to adapt to them, may have a material adverse effect on our business, financial condition, and results of operations.
+Added: We operate in an industry characterized by rapidly changing technologies, methodologies and industry standards related to such technologies, which continue to change on an accelerated basis.
+Added: In particular, generative and agentic AI technologies, which can be used to independently create seemingly new outputs (such as computer code) and may soon operate effectively with limited (or no) human intervention, could significantly alter the way we and our industry operate.
+Added: Our future success depends in part on the impact of these rapidly evolving changes and on our ability to anticipate how these and other developments may affect our business, and our ability to enhance our existing services and develop and introduce new services to keep pace with such changes and developments and meet changing client needs.
+Added: Development and introduction of new services and products, including generative and agentic AI, are increasingly complex and expensive, involve a significant commitment of time and resources, and are subject to a number of risks challenges, and/or associated costs, including with respect to:
+Added: • updating services, applications, tools and software and developing new services quickly enough to meet clients’ needs;
+Added: • making software features work effectively and securely over the internet or with new or changed operating systems;
+Added: • updating software and services to keep pace with evolving industry standards, methodologies, regulatory and other developments in the industries where our clients operate;
+Added: • maintaining a high level of quality and reliability as we implement new technologies and methodologies.
+Added: We may not be successful in anticipating or responding to relevant technological developments in a timely manner, and even if we do so, the services, technologies or methodologies we develop or implement may not be successful in the marketplace.
+Added: Clients may decide to use AI and other new tools and technologies themselves, including in open-source and other products, tools and content, rather than engaging us.
+Added: Furthermore, services, technologies or methodologies that are developed by competitors may render our services noncompetitive or obsolete.
+Added: These market, technological developments and competitive pressures could significantly reduce demand for our services, thereby materially and adversely affecting our business, financial condition and results of operations.
+Added: Our failure to adapt and enhance our existing services and to develop and introduce new services, in light of these ongoing changes, to promptly address the needs of our clients may have a material adverse effect on our business, financial condition and results of operations.
+Added: Social and ethical issues relating to the extensive use of AI in our offerings may result in reputational harm or liability.
+Added: Social and ethical issues relating to the use of new and evolving technologies such as AI in our offerings, particularly where the AI outputs may not align with our or our customers’ expectations, may result in reputational harm and liability, and may cause us to incur additional research and development or other costs to resolve such issues.
+Added: We are increasingly building AI into many of our offerings, including demand forecasting, and price, promotional, and supply chain optimization;
+Added: we also use generative AI-based knowledge assistant and similar tools.
+Added: As with many innovations, AI presents risks and challenges that could affect its adoption, and therefore our business.
+Added: The use of AI presents emerging ethical issues and if we enable or offer solutions that draw controversy due to their perceived or actual impact on consumers or society, we may experience brand or reputational harm, competitive harm, or legal liability.
+Added: Potential government regulation in the space of AI ethics may also increase the burden and cost of research and development in this area, which may have a material adverse effect on our business, financial condition and results of operations.
+Added: Failure to address AI ethics issues by us or others in our industry could undermine public confidence in AI, in the use of AI within our industry, and slow adoption of AI in our services.
+Added: Security breaches and incidents, system failures or errors, and other disruptions to our networks and systems could result in unauthorized access to, or the disclosure or other processing of, confidential information and expose us to liability, which would cause our business and reputation to suffer.
+Added: We often have access to, or are required to collect, use, transmit, store, or otherwise process, sensitive or confidential client and customer data, including intellectual property, proprietary business information of the Company and our clients, and personal information of our clients, customers, employees, contractors, service providers and others.
+Added: We use our data centers and networks, and certain networks and other facilities and equipment of our third-party contractors and service providers, for these purposes.
+Added: Despite our implementation of security measures and protocols that we believe to be reasonable, our information technology systems and infrastructure, or those on which we rely, may be vulnerable to attacks and disruptions by hackers or other third parties, the introduction of ransomware or other malicious code, or otherwise may be breached or subject to security incidents or compromises due to human error, denial of service incidents, phishing attacks, social engineering, insider threats, zero-day vulnerabilities, malfeasance or other disruptions.
+Added: Because of increases in the number of our personnel, and those of our contractors and service providers working remotely, we face increased risks of such attacks and disruptions that may affect our systems and networks or those of our clients, contractors and service providers.
+Added: Increased risks of such attacks and disruptions, including a heightened risk of potential cyberattacks by state actors and state affiliated actors, such as China, among others, also exist because of geopolitical events such as Russia’s significant military action against Ukraine.
+Added: Such risks could increase as we expand our geographic footprint.
+Added: Further, cyberattacks are becoming increasingly sophisticated, including as a result of the proliferation of AI and machine learning tools.
+Added: Any resulting breach, incident or disruption could compromise the availability or integrity of our data centers, networks and other equipment and the sensitive, confidential, proprietary, and other business information stored or processed thereby or thereon could be accessed, disclosed, altered, misappropriated, lost, stolen, rendered unavailable, or otherwise processed without authorization.
+Added: In addition, any failure or security breach or incident in a client’s system relating to the services we provide could also result in loss or misappropriation of, or unauthorized access, alteration, use, acquisition, disclosure, or other processing of our sensitive or confidential information, and may result in a perception that we or our contractors or service providers caused such an incident, even if our and our contractors’ and service providers’ networks and other facilities and equipment were not compromised.
+Added: Although we maintain industry standard information security controls, including supply chain security verification, anti-phishing training and testing, and vulnerability management consistent with our ISO 27001 certification, no safeguard or combination of safeguards can prevent all incidents from happening.
+Added: Our contractors and service providers face similar risks with respect to their facilities and networks on which we rely, and they also may suffer outages, disruptions, and security incidents and breaches.
+Added: While we have not experienced any material cybersecurity incidents, we cannot guarantee that our or our third-party vendors and service providers’ systems and networks have prevented, or will in the future prevent, all exploitable vulnerabilities, defects or bugs that could result in a breach of or disruption to our systems and networks or the systems and networks of third parties that support us and our services.
+Added: Breaches and security incidents suffered by us and our contractors and service providers may remain undetected for an extended period.
