IBEX Ltd
For the period ended Jun 30, 2025. Filed Sep 11, 2025.
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FY2025 · Filed Sep 11, 2025
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ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
(a) The following are filed as a part of this Form 10-K:
1)Index to Consolidated Financial Statements and Schedule
Report of Independent Registered Public Accounting Firm (Deloitte & Touche LLP, Tampa, Florida;
PCAOB ID Number 34)
Consolidated Statements of Stockholders’ Equity
Notes to Consolidated Financial Statements
Our Consolidated Financial Statements are listed in the “Index to Consolidated Financial Statements” under Part II, Item 8 of this Form 10-K.
2)Financial Statement Schedules
All schedules have been omitted because they are not required, not applicable, or the required information is otherwise included.
3)Exhibits
See exhibits listed under Part (b) below.
(b) Exhibits:
EXHIBIT INDEX
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| ExhibitNumber · Description of Document · Form · File Number · Exhibit · FilingDate · Filed orFurnishedHerewith | |||||
| 3.1 | Memorandum of Association | F-1 | 333-239821 | 3.1 | 07/29/2020 |
| 3.2 | Amended and Restated Bye-laws | 20-F | 001-38442 | 1.2 | 10/23/2020 |
| 4.1 | Description of share capital registered under Section 12 of the Exchange Act | 10-K | 001-38442 | 4.1 | 09/13/2023 |
| 10.1 | Registration Rights Agreement, dated as of September 15, 2017, by and between IBEX Limited and The Resource Company International Limited | F-1 | 333-239821 | 10.1 | 07/10/2020 |
| 10.2 | Stockholders’ Agreement, dated as of September 15, 2017, by and between IBEX Limited and The Resource Company International, Limited | F-1 | 333-239821 | 10.2 | 07/10/2020 |
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| ExhibitNumber · Description of Document · Form · File Number · Exhibit · FilingDate · Filed orFurnishedHerewith | |||||
| 10.3# | Second Amended and Restated Warrant, dated November 13, 2017, issued to Amazon.com NV Investment Holdings LLC (amended December 28, 2018) | F-1 | 333-239821 | 10.40 | 07/29/2020 |
| 10.4 | First Amendment to Second Amended and Restated Warrant, dated November 13, 2017, issued to Amazon.com NV Investment Holdings LLC (amended December 27, 2019) | F-1 | 333-239821 | 10.41 | 07/10/2020 |
| 10.5* | Second Amendment to Second Amended and Restated Warrant, dated November 13, 2017, issued to Amazon.com NV Investment Holdings LLC (amended as of August 7, 2020) | 10-K | 001-38442 | 10.26 | 09/12/2024 |
| 10.6^ | IBEX Holdings Limited 2018 Restricted Share Plan | F-1 | 333-239821 | 10.35 | 07/10/2020 |
| 10.6.1^ | Form of Restricted Share Agreement (A) | F-1 | 333-239821 | 10.36 | 07/10/2020 |
| 10.6.2^ | Form of Restricted Share Agreement (B) | F-1 | 333-239821 | 10.37 | 07/10/2020 |
| 10.6.3^ | IBEX Holdings Limited UK Sub-Plan of the 2018 Restricted Share Plan | F-1 | 333-239821 | 10.38 | 07/10/2020 |
| 10.7^ | 2020 Long Term Incentive Plan, dated as of May 20, 2020 | F-1 | 333-239821 | 10.39 | 07/10/2020 |
| 10.7.1^ | IBEX Limited Amended 2020 Long-Term Incentive Plan, dated January 14, 2022 | S-8 | 333-263228 | 99.1 | 03/02/2022 |
| 10.8^ | Ibex Management Incentive Plan | 10-K | 001-38442 | 10.28 | 09/13/2023 |
| 10.9^ | Ibex Global Solutions (Philippines) Inc. Amended & Restated Phantom Stock Plan | 10-K | 001-38442 | 10.29 | 09/13/2023 |
| 10.9.1^ | Ibex Global Solutions (Philippines) Inc. Phantom Stock Plan Form of Award Agreement | 10-K | 001-38442 | 10.29.1 | 09/13/2023 |
| 10.10^ | Ibex Global Jamaica Limited Amended & Restated Phantom Stock Plan | 10-K | 001-38442 | 10.30 | 09/13/2023 |
| 10.10.1^ | Ibex Global Jamaica Limited Phantom Stock Plan Form of Award Agreement | 10-K | 001-38442 | 10.30.1 | 09/13/2023 |
| 10.11^ | Form of Director Agreement | F-1 | 333-239821 | 10.42 | 07/10/2020 |
| 10.12^ | Form of Director Indemnification Agreement | F-1 | 333-239821 | 10.44 | 07/10/2020 |
| 10.13 | Executive Employment Agreement dated April 2, 2015 by and between TRG Customer Solutions Inc. and Robert Dechant | 10-K | 001-38442 | 10.33 | 09/13/2023 |
| 10.14 | Restated Executive Employment Agreement dated July 1, 2020 by and between Ibex Global Solutions Inc. and David Afdahl | 10-K | 001-38442 | 10.34 | 09/13/2023 |
| 10.15 | Restated Executive Employment Agreement dated July 1, 2020 by and between Ibex Global Solutions Inc. and Julie Casteel | 10-K | 001-38442 | 10.35 | 09/13/2023 |
