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IBEX Ltd

For the period ended Jun 30, 2026. Filed Sep 10, 2026.

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About this filing

A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2026 · Filed Sep 10, 2026

IBEX$50.28+1.5%Stored close · as of Nov 9, 2026

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Contents

Notes to the Consolidated Financial Statements

  1. OVERVIEW AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

OVERVIEW

IBEX Limited (“IBEX” and together with its subsidiaries, the “Company,” “ibex,” “we,” “us,” or “our”) was incorporated on February 28, 2017 in Hamilton, Bermuda. Our registered office in Bermuda is Crawford House, 50 Cedar Avenue, Hamilton HM 11, Bermuda. On August 7, 2020, the Company was admitted to trade on the Nasdaq Global Market under the ticker symbol “IBEX.”

The Company is an end-to-end provider of technology-enabled customer lifecycle experience (“CLX”) solutions. Through the Company’s integrated CLX platform, a comprehensive portfolio of solutions is offered to optimize customer acquisition, engagement, expansion and experience for clients. The Company leverages sophisticated technology and proprietary analytics, in combination with its global footprint and business process outsourcing (“BPO”) expertise, to protect and enhance clients’ brands. The Company manages interactions with consumers on behalf of clients through an omni-channel approach, using voice, web, chat and email.

The Company’s Connect business lies at the core of our offerings and generates the majority of the Company’s revenue. This business unit delivers customer service (assisting our clients’ customers with information about our clients and their products or services), technical support (providing specialized teams to provide information, assistance and technical guidance to our clients’ customers on a specific product or service), revenue generation (upselling and cross selling) and other value-added outsourced back office services (finance and accounting, marketing support, sales operations, and human resources administration) to our clients. We deploy these capabilities through a true omni-channel customer experience (“CX”) model, which integrates voice, email, chat, SMS, social media and other communication applications.

In addition, our ibex Digital suite of solutions works with consumer-facing businesses to help them build, grow and scale technology-driven customer acquisition solutions, while helping drive digital transformation. We offer digital marketing, e-commerce technology and platform solutions for our clients.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of presentation and principles of consolidation

The Company’s consolidated financial statements are prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) for the fiscal years ended June 30, 2026, 2025, and 2024, and include the financial results of all wholly-owned subsidiaries. When the Company does not have majority ownership in an entity but exerts significant influence over that entity, the Company accounts for the entity under the equity method of accounting. All intercompany balances and transactions have been eliminated in consolidation.

The Company consolidates variable interest entities ("VIE"), when it is deemed to be the primary beneficiary. The Company is considered the primary beneficiary if it has both (1) the power to direct the activities that most significantly impact the VIE’s economic performance, and (2) the obligation to absorb significant losses of the VIE or the right to receive significant benefits from the VIE.

Use of estimates

The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements. Significant items subject to such estimates and assumptions include useful lives for property and equipment; impairment of long-lived assets, operating lease assets and liabilities, goodwill, and other intangible assets; allowance for credit losses; valuation allowances for deferred tax assets and other receivables; fair value of stock-based compensation, warrants, and derivatives, and legal provisions. The Company bases its estimates on historical experience and other assumptions it believes are reasonable, including the use of outside experts as necessary, and updates these estimates on an ongoing basis and as new events occur, more experience is acquired and/or more information is obtained. Actual results could differ materially from these estimates.

Foreign currency matters

These financial statements are presented in U.S. dollars, which is the functional and presentation currency of IBEX Limited. Certain of the Company’s subsidiaries have a functional currency other than the U.S. dollar. The assets and liabilities of these subsidiaries are translated into U.S. dollars at period-end exchange rates. Income and expense items are translated at the monthly average exchange rates during the period in which the items occur. Translation gains and losses are recorded in accumulated other comprehensive income (loss) ("AOCI"), a component of stockholders' equity, and included in net earnings only upon sale or liquidation of the underlying foreign subsidiary or affiliated company. Foreign currency transaction gains and losses are recognized in selling, general and administrative expense and are based on differences between foreign exchange rates on the transaction date and on the settlement date.

Revenue recognition

The Company recognizes revenues for services for which control has transferred to customers in an amount that reflects the consideration to which the Company expects to be entitled in exchange for transferring the promised services. This process involves identifying the customer contract, determining the performance obligations in the contract, determining the transaction price, allocating the transaction price to the distinct performance obligations in the contract, and recognizing revenue when the performance obligations have been satisfied. A performance obligation is considered distinct from other obligations in a contract when it (a) provides a benefit to the customer either on its own or together with other resources that are readily available to the customer and (b) is separately identified in the contract. The Company considers a performance obligation satisfied as it provides services to a customer, meaning the customer has the ability to direct the use and obtain the benefit of the service.

Revenues from contact center services, which consist of customer service, technical support and other value-added outsourced back-office services, are recognized as the services are performed on the basis of the number of billable minutes or hours, contractual rates, and other contractually agreed metrics, if applicable. Certain of our client contracts include bonus and penalty provisions. Revenues related to training that occurs upon commencement of a new client contract or statement of work are deferred and recognized on a straight-line basis over the estimated life of the client program, as it is not considered to have a standalone value to the customer. The related expenses are expensed as incurred. Revenues are recognized over time as performance obligations are satisfied and in the period in which the Company has a right to invoice, net of discounts, incentives, and/or penalties as per contractual terms. Bonuses and penalties accrue for the current billing period and do not depend on future performance. In some cases, we may estimate these bonuses or penalties using the “most likely amount” method based on actual data and historical experience.

Revenues from digital services are recognized at a point in time upon the successful consumer activation or purchase of clients’ services. We utilize third parties in the satisfaction of this performance obligation; however, because we retain control over these third parties and are solely responsible for the risk and reward associated with this performance obligation, we have determined that we are the principal in these transactions and therefore recognize revenue on a gross basis.