+Added: Any such breach, disruption or other circumstance leading to loss, alteration, misappropriation, or unauthorized use, access, acquisition, disclosure, destruction, or other processing of sensitive, proprietary, or confidential client or customer data, including personal information, suffered by us or our contractors or service providers, or the perception that any may have occurred, could expose us to claims, litigation, and liability, regulatory investigations and proceedings, cause us to lose clients and revenue, disrupt our operations and the services provided to clients, damage our reputation, cause a loss of confidence in our services, require us to expend significant resources to remediate harms, protect against further similar breaches or incidents and to rectify problems caused by these events, which may result in significant operational impacts and/or financial and other potential losses.
+Added: Although we maintain insurance for liabilities incurred as a result of certain security-related damages, our coverage may not be adequate for liabilities actually incurred, insurance may not continue to be available to us on economically reasonable terms, or at all, or any insurer may deny coverage as to any future claim.
+Added: The successful assertion of one or more large claims against us that exceeds available insurance coverage, or the occurrence of changes in our insurance policies, including premium increases or the imposition of large deductible or coinsurance requirements, could have a material adverse effect on our business, including our financial condition, results of operations, and reputation.
+Added: Undetected software design defects, errors or failures may result in loss of business or in liabilities that could have a material adverse effect on our reputation, business and results of operations.
+Added: Our services involve developing software solutions for our clients and we may be required to make certain representations and warranties to our clients regarding the quality and functionality of our software.
+Added: Given that our software solutions have a high degree of technological complexity, they could contain design defects or errors that are difficult to detect or correct.
+Added: We cannot provide assurances that, despite testing by us, errors or defects will not be found in our software solutions, and further, that any such errors will not contribute or lead to a cyber security incident.
+Added: Any such errors or defects could result in litigation, or other claims for damages against us, and/or the loss of current clients, revenues, and market share, and could hinder our ability to attract new clients or achieve market acceptance, and divert resources, and thus could have a material adverse effect on our reputation, business, financial condition and results of operations.
+Added: We rely on software, hardware and SaaS technologies from third parties that may be difficult to replace or that may cause errors or defects in, or failures of, our services or solutions.
+Added: We rely on software and hardware from various third parties as well as hosted Software as a Service (“SaaS”) applications from third parties to deliver our services and solutions.
+Added: If any of these software, hardware or SaaS applications become unavailable due to loss of license, extended outages, interruptions, or because they are no longer available on commercially reasonable terms, there may be delays in the provisioning of our services until equivalent technology is either developed by us, or, is identified, obtained and integrated, which could increase our expenses.
+Added: Furthermore, third-party service providers may sunset or otherwise cease to provide software updates or patches, which may require that we expend additional financial or operational resources to ensure ongoing operability and the security of our systems or products.
+Added: Any errors or defects in or failures of third-party software, hardware or SaaS applications could result in errors or defects in or failures of our services and solutions, which could be costly to correct and have an adverse effect on our reputation, financial condition and results of operations.
Risks Related to Our Acquisition Strategy
−Removed: Acquisitions could be difficult to identify and integrate, divert the attention of management, disrupt our business, dilute stockholder value and adversely affect our financial condition and results of operations, we may not achieve the financial and strategic goals that were contemplated at the time of a transaction, and we may be exposed to claims, liabilities and disputes as a result of the transaction that may adversely impact our business, operating results and financial condition.
+Added: Acquisitions could be difficult to identify, and could divert the attention of management, disrupt our business, dilute stockholder value and adversely affect our financial condition and results of operations, we may not achieve the financial and strategic goals that were contemplated at the time of a transaction, and we may be exposed to claims, liabilities and disputes as a result of the transaction that may adversely impact our business, operating results and financial condition.
We continuously review and consider strategic acquisitions of businesses, products or technologies.
−Removed: For example, in December 2022 we acquired Mutual Mobile, in April 2023 we acquired NextSphere, in September 2024 we acquired JUXT and in October 2024 we acquired Mobile Computing.
+Added: For example, in April 2023 we acquired NextSphere, in September 2024 we acquired JUXT and in October 2024 we acquired Mobile Computing.
We seek to acquire or invest in other businesses, products or technologies that we believe could complement or expand our services, enhance our technical capabilities or otherwise offer growth opportunities.
−Removed: The pursuit of potential acquisitions may divert the attention of management and cause us to incur various expenses in identifying, investigating and pursuing suitable acquisitions, whether or not the acquisition purchases are completed.
+Added: The pursuit of potential acquisitions may divert the attention of management and cause us to incur various expenses in identifying, investigating and pursuing suitable acquisitions,
+Added: whether or not the acquisition purchases are completed.
Additionally, we may not be able to find and identify desirable acquisition targets or be successful in entering into an agreement with any particular target or obtain adequate financing to complete such acquisitions.
If we acquire businesses, we may not be able to successfully integrate the acquired personnel, operations and technologies, or effectively manage the combined business following the acquisition.
−Removed: Additionally, we may not be able to find and identify desirable acquisition targets or be successful in entering into an agreement with any particular target or obtain adequate financing to complete such acquisitions.
Acquisitions could also result in dilutive issuances of equity securities or the incurrence of debt, which could adversely affect our financial condition, cash flows and results of operations.
4 unchanged sentences
pre-existing contractual relationships that we assume from an acquired company that we would not have otherwise entered into, the termination or modification of which may be costly or disruptive to our business;
−Removed: unfavorable revenue recognition or other accounting
−Removed: treatment as a result of an acquired company’s practices;
+Added: unfavorable revenue recognition or other accounting treatment as a result of an acquired company’s practices;
and intellectual property claims or disputes.
29 unchanged sentences
Even if our due diligence successfully identifies certain risks, unexpected risks may arise and previously known risks may materialize in a manner not consistent with our preliminary risk analysis.
−Removed: a result of a completed acquisition, purchase accounting, and integration of the acquired business, we may be required to take write-offs or write-downs, restructuring and impairment or other charges that could negatively affect our business, assets, liabilities, prospects, outlook, financial condition and results of operations.
−Removed: Risks Related to Our Use of Technology and Artificial Intelligence
−Removed: Failure to adapt to changing technologies, methodologies, and evolving industry standards may have a material adverse effect on our business, financial condition, and results of operations.