| Incorporated by Reference | ||||||
|---|---|---|---|---|---|---|
| ExhibitNumber | Description of Document | Form | File Number | Exhibit | FilingDate | Filed orFurnishedHerewith |
| 10.16 | Executive Separation and Release Agreement dated June 4, 2024 by and between Ibex Global Solutions, Inc. and Jeffrey Cox | 10-K | 001-38442 | 10.38 | 09/12/2024 | |
| 10.17 | Restated Executive Employment Agreement dated July 1, 2020 by and between Ibex Global Solutions, Inc. and Bruce Dawson | 10-K | 001-38442 | 10.40 | 09/12/2024 | |
| 10.18 | Executive Employment Agreement dated August 1, 2023 by and between Ibex Global Solutions, Inc. and Taylor Greenwald | 10-Q | 001-38442 | 10.10 | 11/09/2023 | |
| 10.19^ | Form of Officer Indemnity Agreement | 10-K | 001-38442 | 10.41 | 09/12/2024 | |
| 10.20^ | Form of First Amendment to Officer Indemnity Agreement | 10-K | 001-38442 | 10.42 | 09/12/2024 | |
| 10.21# | Credit Agreement, dated as of October 29, 2924, by and among Ibex Global Solutions, Inc., Ibex Limited, Ibex Global Limited, the other borrowers party thereto from time to time, the guarantors party thereto from time to time, the lenders party thereto from time to time and HSBC Bank USA, National Associations, as Administrative Agent | 8-K | 001-38442 | 10.1 | 11/04/2024 | |
| 10.22A | Revolving Loan Agreement, dated as of 22 October 2024, by and between HSBC Bank Middle East Limited and Ibex Global FZ-LLC | 8-K | 001-38442 | 10.2A | 11/04/2024 | |
| 10.23B | Facility Offer Letter, dated as of 22 October 2024, by and between HSBC Bank Middle East Limited and Ibex Global FZ-LLC | 8-K | 001-38442 | 10.2B | 11/04/2024 | |
| 10.23C | General Terms and Conditions of the HSBC Bank Middle East Limited | 8-K | 001-38442 | 10.2C | 11/04/2024 | |
| 10.23D | Letter of Deviation, dated as of 22 October 2024, by and between HSBC Bank Middle East Limited and Ibex Global FZ-LLC | 8-K | 001-38442 | 10.2D | 11/04/2024 | |
| 10.24 | First Amendment to the Facility Offer Letter, dated 22 May 2025, by and between HSBC Bank Middle East Limited and Ibex Global FZ-LLC | X | ||||
| 10.25 | Executive Employment Agreement dated September 1, 2024 by and between Ibex Global Solutions, Inc. and Andreas Wilkens | 10-Q | 001-38442 | 10.1 | 11/07/2024 | |
| 10.26 | Call Option Agreement, dated November 19, 2024, by and between the Company and TRGI | 8-K | 001-38442 | 10.1 | 11/20/2024 | |
| 19.1 | Ibex Limited Insider Trading Policy | X | ||||
| 21.1 | List of Subsidiaries | X | ||||
| 23.1 | Consent of Deloitte & Touche LLP, independent registered public accounting firm | X | ||||
| 31.1 | Certification by the Chief Executive Officer pursuant to Rule 13a-14(a) of the Exchange Act | X | ||||
| Incorporated by Reference | ||||||
|---|---|---|---|---|---|---|
| ExhibitNumber | Description of Document | Form | File Number | Exhibit | FilingDate | Filed orFurnishedHerewith |
| 31.2 · Certification by the Chief Financial Officer pursuant to Rule 13a-14(a) of the Exchange Act · X | ||||||
| 32.1 · Certification of the Chief Executive Officer and the Chief Financial Officer pursuant to Rule 13a-14(b) of the Exchange Act and 18 U.S.C. Section 1350 · X | ||||||
| 97 | Compensation Recoupment (Clawback) Policy | 10-K | 001-38442 | 97 | 09/12/2024 | |
| 101.INS | Inline XBRL Instance Document | X | ||||
| 101.SCH | Inline XBRL Taxonomy Extension Schema Document | X | ||||
| 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document | X | ||||
| 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document | X | ||||
| 101.LAB | Inline XBRL Taxonomy Extension Label Linkbase Document | X | ||||
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document | X | ||||
| 104 | Cover Page Interactive Data File (formatted in Inline XBRL and included as Exhibit 101) | X | ||||
^Management contracts or compensation plans or arrangements in which directors or executive officers are eligible to participate.
#Certain schedules and exhibits to or portions of this Exhibit have been omitted in accordance with Item 601(a)(5)-(6) and Item 601(b)(10)(iv) of Regulation S-K. The Company hereby agrees to furnish supplementally a copy of all omitted schedules to the SEC upon request.
*Corrected version of a previously filed exhibit (previously filed October 14, 2021 as Exhibit 10.40)
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