All of our contracts include the right to invoice for services on a monthly basis. None of our contracts include significant termination penalties, and generally may be terminated for convenience at any time with a short notice period (generally 30 to 120 days).

The Company generally does not incur significant upfront costs to fulfill or obtain a contract that would qualify for capitalization under Accounting Standards Codification (“ASC”) 606, Revenue from Contracts with Customers.

Cash and cash equivalents

Cash and cash equivalents includes highly liquid investments with initial maturities of three months or less and include money market funds. The carrying value of cash and cash equivalents approximates fair value because of the short-term maturity of those instruments. The majority of the Company’s cash and cash equivalents are deposited with financial institutions located in the U.S. and may at times exceed insured limits.

Trade receivables

Trade accounts receivable are recorded at the invoiced amount and do not bear interest. Amounts collected on trade accounts receivable are included in net cash provided by operating activities in the statements of cash flows.

In accordance with ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326), the Company estimates its credit losses using the lifetime expected credit loss model. The allowance for credit losses is calculated quarterly based on the Company’s historical loss percentages, net of recoveries. In addition to the evaluation of historical losses, the Company considers current and future economic conditions and events such as changes in customer credit quality and liquidity. The Company will write-off accounts receivable against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote.

Concentration of credit risk

The Company is exposed to credit risk in the normal course of business, primarily related to accounts receivable and derivative instruments. Historically, the losses related to credit risk have been immaterial. The Company regularly monitors its credit risk to mitigate losses. The Company evaluates the creditworthiness of its clients prior to and throughout the life of the client relationship. The Company does not believe it is exposed to more than a nominal amount of credit risk in its derivative instruments as all of its counterparties are investment-grade financial institutions.

Prepaid expenses

Prepaid expenses consist primarily of advance payments for goods and services to be received or consumed in the future. As of June 30, 2026, we determined that we will not receive any further economic benefits from certain prepaid assets and recognized an impairment loss of $0.9 million, which is included in selling, general and administrative expense in the consolidated statements of comprehensive income. No impairments related to prepaid expenses were recorded during the years ended June 30, 2025 or 2024.

Tax advances and receivables

Tax advances and receivables consist primarily of refundable sales and use taxes and income tax prepayments.

Other assets

Other current assets and other non-current assets consist primarily of refundable security deposits, loans and advances receivable, and derivative assets.

Property and equipment, net

Property and equipment and assets leased under finance leases are carried at cost at the acquisition date and are depreciated using the straight-line method over their estimated useful lives as follows:

Property and equipmentUseful economic life
Leasehold improvementsLesser of life of the asset or expected lease term
Furniture, fixture and office equipment3 - 5 years
Computer equipment and software3 years
Vehicles3 - 5 years

Property and equipment assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability is assessed by a comparison of the carrying amount of the asset to the estimated future undiscounted net cash flows expected to be generated by the asset. If estimated future undiscounted net cash flows are less than the carrying value of the asset, an impairment loss is recognized to the extent its carrying value exceeds its estimated fair value.

During the years ended June 30, 2026 and June 30, 2024, we determined that the estimated fair value for certain assets at specific delivery locations no longer exceeded their carrying value. Accordingly, we recognized impairment losses of$0.2 million and$1.3 million, respectively, which are included in selling, general and administrative expense in the consolidated statements of comprehensive income. There wereno impairment losses recognized during the year ended June 30, 2025.

Leases

The Company determines whether an arrangement contains a lease at inception in accordance with the provisions of ASC 842, Leases. Operating leases are included in operating lease assets and current and non-current operating lease liabilities, and assets leased under finance leases are included in property and equipment, net and current and long-term debt in the consolidated balance sheets.

Operating lease assets represent the Company’s right to use an underlying asset for the lease term, and operating lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Operating leases with initial terms in excess of twelve months are recognized at the commencement date based on the present value of lease payments over the lease term. The operating lease asset is adjusted for lease incentives, prepaid lease payments and initial direct costs. Operating lease expense is recognized on a straight-line basis over the lease term in cost of services or selling, general and administrative expense, as applicable. The Company has lease agreements for office space with lease and non-lease components. The Company has elected to combine lease and non-lease components.

Certain of the Company’s lease agreements include rental payments that adjust periodically based on an index or rate, generally the applicable Consumer Price Index. The operating lease liability is measured using the prevailing index or rate at the measurement date (i.e., the commencement date). Incremental payments due to changes to the index- and rate-based lease payments are expensed as incurred.

For purposes of calculating operating lease liabilities, the lease term includes options to extend or terminate the lease when it is reasonably certain that the Company will exercise those options. The Company’s capital investment, relationships with clients serviced at the site, and employee recruitment potential are some of the factors it considers when determining whether it will exercise its option to extend a lease.

The Company determines the incremental borrowing rates based on information available at the lease commencement date. The incremental borrowing rate is the rate of interest that a lessee would have to pay to borrow on a collateralized basis over a similar term an amount equal to the lease payments in a similar economic environment. Interest on finance leases is included in interest expense in the consolidated statements of comprehensive income. We apply judgment in estimating the incremental borrowing rate including considering the term of the lease, the currency in which the lease is denominated, and the impact of collateral and our credit risk on the rate.

The Company has elected the short-term lease recognition exemption for all asset classes. Leases with a term of twelve months or less are expensed as incurred in the consolidated statements of comprehensive income as cost of services or selling, general and administrative expense as applicable.

For finance leases, the right of use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for lease payments made at or before the lease commencement date, plus any initial direct costs incurred less any lease incentives received. The right of use asset is subsequently amortized using the straight-line method from the lease commencement date to the earlier of the end of the useful life of the underlying asset or the end of the lease term. The lease liability is initially measured in the same manner and date as for operating leases and is subsequently measured at amortized cost using the effective interest method.

During the year ended June 30, 2026, we recognized a net loss on lease termination of $0.7 million related to the closure of two nearshore sites, which is included in selling, general and administrative expensein the consolidated statements of comprehensive income. There wereno such costs recognized during the years ended June 30, 2025 and 2024.