−Removed: We operate in an industry characterized by rapidly changing technologies, and methodologies, including generative AI, and evolving industry standards related to such technologies.
−Removed: Our future success depends in part upon our ability to anticipate developments in our industry, enhance our existing services and to develop and introduce new services to keep pace with such changes and developments and to meet changing client needs.
−Removed: Development and introduction of new services and products, including generative AI, is expected to become increasingly complex and expensive, involve a significant commitment of time and resources, and are subject to a number of risks challenges, and/or associated costs, including with respect to:
−Removed: • updating services, applications, tools and software and developing new services quickly enough to meet clients’ needs;
−Removed: • making software features work effectively and securely over the internet or with new or changed operating systems;
−Removed: • updating software and services to keep pace with evolving industry standards, methodologies, regulatory and other developments in the industries where our clients operate;
−Removed: • maintaining a high level of quality and reliability as we implement new technologies and methodologies.
−Removed: We may not be successful in anticipating or responding to relevant technological developments, in a timely manner, and even if we do so, the services, technologies or methodologies we develop or implement may not be successful in the marketplace.
−Removed: Clients may decide to use AI and other new tools and technologies themselves, rather than engaging us.
−Removed: Furthermore, services, technologies or methodologies that are developed by competitors may render our services noncompetitive or obsolete.
−Removed: Our failure to adapt and enhance our existing services and to develop and introduce new services to promptly address the needs of our clients may have a material adverse effect on our business, financial condition and results of operations.
−Removed: Social and ethical issues relating to the use of AI in our offerings may result in reputational harm or liability.
−Removed: Social and ethical issues relating to the use of new and evolving technologies such as AI in our offerings, particularly where the AI outputs may not align with our or our customers’ expectations, may result in reputational harm and liability, and may cause us to incur additional research and development or other costs to resolve such issues.
−Removed: We are increasingly building AI into many of our offerings, including demand forecasting, and price, promotional, and supply chain optimization;
−Removed: we also use generative AI-based knowledge assistant and similar tools.
−Removed: As with many innovations, AI presents risks and challenges that could affect its adoption, and therefore our business.
−Removed: The use of AI presents emerging ethical issues and if we enable or offer solutions that draw controversy due to their perceived or actual impact on consumers or society, we may experience brand or reputational harm, competitive harm, or legal liability.
−Removed: Potential government regulation in the space of AI ethics may also increase the burden and cost of research and development in this area, subjecting us to brand or reputational harm, competitive harm or legal liability.
−Removed: Failure to address AI ethics issues by us or others in our industry could undermine public confidence in AI, in the use of AI within our industry, and slow adoption of AI in our services.
−Removed: Security breaches and incidents, system failures or errors, and other disruptions to our networks and systems could result in unauthorized access to, or the disclosure or other processing of, confidential information and expose us to liability, which would cause our business and reputation to suffer.
−Removed: We often have access to, or are required to collect, use, transmit, store, or otherwise process, sensitive or confidential client and customer data, including intellectual property, proprietary business information of the Company and our clients, and personal information of our clients, customers, employees, contractors, service providers and others.
−Removed: We use our data centers and networks, and certain networks and other facilities and equipment of our third-party contractors and service providers, for these purposes.
−Removed: Despite our implementation of security measures and protocols, which we believe to be reasonable, our information technology systems and infrastructure, or those on which we rely, may be vulnerable to attacks and disruptions by hackers or other third parties, the introduction of ransomware or other malicious code, or otherwise may be breached or subject to security incidents or compromises due to human error, denial of service incidents, phishing attacks, social engineering, insider threats, zero-day vulnerabilities, malfeasance or other disruptions.
−Removed: Because of increases in the number of our personnel and our contractors’ and service providers’ personnel working remotely, we face increased risks of such attacks and disruptions that
−Removed: may affect our systems and networks or those of our clients, contractors and service providers.
−Removed: Increased risks of such attacks and disruptions, including a heightened risk of potential cyberattacks by state actors and state affiliated actors, such as China, among others, also exist because of geopolitical events such as Russia’s significant military action against Ukraine.
−Removed: Such risks could increase as we expand our geographic footprint.
−Removed: Further, cyberattacks are becoming increasingly sophisticated, including as a result of the proliferation of artificial intelligence and machine learning tools.
−Removed: Any resulting breach, incident or disruption could compromise the availability or integrity of our data centers, networks and other equipment and the sensitive, confidential, proprietary, and other business information stored or processed there could be accessed, disclosed, altered, misappropriated, lost, stolen, rendered unavailable, or otherwise processed without authorization.
−Removed: In addition, any failure or security breach or incident in a client’s system relating to the services we provide could also result in loss or misappropriation of, or unauthorized access, alteration, use, acquisition, disclosure, or other processing of our sensitive or confidential information, and may result in a perception that we or our contractors or service providers caused such an incident, even if our and our contractors’ and service providers’ networks and other facilities and equipment were not compromised.
−Removed: Although we maintain industry standard information security controls, including supply chain security verification, anti-phishing training and testing, and vulnerability management consistent with our ISO27001 certification, no safeguard or combination of safeguards can prevent all incidents from happening.
−Removed: Our contractors and service providers face similar risks with respect to their facilities and networks used by us, and they also may suffer outages, disruptions, and security incidents and breaches.
−Removed: While we have not experienced any material cybersecurity incidents, we cannot guarantee that our or our third-party vendors and service providers’ systems and networks have prevented, or will in the future prevent, all exploitable vulnerabilities, defects or bugs that could result in a breach of or disruption to our systems and networks or the systems and networks of third parties that support us and our services.
−Removed: Breaches and security incidents suffered by us and our contractors and service providers may remain undetected for an extended period.
−Removed: Any such breach, disruption or other circumstance leading to loss, alteration, misappropriation, or unauthorized use, access, acquisition, disclosure, destruction, or other processing of sensitive, proprietary, or confidential client or customer data, including personal information, suffered by us or our contractors or service providers, or the perception that any may have occurred, could expose us to claims, litigation, and liability, regulatory investigations and proceedings, cause us to lose clients and revenue, disrupt our operations and the services provided to clients, damage our reputation, cause a loss of confidence in our services, require us to expend significant resources to remediate harms, protect against further similar breaches or incidents and to rectify problems caused by these events, which may result in significant operational impacts and/or financial and other potential losses.
−Removed: Although we maintain insurance for liabilities incurred as a result of certain security-related damages, our coverage may not be adequate for liabilities actually incurred, insurance may not continue to be available to us on economically reasonable terms, or at all, or any insurer may deny coverage as to any future claim.
−Removed: The successful assertion of one or more large claims against us that exceeds available insurance coverage, or the occurrence of changes in our insurance policies, including premium increases or the imposition of large deductible or coinsurance requirements, could have a material adverse effect on our business, including our financial condition, results of operations, and reputation.
−Removed: Undetected software design defects, errors or failures may result in loss of business or in liabilities that could have a material adverse effect on our reputation, business and results of operations.
−Removed: Our services involve developing software solutions for our clients and we may be required to make certain representations and warranties to our clients regarding the quality and functionality of our software.
−Removed: Given that our software solutions have a high degree of technological complexity, they could contain design defects or errors that are difficult to detect or correct.
−Removed: We cannot provide assurances that, despite testing by us, errors or defects will not be found in our software solutions, and further, that any such errors will not contribute or lead to a cyber security incident.
−Removed: Any such errors or defects could result in litigation, or other claims for damages against us, and/or the loss of current clients, revenues, and market share, and could hinder our ability to attract new clients or achieve market acceptance, and divert resources, and thus could have a material adverse effect on our reputation, business, financial condition and results of operations.
−Removed: We rely on software, hardware and SaaS technologies from third parties that may be difficult to replace or that may cause errors or defects in, or failures of, our services or solutions.
−Removed: We rely on software and hardware from various third parties as well as hosted Software as a Service (“SaaS”) applications from third parties to deliver our services and solutions.
−Removed: If any of these software, hardware or SaaS applications become unavailable due to loss of license, extended outages, interruptions, or because they are no longer available on commercially reasonable terms, there may be delays in the provisioning of our services until equivalent technology is either developed by us, or, is identified, obtained and integrated, which could increase our expenses.
−Removed: Furthermore, any errors or defects in or failures of third-
−Removed: party software, hardware or SaaS applications could result in errors or defects in or failures of our services and solutions, which could be costly to correct and have an adverse effect on our reputation, financial condition and results of operations.
+Added: Further, as a result of a completed acquisition, purchase accounting, and integration of the acquired business, we may be required to take write-offs or write-downs, restructuring and impairment or other charges that could negatively affect our business, assets, liabilities, prospects, outlook, financial condition and results of operations.
Risks Related to Our Personnel
15 unchanged sentences
In addition, we have granted certain equity-based awards under our equity incentive plans and expect to continue doing so.
−Removed: For the years ended December 31, 2024, 2023, and 2022 we recorded $34.2 million, $35.5 million, and $61.0 million respectively, of stock-based compensation expense related to the grant of equity-based awards.
+Added: For the years ended December 31, 2025, 2024, and 2023 we recorded $30.3 million, $34.2 million, and $35.5 million respectively,
+Added: of stock-based compensation expense related to the grant of equity-based awards.
If we do not grant equity awards, or if we reduce the value of equity awards we grant, we may not be able to attract, hire and retain key personnel.
6 unchanged sentences
Any failure of our equipment or systems, or any major disruption to basic infrastructure, such as power and telecommunications in the locations in which we operate, could impede our ability to provide contracted services to our clients.
−Removed: In addition, if our professionals make errors in the course of delivering services to our clients or fail to consistently meet the service requirements of a client, these
−Removed: errors or failures could disrupt the client’s business.
+Added: In addition, if our professionals make errors in the course of delivering services to our clients or fail to consistently meet the service requirements of a client, these errors or failures could disrupt the client’s business.
Any failure to successfully deliver contracted services, or any resulting disruptions to a client’s business, including the occurrence of any failure in a client’s system or breach of security relating to the services provided by us, may expose us to substantial liabilities and have a material adverse effect on our reputation, business, financial condition and results of operations.
8 unchanged sentences
Therefore, we must continually seek to obtain new engagements with existing clients and secure new clients to expand our business.
−Removed: There are a number of factors relating to our clients that are outside of our control which might lead them to terminate a contract or project with us, including:
−Removed: • financial difficulties for the client;
−Removed: • a change in strategic priorities, resulting in elimination of the impetus for the project or a reduced level of technology spending;
−Removed: • a change in outsourcing strategy resulting in moving more work to the client’s in-house technology departments or to our competitors;
+Added: There are a number of factors relating to our clients that are outside of our control which might lead them to terminate a contract or project with us, choose not to renew contracts or decline engaging us for future projects, including:
+Added: • a change in strategic or other priorities, resulting in elimination of the impetus for the project or a reduced level of technology spending;
+Added: • a change in outsourcing strategy resulting in moving more work to the client’s in-house technology departments or to our competitors, or electing to use new technology solutions (including AI tools) instead of our services or products;
• the replacement by our clients of existing software with packaged software supported by licensors;
+Added: • financial difficulties for the client;
• mergers, acquisitions and significant corporate restructurings;
1 unchanged sentence
Failure to perform or observe any contractual obligations could result in cancellation or nonrenewal of a contract, which could cause us to experience a higher than expected number of unassigned employees and an increase in our cost of revenues as a percentage of revenues, until we are able to reduce or reallocate our headcount.
−Removed: The ability of our clients to terminate agreements makes our future revenues uncertain.
+Added: The ability of our clients to terminate
+Added: agreements makes our future revenues uncertain.
We may not be able to replace any client that elects to terminate or not renew its contract with us, which could materially adversely affect our revenues and our results of operations.
12 unchanged sentences
In order for our contracts to be profitable, we must be able to accurately estimate our costs to provide the services required by the applicable contract and appropriately price our contracts.
−Removed: Such estimates and pricing structures used by us for our contracts are highly dependent on internal forecasts, assumptions and predictions about our projects, the marketplace, global economic conditions (including foreign exchange volatility) and the coordination of operations and personnel in multiple locations with different skill sets and competencies.
+Added: Such estimates and pricing structures used by us for our contracts are highly dependent on internal forecasts, assumptions and predictions about our projects, the marketplace, global economic conditions (including foreign exchange rate volatility) and the coordination of operations and personnel in multiple locations with different skill sets and competencies.