Additionally, there wereno impairment losses recognized during the years ended June 30, 2026 or 2025. We recognized an impairment loss of $0.3 million related to one of our operating leases during the year ended June 30, 2024, which was included in selling, general and administrative expensein the consolidated statements of comprehensive income.

Goodwill

Goodwill represents the excess of the cost of a business combination over the total acquisition date fair value of the identifiable assets, liabilities and contingent liabilities acquired. Goodwill is not amortized but is tested for impairment at the reporting unit level, on an annual basis or more frequently, if events occur or circumstances change indicating potential impairment. The Company annually tests goodwill for impairment on June 30. In evaluating goodwill for impairment, the Company first assesses qualitative factors to determine whether it is more likely than not that the fair value of the reporting unit is less than its carrying amount. Qualitative factors that the Company considers include, but are not limited to, macroeconomic and industry conditions, overall financial performance and other relevant entity-specific events. If the Company bypasses the qualitative assessment, or if the Company concludes that it is more likely than not that the fair value of a reporting unit is less than its carrying value, then the Company performs a quantitative goodwill impairment test to identify potential goodwill impairment and measures the amount of goodwill impairment it will recognize, if any.

In the quantitative goodwill impairment test, the Company compares the estimated fair value of the reporting unit with its related carrying value. If the estimated fair value exceeds the carrying amount, no further analysis is needed. If, however, the reporting unit’s estimated fair value is less than its carrying amount, the Company records an impairment for the difference between the estimated fair value and the carrying value.

The Company uses an internally developed discounted cash flow model that includes estimates of projected revenues, expenses and related cash flows based on assumed long-term growth rates and demand trends, expected future investments to grow new units, and estimated discount rates. The Company bases these assumptions on its historical data and experience, industry projections, and micro and macro general economic condition projections and expectations.

Other intangible assets

The Company has indefinite-lived intangible assets consisting of trademarks. The Company evaluates indefinite-lived intangible assets for possible impairment at least annually or whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. Similar to goodwill, the Company may first use a qualitative analysis to determine whether it is more likely than not that an indefinite-lived intangible asset is impaired. The qualitative analysis will include a review of changes in economic, market and industry conditions, business strategy, and financial performance, among others, to determine if there would be a significant decline to the fair value of an indefinite-lived intangible asset. If a quantitative analysis is completed, an indefinite-lived intangible asset is evaluated for possible impairment by comparing the fair value of the asset with its carrying value. An impairment charge is recorded if the asset’s carrying value exceeds its estimated fair value.

The carrying amount of indefinite-lived intangible assets at both June 30, 2026 and 2025 was $0.4 million, and is included in other non-current assets in the consolidated balance sheets. There wereno impairment losses recognized during the years ended June 30, 2026 or 2024. We recognized impairment losses of $0.3 million related to one of our trademarks during the year June 30, 2025, which was included in selling, general and administrative expensein the consolidated statements of comprehensive income.

Derivatives

The Company accounts for financial derivative instruments under ASC 815, Derivatives and Hedging. The Company generally utilizes options with expirations up to 18 months or less to reduce its foreign currency exposure due to exchange rate fluctuations on forecasted operating cash flows denominated in non-functional foreign currencies. In using derivative financial instruments to hedge these exposures, the Company exposes itself to counterparty credit risk.

The Company designates these derivatives as cash flow hedges. To qualify for hedge accounting treatment, a derivative must be highly effective in mitigating the designated risk of the hedged item. The Company formally documents all relationships between hedging instruments and hedged items, as well as its risk management objective and strategy for undertaking various hedging activities. The Company also formally assesses, both at the hedge’s inception and on an ongoing basis, whether the derivatives that are used in hedging transactions are highly effective on a prospective and retrospective basis. When it is determined that a derivative has ceased to be a highly effective hedge or if a forecasted hedged item is no longer probable of occurring, or if the Company de-designates a derivative as a hedge, the Company discontinues hedge accounting and records all gains and losses in earnings.

For cash flow hedges, the entire change in the fair value of the hedging instrument included in the assessment of hedge effectiveness is reported in AOCI until the hedged transaction affects earnings. At that time, this amount is reclassified from AOCI and recognized within cost of services or selling, general and administrative expenses, or interest expense, as applicable.

Cash flows related to derivative contracts are classified within the operating section in the consolidated statements of cash flows.

Contingencies

The Company is subject to claims and lawsuits filed in the ordinary course of business. Although management does not believe that any such proceedings will have material adverse effect on its consolidated financial position, results of operations, or cash flows, no assurances to that effect can be given based on the uncertainty of litigation and demands of third parties. The Company records a liability for pending litigation and claims where losses are both probable and can be reasonably estimated. Legal fees are expensed as incurred.

Employee benefits

(a)Defined contribution plans

The Company sponsors a 401(k) plan in the U.S. under which the Company makes matching contributions for eligible employees up to 4% of compensation. All Company matching contributions are immediately vested. The Company operates defined contribution plans in other countries as allowed or required by law.

For the years ending June 30, 2026, 2025, and 2024, the Company incurred plan expenses of $1.8 million, $1.6 million, and $1.4 million, respectively, which is recorded in selling, general and administrative expenses.

(b)Defined benefit plan

The Company records amounts relating to its defined benefit plans based on calculations that incorporate various actuarial and other assumptions, including discount rates, mortality, assumed rates of return, compensation increases and turnover rates. Remeasurement changes are reflected in AOCI. Current service costs are recorded in the period to which they relate. Prior service cost, if any, resulting from an amendment to a plan is recognized and amortized over the remaining period of service of the covered employees.

The Company reviews and adjusts its assumptions annually based on current rates and trends. The Company believes that the assumptions utilized in recording its obligation under the plan are reasonable based on its experience and market conditions.

As of June 30, 2026 and 2025, defined benefit obligations of $1.8 million and $2.0 million, respectively, are included in other non-current liabilities in the consolidated balance sheets, and amounts recognized in net income for the years ended June 30, 2026, 2025, and 2024 were $0.5 million, $0.3 million, and $0.3 million, respectively.

Stock-based compensation plans

The Company accounts for its stock-based awards in accordance with provisions of ASC 718, Compensation - Stock Compensation. The Company calculates the fair value of option awards using the Black-Scholes model. The Company has certain restricted stock units, which are subject to service and market conditions based upon the Company's Total Shareholder Return ("TSR") as compared with the TSR of a defined set of peer companies (the "TSR Awards"). The Company calculates the fair value of the TSR Awards using a Monte Carlo model. For equity-classified awards, total compensation cost is based on the grant date fair value. For liability-classified awards, total compensation cost is based on the fair value of the award on the date the award is granted and is subsequently re-measured at each reporting date until settlement.

The Company recognizes stock-based compensation expense over the requisite vesting period using a graded vesting model. Awards to employees and directors may contain service, performance and/or market vesting conditions. For unvested awards with performance conditions, the Company assesses the probability of attaining the performance conditions at each reporting period. Awards that are deemed probable of attainment are recognized in expense over the requisite service period. The Company accounts for forfeitures as they occur.

Warrant to purchase common shares

The Company accounts for a warrant to purchase itscommon shares (“Warrant”) as an equity instrument in accordance with the provisions of ASU No. 2019-08, Compensation – Stock Compensation (Topic 718)and ASC 606, which requires entities to measure and classify stock-based payment awards granted to a customer by applying the guidance under Topic 718. On the grant date, the Company estimated the fair value of the Warrant using the Black-Scholes option pricing model. The vesting period ended June 30, 2024. The Company has elected a policy to estimate forfeitures for non-employee equity grants.

Income taxes

Deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Deferred tax assets are also recognized for the estimated future effects of tax loss carryforwards. The effect of changes in tax rates on deferred taxes is recognized in the period in which the enactment dates change.

We recognize deferred tax assets to the extent that we determine that these assets are more likely than not to be realized. In making such a determination, we consider the available positive and negative evidence, including future reversals of existing temporary differences, projected future taxable income, tax-planning strategies, carryback potential if permitted under the tax law, and results of recent operations. The Company records valuation allowances against its deferred tax assets based on whether it is more likely than not that the deferred tax assets will be realized. If we determine that we are able to realize our deferred tax assets in the future in excess of their net recorded amount, we will make an adjustment to the valuation allowance.

We record uncertain tax positions in accordance with ASC 740, Income Taxes, on the basis of a two-step process in which (1) we determine whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the position and (2) for those tax positions that met the more likely than not recognition threshold, we recognize the largest amount of tax benefit that is more than 50 percent likely to be realized upon ultimate settlement with the related tax authority.

We recognize interest and penalties related to uncertain tax positions in income tax expense in the consolidated statement of operations. Accrued interest and penalties are included on the related tax liability line in the consolidated balance sheets.

Share repurchase programs

The Company’s board of directors (the “Board”) may authorize share repurchases of the Company’s common shares. Purchases made pursuant to these authorizations may be carried out through open market transactions, negotiated purchases or otherwise, at times and in such amounts as the Company deems appropriate. Shares repurchased under such authorizations are held in treasury for general corporate purposes, including issuances under various employee stock-based award plans. When Company shares are repurchased, the amount of the consideration paid (including directly attributable costs, net of any tax effects) is recognized as a deduction of additional paid in capital. Repurchased shares are classified as treasury shares and are presented as a deduction from total equity. When treasury shares are subsequently sold or reissued, the amount received is recognized as an increase in additional paid in capital, and any resulting surplus or deficit on the transaction is reclassified to accumulated deficit.

The Board will review any authorized repurchase program periodically and may authorize adjustment of its terms and size, and suspend or discontinue the program. The Company has funded and expects to fund future repurchases with its existing cash balance. The share repurchase programs do not obligate the Company to acquire any particular amount of common shares. See Note 14. “Stockholders’ Equity” for more information on share repurchases.

Equity method investment

The Company uses the equity method to account for its investment in a company if the investment provides the Company with the ability to exercise significant influence over, but not control of, the operating and financial policies of the investee. The Company’s consolidated net income includes the Company’s proportionate share of the net income or loss of the investee. The Company’s judgment regarding the level of influence over its equity method investee includes considering key factors such as the Company’s ownership interest, representation on the Board and participation in policy-making decisions of the investee and material intercompany transactions. The Company has elected to classify distributions from its investee based on the cumulative earnings approach. See Note 16. “Investment in Joint Venture” for more information.

Variable Interest Entity

During February 2025 and in connection with our strategic expansion into India, the Company entered into an agreement with Safeguard, LLC and its controlled affiliate (collectively, “Safeguard"), an unrelated provider of BPO services. The Company has a variable interest in Safeguard due to Safeguard's lack of sufficient equity. The Company’s variable interest includes certain lease guaranty and exposure to certain severance payment obligations for Safeguard employees servicing ibex's account. Management determined that ibex is not the primary beneficiary as ibex does not have the power to direct or control the activities which most significantly affect Safeguard's financial performance (such as engaging new clients, expanding its offerings, and engaging in financing activities, among others). Accordingly, the Company is not required to consolidate the results of Safeguard.

The Company's primary risk of involvement with Safeguard is the loss of certain assets and incurrence of certain obligations that may be due in the event of early termination of the contract. The Company’s maximum exposure to loss on early termination is $3.2 million and $1.6 million at June 30, 2026 and 2025, respectively, which is included in prepaid expenses and other non-current assets in the consolidated balance sheets. As of June 30, 2026 and 2025, the Company also had refundable lease deposits of $0.8 million and $0.4 million, respectively, which are included in other non-current assets, and liabilities of $1.0 million and $0.3 million, respectively, for services received, which are included in accounts payable and accrued liabilities in the consolidated balance sheets. Amounts related to early termination of the contract cannot be reasonably estimated as of June 30, 2026. The Company believes that the possibility of a loss is remote. For the fiscal year ended June 30, 2026, the Company did not provide any financial support to Safeguard other than its contractual commitments.