Due to the inherent uncertainties that are beyond our control, we may underprice our projects, fail to accurately estimate the costs of performing the work or fail to accurately assess the risks associated with potential contracts.
24 unchanged sentences
We maintain certain insurance coverage, including professional liability insurance, director and officer insurance, property insurance for certain of our facilities and equipment, and business interruption insurance for certain of our operations.
−Removed: we do not insure for all risks in our operations and if any claims for injury are brought against us, or if we experience any business disruption, litigation or natural disaster, we might incur substantial costs and diversion of resources.
+Added: However, we do not insure for all risks in our operations and if any claims for injury are brought against us, or if we experience any business disruption, litigation or natural disaster, we might incur substantial costs and diversion of resources.
Most of the agreements we have entered into with our clients require us to purchase and maintain specified insurance coverage during the terms of the agreements, including commercial general insurance or public liability insurance, umbrella insurance, product liability insurance and workers’ compensation insurance.
16 unchanged sentences
There can be no assurance regarding the outcome of any legal proceedings, claims or the like.
−Removed: Regulatory issues relating to the use of AI may adversely affect our business, financial condition, and results of operations.
−Removed: As with many technological innovations, artificial intelligence presents risks and challenges that could affect its adoption, and therefore our business.
−Removed: Uncertainty in the legal regulatory regime relating to AI, may require significant resources to modify and maintain business practices to comply with U.S.
+Added: Regulatory issues relating to the development and use of AI may adversely affect our business, financial condition, and results of operations.
+Added: As with many technological innovations, AI presents risks and challenges that could affect its adoption, and therefore our business.
+Added: Uncertainty in the regulatory regime relating to AI may require significant resources to modify and maintain business
+Added: practices to comply with U.S.
laws, including to implement policies and procedures to balance the benefits of such technologies against potential harms to consumers, the extent and nature of which cannot be determined at this time.
Several jurisdictions around the globe, including Europe and certain U.S.
−Removed: states, have already proposed or enacted laws expressly governing AI, while other regulatory authorities have applied existing law to AI uses-cases.
−Removed: Other jurisdictions may decide to adopt similar or more restrictive legislation that may complicate our compliance efforts and may render the use of such technologies more challenging.
−Removed: These obligations may make it harder for us to conduct our business, lead to regulatory fines or penalties, require us to change our business practices or otherwise implement and maintain potentially onerous new policies or procedures, or prevent or limit our use of AI or our customers’ demand for AI solutions.
+Added: states, have already proposed or enacted laws expressly governing AI, while other regulators have applied existing law to AI uses-cases and may do so in potentially unexpected ways the future.
+Added: Moreover, other jurisdictions may decide to adopt similar or more restrictive legislation that may complicate our compliance efforts and may render the use of such technologies more challenging.
+Added: The uncertain nature of the regulatory landscape, combined with potentially conflicting obligations imposed under jurisdiction-specific AI frameworks, increases our operational risks.
+Added: For instance, AI regulatory obligations may make it harder for us to conduct our business, or they may increase the burden and cost of research and development, and any failure to comply with applicable laws may expose us to regulatory scrutiny, fines, penalties, reputational damage or other liability, require us to change our business practices or otherwise implement and maintain potentially onerous new policies or procedures, or prevent or limit our use of AI or our customers’ demand for AI solutions.
If we cannot use AI or our customers’ demand for AI solutions decreases, our business may be less efficient, or we may struggle to attract or retain customers.
−Removed: Any of these factors could adversely affect our business, financial condition, and results of operations.
−Removed: Negative publicity about offshore outsourcing or anti-outsourcing legislation may have an adverse effect on our business.
−Removed: The issue of companies outsourcing services to organizations operating in other countries is a topic of political discussion in many countries, including the U.S., which is our largest source of revenues.
−Removed: Many organizations and public figures in the U.S.
−Removed: and Europe have publicly expressed concern about a perceived association between offshore outsourcing IT services providers and the loss of jobs in their home countries.
−Removed: For example, measures aimed at limiting or restricting outsourcing by U.S.
−Removed: companies are periodically considered in Congress and in numerous state legislatures to address concerns over the perceived
−Removed: association between offshore outsourcing and the loss of jobs in the U.S.
−Removed: A number of U.S.
−Removed: states have passed legislation that restricts state government entities from outsourcing certain work to offshore IT services providers.
−Removed: Given the ongoing debate over this issue, the introduction and consideration of other restrictive legislation is possible.
−Removed: If enacted, such measures may broaden restrictions on outsourcing by federal and state government agencies and on government contracts with firms that outsource services directly or indirectly, impact private industry with measures such as tax disincentives or intellectual property transfer restrictions, and/or restrict the use of certain business visas.
−Removed: In addition, current or prospective clients may be discouraged from transferring services to providers that utilize offshore delivery centers such as us to avoid any negative perceptions that may be associated with using an offshore provider or for data privacy and security concerns.
−Removed: As a result, our ability to service our clients could be impaired and we may not be able to compete effectively with competitors that operate primarily from within the countries in which our clients operate.
−Removed: Any such slowdown or reversal of the existing industry trends toward offshore outsourcing may have a material adverse effect on our business, financial condition and results of operations.
−Removed: These risks may become more acute as we continue to expand to new geographies.
+Added: Any of these factors could adversely affect our business, financial condition, and results of operations, or subject us to brand, reputational, or competitive harms.
Restriction on immigration and the ability to obtain visas to travel may have an adverse effect on our business.
3 unchanged sentences
Delays in obtaining visas may result in delays in the ability of our personnel to travel to meet with and provide services to our customers or to continue to provide services on a timely basis.
−Removed: In addition, the availability of a sufficient number of visas without significant additional costs could limit our ability to provide services to our customers on a timely and cost-effective basis or manage our sales and delivery centers as efficiently as we otherwise could.
+Added: In addition, if we are not able to obtain a sufficient number of visas without significant additional costs, our ability to provide services to our customers on a timely and cost-effective basis or manage our sales and delivery centers could be adversely impacted.
Delays in or the unavailability of visas and work permits could have a material adverse effect on our business, results of operations, financial condition and cash flows.