Cloud Computing Software Implementation Costs

The Company incurs costs to implement cloud computing arrangements that are hosted by a third-party vendor. In accordance with ASC 350-40, Goodwill and Other, Internal-Use Software, for cloud computing arrangements that meet the definition of a service contract, the Company capitalizes qualifying implementation costs incurred during the application development stage in prepaid expenses and other non-current assets. Capitalized costs are primarily comprised of third-party consulting fees, direct labor, and related expenses. Capitalization of these costs concludes once the project is substantially complete and the software is ready for the Company's intended use. Once available for its intended use, the capitalized costs will be amortized on a straight-line basis over the term of the associated hosting arrangement including periods covered by an option to extend, and are included in selling, general and administrative expenses in the consolidated statements of comprehensive income. Costs related to data conversion, overhead, general and administrative activities, maintenance, and training are expensed as incurred.

As of June 30, 2026 and 2025, the Company had capitalized cloud computing software costs of $3.5 million and $4.1 million, respectively, which are included in prepaid expenses and other non-current assets in the consolidated balance sheets.

Other post-employment benefits

During the year ended June 30, 2026, the Company incurred approximately $1.2 million in severance costs related to work transferring from nearshore to offshore delivery centers, of which $0.9 million is recorded in cost of services and $0.3 million is recorded in selling, general and administrative expense in the consolidated statements of comprehensive income. During the year ended June 30, 2025 and June 30, 2024, the Company incurred approximately $0.6 million and $1.6 million, respectively, in severance costs for certain positions that it considered redundant. The severance costs incurred during June 30, 2025 were primarily recorded in selling, general and administrative expense in the consolidated statements of comprehensive income. The severance costs incurred during June 30, 2024 were recorded in selling, general and administrative expense and cost of services in the consolidated statements of comprehensive income in the amounts of $1.4 million and $0.2 million, respectively. As of June 30, 2026 and 2025, the Company had accrued $0.7 million and $0.6 million, respectively, of these costs, which are included in accrued payroll and employee-related liabilities in the consolidated balance sheets.

Recently Issued Accounting Pronouncements

In March 2024, the SEC issued climate disclosure rules, which required the disclosure of climate-related information in annual reports and registration statements. Various legal challenges were made to the rules, which were consolidated for review by the U.S. Eighth Circuit Court of Appeals. On March 27, 2025, the SEC voted to end its defense to these legal challenges. On April 24, 2025, and again on September 12, 2025, the U.S. Eighth Circuit Court of Appeals ordered that the litigation would again be held in abeyance until such time as the SEC reconsiders or renews its defense of the climate disclosure rules. Unless or until the SEC reconsiders or resumes defining its climate change rules, the litigation will remain paused. We continue to monitor for any updates and evaluate the impact of the new rules on the disclosures to our consolidated financial statements.

In November 2024, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures: Disaggregation of Income Statement Expenses, which requires disclosures about significant expense categories, including but not limited to, employee compensation, depreciation, amortization, and selling expenses. The amendments in ASU No. 2024-03 are effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods within fiscal years beginning after December 15, 2027. Early adoption is permitted. We are currently evaluating the impact of the new guidance on the disclosures to our consolidated financial statements.

In September 2025, the FASB issued ASU No. 2025-06, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software, to modernize the accounting for software costs under Subtopic 350-40 and requires a Company to start capitalizing software costs when management has authorized and committed to funding the software project and it is probable that the project will be completed and the software will be used to perform the function intended. The amendments in ASU No. 2025-06 are effective for annual reporting periods beginning after December 15, 2027, and interim reporting periods within those annual reporting periods. Early adoption is permitted. We are currently evaluating the impact of the new guidance on the disclosures to our consolidated financial statements.

Recently adopted accounting pronouncements

In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which modifies the rules on income tax disclosures to require entities to disclose (1) specific categories in the rate reconciliation, (2) the income or loss from continuing operations before income tax expense or benefit (separated between domestic and foreign), and (3) the income tax expense or benefit from continuing operations (separated by federal, state and foreign). This update also requires entities to disclose their income tax payments to international, federal, state and local jurisdictions, among other changes. The Company adopted the amendments in ASU No. 2023-09 effective July 1, 2025 on a prospective basis. Accordingly, the guidance has been applied only to current-year income tax disclosures and comparative prior year information has not been recast. The adoption did not have an impact on the Company’s consolidated financial position, results of operations, or cash flows, as the guidance relates solely to disclosure requirements. See Note 13, “Income Taxes.”

  1. REVENUE FROM CONTRACTS WITH CUSTOMERS

The majority of the Company’s revenues are derived from contracts with customers who are located in the United States of America (the “United States” or “U.S.”). However, the Company delivers most of its services from regional customer experience delivery centers that are located in geographies outside of the United States. Our global delivery model is built on regional delivery centers and includes an ability to support work-at-home capabilities in any region.

The Company generated its revenue from clients based in the United States and other countries as shown below:

Year Ended June 30,
($000s)202620252024
Revenue
United States$623,050$537,781$493,015
Other countries21,02620,49215,554
Total$644,076$558,273$508,569

The following table presents the breakdown of the Company’s revenues by geographical location, based on where the services are provided:

Year Ended June 30,
($000s)202620252024
Revenue
Onshore (United States)$169,631$136,020$120,153
Offshore (Philippines, Pakistan, India)327,272282,289244,825
Nearshore (Jamaica, Nicaragua, Honduras)147,173139,964143,591
Total$644,076$558,273$508,569

The following table presents the breakdown of the Company’s revenue by pattern of revenue recognition:

Year Ended June 30,
($000s)202620252024
Pattern of Revenue recognition
Services transferred over time$572,919$509,942$477,663
Services transferred at a point in time71,15748,33130,906
$644,076$558,273$508,569

The movement in deferred revenue was as follows:

($000s)June 30,2026June 30,2025
Beginning balance$6,628$5,877
Revenue recognized(6,912)(7,294)
Revenue deferred8,7438,045
Ending balance$8,459$6,628
  1. ACCOUNTS RECEIVABLE AND SIGNIFICANT CLIENT

Accounts receivable, net in the accompanying consolidated balance sheets consists of the following:

($000s)June 30,2026June 30,2025
Accounts receivable$125,857$117,368
Less: Allowance for credit losses(565)(232)
Accounts receivable, net$125,292$117,136

The Company will write-off accounts receivable against the allowance when it determines a balance is uncollectible.

Activity in the Company’s allowance for credit losses consists of the following:

($000s)June 30,2026June 30,2025
Beginning balance$232$72
Provision for credit losses461535
Reversal of provision for credit losses(34)(21)
Uncollectible receivables written off(99)(354)
Effect of foreign exchange5—
Ending balance$565$232

Significant Client

During the years ended June 30, 2026 and 2025, the Company had one client that contributed approximately 9% and 11% of total revenue, respectively. As of June 30, 2026 and 2025, the accounts receivable from this client was $9.9 million and $9.2 million, respectively.

To limit the Company’s credit risk with its clients, management regularly monitors the aging of customer receivables, maintains allowances for credit losses and may require prepayment for services from certain clients. Based on currently available information, management does not believe significant credit risk exists as of June 30, 2026.

  1. PROPERTY AND EQUIPMENT, NET

Property and equipment consists of the following:

($000s)June 30,2026June 30,2025
Leasehold improvements$32,627$37,722
Furniture & fixtures33,63333,589
Computer equipment83,37687,389
Software13,04522,387
Vehicles4,2863,534
Assets under construction5811,818
Property and equipment, gross$167,548$186,439
Less: Accumulated depreciation(126,823)(153,876)
Property and equipment, net$40,725$32,563

The following table presents the Company’s total property and equipment, net by geographic location:

($000s)June 30,2026June 30,2025
United States$5,407$4,954
Philippines14,1999,166
Pakistan14,9209,820
Jamaica2,4125,452
Other countries3,7873,171
Total$40,725$32,563

Depreciation expense, which includes depreciation expense for finance lease assets, for the Company was $19.9 million, $17.2 million, and $19.5 million for the years ended June 30, 2026, 2025, and 2024, respectively.

  1. LEASES

The Company has operating lease obligations primarily for its delivery centers and finance lease obligations primarily for vehicles and other equipment. Leases typically have initial terms oftwo to 15 years, and may include renewal options if the Company is reasonably certain to exercise such options.

The components of lease cost are as follows:

Year Ended June 30,
($000s)202620252024
Operating lease cost:
Operating lease cost$20,101$19,793$19,753
Variable lease cost3,2783,0152,949
Short-term lease cost321583211
Total operating lease cost$23,700$23,391$22,913
Finance lease cost:
Amortization of right of use assets$1,114$963$653
Interest on lease liabilities266313235
Total finance lease cost$1,380$1,276$888

The following table presents supplemental balance sheet information related to leases:

($000s)June 30,2026June 30,2025
Operating lease assets$55,496$62,276
Operating lease liabilities, current$13,936$14,332
Operating lease liabilities, non-current46,84953,804
Total operating lease liabilities$60,785$68,136
Finance lease assets, net$1,916$1,776
Finance lease liabilities, current$882$823
Finance lease liabilities, non-current777796
Total finance lease liabilities$1,659$1,619

The following table presents supplemental cash flow information related to leases:

Year Ended June 30,
($000s)202620252024
Cash paid for amounts included in the measurement of lease liabilities$14,647$14,403$13,528
Operating cash flows paid for interest portion of finance leases$266$313$235
Financing cash flows paid for principal portion of finance leases$1,216$953$490

The following table presents supplemental noncash information related to leases:

($000s)June 30,2026June 30,2025
Right-of-use assets obtained in exchange for lease obligations
Operating leases$12,507$23,901
Finance leases$1,010$918
Reduction due to reassessment of lease renewal options
Right-of-use assets$(2,822)$(2,426)
Operating lease liabilities$(2,853)$(2,426)

Included in the right-of-use assets obtained in exchange for lease obligations above aretwo significant lease agreements andtwo significant renewals resulting in noncash operating lease additions of $4.2 million and $6.5 million, respectively, during the year ended June 30, 2026, compared tofour significant lease agreements andfour significant renewals resulting in noncash operating lease additions of $7.9 million and $14.8 million, respectively, during the year ended June 30, 2025.

June 30,2026June 30,2025
Weighted average remaining lease term (in years)
Operating leases4.74.5
Finance leases2.02.0
Weighted average discount rate
Operating leases11.3%10.4%
Finance leases16.0%19.3%

As of June 30, 2026, the maturities of our lease liabilities by fiscal year are as follows:

($000s)Operating LeasesFinance Leases
Year Ending
2027$18,963$1,056
202818,997620
202917,142234
20309,943—
20313,496—
Thereafter14,679—
Total undiscounted lease payments83,2201,910
Less: liability accretion(22,435)(251)
Total lease liabilities$60,785$1,659
  1. GOODWILL

The carrying amount of goodwill at both June 30, 2026 and 2025 was $11.8 million. Based on the Company’s annual goodwill impairment assessment, we determined that the estimated fair value of the reporting unit exceeded the carrying value as of June 30, 2026 and 2025, therefore, no impairment charges were recognized.