−Removed: Our global business, especially in CIS and CEE countries, exposes us to significant legal, economic, tax and political risks.
+Added: Our global business, especially in CIS, CEE and Latin American countries, exposes us to significant legal, economic, tax and political risks.
We have significant operations in certain emerging market economies, and are expanding into other countries, which creates legal, economic, tax and political risks.
15 unchanged sentences
• overall foreign policy and variability of foreign economic conditions.
−Removed: The legal systems of Ukraine, Poland, Serbia, India, Mexico, Moldova, Romania, Argentina and other countries are often beset by legal ambiguities as well as inconsistencies and anomalies due to the relatively recent enactment of many laws that may not always coincide with market developments.
+Added: The legal systems of Ukraine, Poland, Serbia, India, Mexico, Moldova, Romania, Argentina and other countries are often beset by legal ambiguities as well as inconsistencies and anomalies due to the relatively recent enactment of many laws that may not
+Added: always coincide with market developments.
Furthermore, legal and bureaucratic obstacles and corruption exist to varying degrees in each of these countries.
5 unchanged sentences
In addition to the foregoing, selective or arbitrary government actions may include withdrawal of licenses, sudden and unexpected tax audits, criminal prosecutions and civil actions, all of which could have a material adverse effect on our business, financial condition and results of operations.
−Removed: The banking and other financial systems in certain CIS and CEE countries where we operate remain subject to periodic instability and generally do not meet the banking standards of more developed markets.
+Added: The banking and other financial systems in certain CIS, CEE, and Latin American countries where we operate remain subject to periodic instability and generally do not meet the banking standards of more developed markets.
Armed conflict, or the threat of armed conflict, including the significant military action against Ukraine launched by Russia, as well as sanctions targeting banks in the region in response to such military action, could contribute to banking challenges or a banking crisis in these countries.
4 unchanged sentences
The occurrence of any such event may have a material adverse effect on our business, financial condition and results of operations.
−Removed: We have recently acquired and expanded operations in Argentina and the United Kingdom, in addition to our expanded operations in India and Mexico, among others.
+Added: In 2024, we acquired and expanded operations in Argentina and the United Kingdom, in addition to our expanded operations in India and Mexico, among others.
The laws and regulations in Mexico, India and Argentina to which we have become subject thereby, and interpretations thereof, may change, sometimes substantially, as a result of a variety of factors beyond our control, including political, economic, regulatory or social events.
−Removed: Any policies, laws and regulations which are adopted in the jurisdictions in which we operate could result in a deterioration of investment sentiment, political and economic uncertainty, and increased costs for our business, which may in turn have a material adverse effect on our business, financial condition, liquidity and results of operations.
+Added: Any policies, laws and regulations that are adopted in the jurisdictions in which we operate could result in a deterioration of investment sentiment, political and economic uncertainty, and increased costs for our business, which may in turn have a material adverse effect on our business, financial condition, liquidity and results of operations.
Failure to comply with laws and regulations relating to privacy, data protection, and cybersecurity could lead to government enforcement actions, private litigation and adverse publicity.
7 unchanged sentences
In that event, we may be unsuccessful in maintaining legitimate means for the transfer and receipt of personal data from the EEA, which could adversely impact our business operations and financial condition and potentially subject us to regulatory or other enforcement proceedings.
−Removed: Additionally, the United Kingdom has enacted legislation that substantially implements the GDPR, including similar penalties, and has issued UK-specific standard contractual clauses.
−Removed: We may experience additional costs or other operational challenges (e.g., contract renegotiation) associated with our efforts to comply with these new requirements relating to cross-border data transfers from the EEA, Switzerland, or the United Kingdom to the U.S., or otherwise to comply with GDPR.
−Removed: We may face the risk of enforcement action or other liabilities should our efforts in this regard fail.
+Added: Additionally, the United Kingdom has enacted legislation that substantially implements the GDPR (“UK GDPR”), including similar penalties, and has issued UK-specific standard contractual clauses.
+Added: We may experience additional costs or other operational challenges (e.g., contract renegotiation) associated with our efforts to comply with these requirements relating to cross-border data transfers from the EEA, Switzerland, or the United Kingdom to the U.S., or otherwise to comply with GDPR and UK GDPR.
+Added: face the risk of enforcement action or other liabilities should our efforts in this regard fail.
Any such enforcement action or liability could result in substantial costs and diversion of resources, distract management and technical personnel, require changes to our handling of personal data, and negatively affect our business, operating results, financial condition or reputation.
−Removed: In the U.S., California and other states have enacted so-called “comprehensive” privacy laws that impose detailed privacy and security obligations of entities handling certain personal information of state residents, including requiring covered companies to provide certain disclosures and to afford consumers certain rights - such as the right to request deletion of their personal information.
−Removed: California’s law came into effect on January 1, 2020, and other states’ laws, including laws in Virginia, Colorado, Utah, and Connecticut, have come into effect since.
−Removed: Numerous other states have enacted similar legislation that is set to become effective in 2024 through 2026.
−Removed: Other states have passed more data- or sector-specific types of privacy legislation.
−Removed: Aspects of these state laws, and their interpretations remain unclear, and their implementation or enforcement uncertain.
−Removed: We cannot fully predict the impact of these laws on our business or operations, but developments regarding these and other privacy and data protection laws and regulations around the world may require us to modify our data collection and processing practices and policies and to incur substantial additional costs and expenses in an effort to maintain compliance on an ongoing basis.
+Added: In the U.S., California and other states have enacted so-called “comprehensive” privacy laws that impose detailed privacy and security obligations on entities handling certain personal information of state residents, including requiring covered companies to provide certain disclosures and to afford consumers certain rights such as the right to request deletion of their personal information.
+Added: California’s law came into effect on January 1, 2020, and numerous other states have enacted similar legislation that have come into effect since, or will do so through 2026.
+Added: Other states have passed data- or sector-specific privacy legislation.
+Added: Aspects of these state laws, and their interpretations remain unclear, and their implementation or enforcement are uncertain.
Other countries and jurisdictions throughout the world are considering or enacting laws and regulations requiring the local storage of data.