  1. DERIVATIVES

From time to time, the Company enters into foreign currency exchange contracts, consisting of offsetting foreign exchange option contracts (“collars”), to mitigate foreign exchange fluctuations on the Philippine Peso (“PHP”) within a certain range and on a certain percentage of its PHP operating costs. The collars are designated as cash flow hedges upon inception, in accordance with ASC 815, in order to match the financial results of the hedges with the forecasted transactions. These contracts cover periods commensurate with the expected exposure, generallyone to 18 months. The Company has not experienced any counterparty defaults.

The following tables show the notional amount of our foreign exchange cash flow hedging instruments as of June 30, 2026 and 2025:

HedgedcurrencyLocal Currency Notionalamount(000s)U.S. Dollar Notionalamount($000s)Contracts Maturing Through
As of June 30, 2026PHP5,570,000$93,759December 2027
As of June 30, 2025PHP5,080,000$88,887September 2026

Changes in the fair value of derivatives that are designated and qualify as cash flow hedges are recognized in AOCI. Amounts previously recognized in AOCI are reclassified to cost of services in the periods in which the hedged expenses occur.

Refer to Note 12. "Fair Value" for further details on the fair value of our foreign exchange cash flow hedging instruments as of June 30, 2026 and 2025.

Refer to Note 14, "Stockholders' Equity" for further details on the change in fair value of our cash flow hedges and the net gain or loss reclassified to earnings from effective hedges during the years ended June 30, 2026, 2025 and 2024.

  1. DEBT

Debt consists of the following:

($000s)June 30,2026June 30,2025
Debt
Finance leases$1,659$1,619
Total debt$1,659$1,619
Less: Current debt(882)(823)
Total long-term debt$777$796

The HSBC Credit Facilities consist of the U.S. Credit Facility and the UAE Facilities (as defined and described below and collectively, the “HSBC Credit Facilities”).

U.S. Credit Agreement

On October 29, 2024 (the "Effective Date"), the Company's subsidiaries, Ibex Global Solutions, Inc. ("Ibex US") and Digital Globe Services, LLC, as borrowers, together with the Company and Ibex Global Limited, as guarantors, and the other loan parties and guarantor parties party thereto from time to time, entered into a credit agreement with HSBC Bank USA, National Association ("HSBC U.S.") (the “U.S. Credit Agreement”), which provides for a $25 million secured revolving credit facility (the “U.S. Credit Facility”). The U.S. Credit Facility matures on the earlier of October 29, 2027 and the termination or maturity of the obligations under the UAE Credit Agreement (as defined below).

Borrowings under the U.S. Credit Facility bear interest at a per annum rate equal to term Secured Overnight Financing Rate (“SOFR”) plus 2%, or equal to alternate base rate plus 1%. The U.S. Credit Facility is secured by substantially all of the assets of Ibex US and its wholly owned subsidiaries and guaranteed by the wholly owned U.S. subsidiaries of Ibex US, with an additional guaranty by the Company and Ibex Global Limited.

UAE Credit Agreement

On the Effective Date, the Company's subsidiary, Ibex Global FZ-LLC (the “UAE Company”) entered into: (i) a revolving loan agreement (committed) together with (ii) a facility offer letter (“FOL”); (iii) a general terms and conditions applicable to corporate banking credit facilities; and (iv) a letter of deviation (collectively, the “UAE Credit Agreement”), in each case, with HSBC Bank Middle East Limited ("HSBC UAE”). The UAE Credit Agreement provides for a committed $50 million post shipment seller revolving loan credit facility (the “UAE Loan Facility”) and a $50,000 credit card facility (the “Commercial Card Facility” and collectively with the UAE Loan Facility, the “UAE Facilities”). The final repayment date for the UAE Credit Agreement istwo years from the Effective Date. The UAE Loan Facility is secured by the accounts receivable of the UAE Company and an irrevocable and unconditional guarantee provided by the Company in favor of HSBC UAE with respect to all monies and liabilities owing or incurred by the UAE Company to or in favor of HSBC UAE.

In May 2025 and May 2026, the FOL was amended to add a total of $255,957 to the UAE Facilities for bid and performance bond guarantees issued by HSBC UAE (“Bond Guarantees”). The Bond Guarantees are secured by cash collateral provided by the UAE Company.

Borrowings under the UAE Loan Facility bear interest at a per annum rate equal to 3-month term SOFR plus 2%. The Commercial Card Facility is subject to HSBC UAE’s standard commercial card terms and conditions. The Bond Guarantees are subject to HSBC UAE’s standard commercial terms and conditions.

As of June 30, 2026, the Company had $63.6 million of borrowing available under the HSBC Credit Facilities based on eligible collateral.

The HSBC Credit Facilities contain certain financial and non-financial covenants, including, among other things, covenants in respect of a total net leverage ratio, fixed charge coverage ratio, and restrictions on incurring additional debt and liens, making certain restricted payments and investments, engaging in certain transactions with affiliates, and disposal of assets. The Company was in compliance with all debt covenants as of June 30, 2026.

The Company had deferred debt issuance costs of $0.5 million and $0.9 million as of June 30, 2026 and 2025, respectively, which are included in other current assets and other non-current assets in the consolidated balance sheets.

  1. COMMITMENTS

As of June 30, 2026, the Company is party to non-cancelable purchase obligations that mainly relate to long term telecommunications contracts and enterprise cloud solutions for the continuing operation of our business. The Company has commitments to pay $12.6 million in the next twelve months and $15.1 million thereafter related to these contracts.

  1. WARRANT

On November 13, 2017, and as subsequently amended, the Company issued a 10-year warrant to Amazon.com NV Investment Holdings LLC, a subsidiary of Amazon.com, Inc. (“Amazon”) to acquire approximately 1,674,017 of our common shares (the “Warrant Shares”). A total of 1,171,812 Warrant Shares vested during the vesting period, which ended on June 30, 2024. The Warrant may be exercised by Amazon at a price per share of $9.42 on or prior to November 12, 2027. To date, all vested Warrant Shares remain unexercised. Amazon is entitled to customary shelf and piggy-back registration rights with respect to the common shares issued upon exercise.