+Added: We cannot fully predict the impact of these laws on our business or operations, but developments regarding these and other privacy and data protection laws and regulations around the world may require us to modify our data collection and processing practices and policies and to incur substantial additional costs and expenses in an effort to maintain ongoing compliance.
We have been undertaking measures in an effort to comply with these and other applicable privacy and data protection laws and regulations, and such efforts may require us to incur substantial operational costs.
13 unchanged sentences
or other jurisdictions could also have an adverse impact on our reputation, business, financial condition and results of operations.
+Added: While our operations are not directly impacted by recent tariffs, trade restrictions, or geopolitical tensions, many of our customers operate in the retail, CPG and technology sectors.
+Added: Uncertainty in global trade policies, the imposition of significant tariffs, the escalation of trade disputes and the risk of recession could adversely affect our customers' business performance, budgets, and demand for our services, which in turn could negatively impact our business, financial condition, and results of operations.
We are subject to anti-bribery, anti-corruption laws and anti-money laundering laws, our failure to comply with these and similar laws could subject us to penalties and other adverse consequences.
17 unchanged sentences
If involuntary liquidation of any of our subsidiaries were to occur, such liquidation could materially adversely affect our business, financial condition and results of operations.
+Added: Negative publicity about offshore outsourcing or anti-outsourcing legislation may have an adverse effect on our business.
+Added: The issue of companies outsourcing services to organizations operating in other countries is a topic of political discussion in many countries, including the U.S., which is our largest source of revenues.
+Added: Many organizations and public figures in the U.S.
+Added: and Europe have publicly expressed concern about a perceived association between offshore outsourcing IT services providers and the loss of jobs in their home countries.
+Added: For example, measures aimed at limiting or restricting outsourcing by U.S.
+Added: companies are periodically considered in Congress and in numerous state legislatures to address concerns over the perceived association between offshore outsourcing and the loss of jobs in the U.S.
+Added: A number of U.S.
+Added: states have passed legislation that restricts state government entities from outsourcing certain work to offshore IT services providers.
+Added: Given the ongoing debate over this issue, the introduction and consideration of other restrictive legislation is possible.
+Added: If enacted, such measures may broaden restrictions on outsourcing by federal and state government agencies and on government contracts with firms that outsource services directly or indirectly, impact private industry with measures such as tax disincentives or intellectual property transfer restrictions, and/or restrict the use of certain business visas.
+Added: In addition, current or prospective clients may be discouraged from transferring services to providers that utilize offshore delivery centers such as us to avoid any negative perceptions that may be associated with using an offshore provider or for data privacy and security concerns.
+Added: As a result, our ability to service our clients could be impaired and we may not be able to compete effectively with competitors that operate primarily from within the countries in which our clients operate.
+Added: Any such slowdown or reversal of the existing industry trends toward offshore outsourcing may have a material adverse effect on our business, financial condition and results of operations.
+Added: These risks may become more acute as we continue to expand to new geographies.
Risks Related to Our Tax Treatment
−Removed: Our effective tax rate could be adversely affected by several factors.
+Added: Our effective tax rate could be adversely affected by a variety of factors.
We conduct business globally and file income tax returns in multiple jurisdictions.
4 unchanged sentences
The Organization for Economic Cooperation and Development (the “OECD”) has made a number of proposals, including implementing a new global minimum effective corporate tax rate of 15% for large multinational companies and rules that would result in the reallocation of certain profits to market jurisdictions where customers and users are located.
−Removed: A number of jurisdictions in which we operate have implemented domestic legislation to give effect to the OECD’s proposals for a global minimum effective corporate tax rate with effect for accounting periods starting on or after December 31, 2023.
+Added: A number of jurisdictions in which we operate have implemented domestic legislation to give effect to the OECD’s proposals for a global minimum effective corporate tax rate.
Furthermore, any significant changes to U.S.
8 unchanged sentences
The criteria to determine whether an individual is considered an independent contractor or an employee are typically fact intensive and vary by jurisdiction.
−Removed: If a government authority or
−Removed: court makes any adverse determination with respect to some or all of our independent contractors, we could incur significant costs, including for prior periods, for amounts related to tax withholding, social security taxes or payments, workers’ compensation and unemployment contributions, and recordkeeping in the impacted jurisdiction, or we may be required to modify our business model, any of which could materially adversely affect our business, financial condition and results of operations.
+Added: If a government authority or court makes any adverse determination with respect to some or all of our independent contractors, we could incur significant costs, including for prior periods, for amounts related to tax withholding, social security taxes or payments, workers’ compensation and unemployment contributions (or their equivalent employer-paid contributions in jurisdictions in which we operate outside the United States), and recordkeeping in the impacted jurisdiction, or we may be required to modify our business model, any of which could materially adversely affect our business, financial condition and results of operations.
Global mobility of employees may potentially create additional tax liabilities for us in different jurisdictions.
−Removed: In performing services to clients, our employees have been and may be required to travel to various locations.
+Added: In performing services for clients, our employees have been and may be required to travel to various locations.
Depending on the length of the required travel and the nature of employees’ activities, the tax implications of travel arrangements vary with generally more extensive tax consequences in cases of longer travel.
5 unchanged sentences
For example, a tax authority could challenge our allocation of income by tax jurisdiction, and the amounts paid between our affiliated companies pursuant to our intercompany arrangements and transfer pricing policies, including methodologies for valuing developed technology and amounts paid with respect to our intellectual property development.
−Removed: A tax authority may take the position that material income tax liabilities, interest and penalties are payable by us, where there has been a technical violation of contradictory laws and regulations that are relatively new and have not been subject to extensive review or interpretation, in which case we expect that we might contest such assessment.
+Added: A tax authority may take the position that material income tax liabilities, interest and penalties are payable by us, where there has been a technical violation of contradictory laws and regulations that are relatively new and have not been subject to
+Added: extensive review or interpretation, in which case we expect that we might contest such assessment.
Many companies must negotiate their tax bills with tax inspectors who may demand higher taxes than what the applicable law appears to provide.
5 unchanged sentences
That said, our revenues and costs are exposed to a number of currencies that include Euro, British pounds, Mexican pesos, Polish zloty, Indian rupees and Argentine pesos.
−Removed: With our recent acquisition of Mobile Computing, and our expectations of further operations, we are particular susceptible to fluctuations of the Argentinian peso, including Argentinian hyper-inflation.
−Removed: As we may not hedge our foreign currency, we are exposed to foreign currency exchange transaction risk related to funding our non-U.S.
+Added: With our acquisition of Mobile Computing, and our expectations of further operations, we are particular susceptible to fluctuations of the Argentinian peso, which, in the previous year, has experienced Argentinian hyper-inflation.
+Added: Although we recently started to implement a hedging program with respect to the Polish zloty, we continue to be exposed to foreign currency exchange transaction risk related to funding our non-U.S.
operations and to foreign currency translation risk related to certain of our subsidiaries’ cash balances that are denominated in currencies other than the U.S.
22 unchanged sentences
In addition, actual events involving limited liquidity, defaults, non-performance or other adverse developments that affect financial institutions, transactional counterparties or other companies in the financial services industry or the financial services industry generally, or concerns or rumors about any events of these kinds or other similar risks, have in the past and may in the future lead to market-wide liquidity problems.
−Removed: Our cash is held with high-quality financial institutions.
+Added: Our cash is held with high-quality
+Added: financial institutions.
Deposits held with banks may, at times, exceed the amount of insurance provided on such deposits.
Additionally we hold cash deposits in countries where the banking sector remains periodically unstable, banking and other financial systems generally do not meet the banking standards of more developed markets, and bank deposits made by corporate entities are not insured.
−Removed: Such countries in addition to Ukraine include Argentina, Armenia, Moldova, Serbia and Mexico.
+Added: Such countries in addition to Ukraine include Argentina, Armenia, Moldova, Romania, Serbia and Mexico.
We place our cash with financial institutions considered stable in the region and conduct ongoing evaluations of the creditworthiness of the financial institutions with which we operate.
29 unchanged sentences
If these agreements are breached, we may not have adequate remedies for such breach.
−Removed: It is possible that third parties may copy, reverse engineer, or otherwise obtain and use our information and proprietary technology without authorization or otherwise infringing, misappropriating or violating our intellectual property rights.
+Added: It is possible that third parties may copy, reverse engineer, or otherwise obtain and use our information and proprietary technology without authorization or otherwise infringe, misappropriate or violate our intellectual property rights.
Further, there can be no assurance that others will not independently develop the know-how and trade secrets or develop better methods than us.
5 unchanged sentences
While we believe that we have complied with all such requirements and have fulfilled the requirements necessary to acquire all rights in intellectual property developed by our employees, contractors and subcontractors, these requirements are often ambiguously defined and enforced.
−Removed: Implementation of intellectual property-related laws in CIS and CEE countries in which we operate has historically been lacking and there is no assurance that we will be able to enforce or defend our rights under our non-disclosure, confidentiality or assignment of invention agreements or that protection of intellectual property rights in such countries will be as effective as that in the U.S.
+Added: Implementation of intellectual property-related laws in CIS, CEE, and Latin American countries in which we operate has historically been lacking and there is no assurance that we will be able to enforce or defend our rights under our non-disclosure, confidentiality or assignment of invention agreements or that protection of intellectual property rights in such countries will be as effective as that in the U.S.
We have registered or applied to register certain patents, copyrights, and trademarks in the United States and may do so in countries outside the United States.
5 unchanged sentences
Due to the foregoing reasons, we cannot guarantee that we will be successful in maintaining existing or obtaining future intellectual property rights or registrations, be able to detect unauthorized use of our intellectual property and take appropriate steps to enforce and protect our rights, or that any such steps will be successful.
−Removed: We can also neither guarantee that we have taken all necessary steps to enforce our intellectual property rights in each jurisdiction in which we operate nor that the intellectual property laws of any jurisdiction in which we operate are adequate to protect our interest or that any favorable judgment obtained by us with respect thereto will be enforced in the courts.
+Added: We can also neither guarantee that we have taken all necessary steps to enforce our intellectual property rights in each jurisdiction in which we operate nor that the intellectual property laws of any jurisdiction in which we operate are adequate to protect our interests or that any favorable judgment obtained by us with respect thereto will be enforced in the courts.
Unauthorized use by third parties of, or other failure to protect, our intellectual property, including the costs of enforcing intellectual property rights, could have a material adverse effect on our business, financial condition and results of operations.
3 unchanged sentences
Our customer contracts often require us to indemnify clients who purchase our services and solutions against potential infringement of intellectual property rights, which subjects us to the risk of indemnification claims.
−Removed: These claims may require us to initiate or defend protracted and costly litigation on behalf of our clients, regardless of the merits of these claims and are often not subject to liability limits or exclusion of consequential, indirect or punitive damages.
+Added: These claims may require us to initiate or defend protracted and costly litigation on behalf of our clients, regardless of the merits of these claims and are
+Added: often not subject to liability limits or exclusion of consequential, indirect or punitive damages.
If any of these claims succeed, we may be forced to pay damages on behalf of our clients, redesign or cease offering the allegedly infringing services or solutions or obtain licenses for the intellectual property such services or solutions allegedly infringe.
31 unchanged sentences
These exclusive forum provisions may discourage a stockholder from seeking judicial relief and limit a stockholder’s ability to bring a claim in a judicial forum that it finds favorable for disputes with us or our directors, officers or other employees.
−Removed: The price of our common stock may be volatile.
+Added: The price of our common stock continues to be volatile.
The price of our common stock may fluctuate due to a variety of factors, including:
−Removed: • our ability to effectively service any current and future outstanding debt obligations;
• the announcement of the introduction of new products or services, or enhancements thereto, by us or our competitors;
+Added: • the rapid, and even accelerating, changes in technologies, methodologies and industry standards, whether due to AI or otherwise, which may result in significantly decreased demand for our services, and our ability to adapt to such changes;
+Added: • evolving consumer, investor and market perceptions regarding the ubiquity and capabilities of commercial AI technologies, which may lead to significant uncertainty about the continued demand for our services and the future of our industry;
• developments concerning intellectual property rights;
9 unchanged sentences
• adverse developments from litigation;
+Added: • our ability to effectively service any current and future outstanding debt obligations;
• the general state of the securities market, including valuation adjustments and lowering multiples;
34 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.