The Warrant provides for net share settlement, that if elected by the holder, will reduce the number of shares issued upon exercise to reflect the net settlement of the exercise price. The Warrant is classified as an equity instrument in accordance with ASU No. 2019-08. The Company determined the grant date fair value of the Warrant using the Black-Scholes option pricing model.

The Company didnot record any warrant contra revenue during the years ended June 30, 2026 and 2025, and recorded approximately $1.2 million during the year ended June 30, 2024.

  1. STOCK-BASED COMPENSATION

The following tables summarize the components of stock-based compensation expense recognized in the Company’s consolidated statements of comprehensive income, both by line item and by plan:

Year ended June 30,
($000s)202620252024
Cost of services$161$508$76
Selling, general and administrative7,5764,9243,689
Total stock-based compensation expense$7,737$5,432$3,765
Year ended June 30,
($000s)202620252024
Phantom Stock Plans$302$1,698$(152)
2020 Long Term Incentive Plan7,4353,7343,917
Total stock-based compensation expense$7,737$5,432$3,765

Phantom Stock Plans

In 2018, the Company adopted phantom stock plans (“Phantom Stock Plans”) in certain of its operating countries, which provide for grants of “phantom stock options” to certain executive officers and employees in those countries. Each phantom stock option provides the participant with a contractual right to receive an amount equal to the difference between the fair market value of a vested common share of the Company at the time of exercise and the exercise price of the option per share.

The maximum number of phantom stock options available for issuance under the Phantom Stock Plans is 600,000. The Phantom Stock Plans shall continue until the earlier of June 30, 2035 or termination by the Company’s Board pursuant to the terms of the plans.

The following table summarizes the phantom stock option activity for the year ended June 30, 2026:

Share optionsWeightedAverageExercise PriceWeighted AverageRemainingContractual Term (years)Aggregate intrinsicvalue(thousands)
Outstanding as of June 30, 2025195,369$21.407.12$1,504
Granted1,37420.864.64—
Exercised(69,191)21.625.73899
Forfeited / expired(4,700)18.817.20—
Outstanding as of June 30, 2026122,852$21.376.28$1,106
Vested and exercisable as of June 30, 202686,018$21.235.69$786

The weighted average fair value of the phantom stock options outstanding as of June 30, 2026, 2025, and 2024 was $15.46, $14.52, and $5.71 respectively. The total pre-tax intrinsic value of the options exercised during the years ended June 30, 2026, 2025, and 2024 was $0.9 million, $0.4 million, and$— million, respectively. The liability for outstanding phantom stock options as of June 30, 2026 and 2025 was $1.8 million and $2.3 million, respectively, and is included in accounts payable and accrued liabilities and other non-current liabilities in the consolidated balance sheets.

Phantom stock option awards vest based on service conditions. The Company used the Black-Scholes model to determine the fair value of Phantom stock options, which was estimated using the following assumptions:

Year ended June 30,
202620252024
Expected term0.83 - 5.94 years1.33 - 6.94 years1.40 - 6.12 years
Expected volatility41.52% - 47.52%39.43% - 47.77%36.12% - 37.87%
Expected dividend yield0.00%0.00%0.00%
Risk-free interest rate3.95% - 4.24%3.69% - 3.97%4.33% - 4.90%

The assumptions used in the Black-Scholes model are estimated as follows:

Expected dividend yield: Zero percent, as we do not anticipate paying dividends on our common shares.

Expected volatility: Based on the historical stock price volatility of comparable publicly-traded companies in our peer group.

Risk-free interest rate: Based on the U.S. Treasury yield curve in effect at the date of valuation.

Expected term: Estimated based on the simplified method as we do not have adequate historical data.

As of June 30, 2026, the unrecognized compensation expense associated with the phantom stock plans is $0.2 million, which will be recognized over the remaining weighted average vesting period of 2.15 years using a graded vesting model.

2020 Long Term Incentive Plan

On May 20, 2020, our Board and shareholders approved and adopted the Company’s 2020 Long Term Incentive Plan, which was amended and restated on January 14, 2022 and December 5, 2025 (the “2020 LTIP”). The number of common shares that we may issue with respect to awards granted under the 2020 LTIP will not exceed an aggregate of 2,637,326 shares. The 2020 LTIP provides for grants of stock options and restricted stock units (“RSU”).

Stock options

The Company periodically grants stock options to employees and members of the Board. These awards are subject to service-based, and in some cases, performance- and market-based vesting conditions and generally vest in monthly, quarterly, or annual installments overtwo tofour years. The stock options typically expireten years after they are granted.

The following table summarizes the stock option activity for the year ended June 30, 2026:

Share optionsWeightedAverageExercise PriceWeighted AverageRemainingContractual Term (years)Aggregate intrinsicvalue(thousands)
Outstanding as of June 30, 2025646,850$19.286.50$6,352
Exercised(206,502)19.755.433,477
Forfeited / expired(6,169)21.226.96—
Outstanding as of June 30, 2026434,179$19.035.52$4,924
Vested and exercisable as of June 30, 2026351,721$18.925.09$4,029

There wereno options granted during the years ended June 30, 2026 and 2025. The weighted-average grant-date fair value of options granted during the year ended June 30, 2024 was $6.70. The total pre-tax intrinsic value of the options exercised during the years ended June 30, 2026, 2025 and 2024 was $3.5 million,$2.6 million and $0.1 million, respectively.

The Company used the Black-Scholes model to determine the grant-date fair value of the stock options, which was estimated using the following assumptions:

Expected term6.12 years
Expected volatility35.49% - 35.87%
Expected dividend yield0.00%
Risk-free interest rate4.24% to 4.33%

The assumptions used in the Black-Scholes model are estimated as follows:

Expected dividend yield: Zero percent, as we do not anticipate paying dividends on our common shares.

Expected volatility: Based on the historical stock price volatility of comparable publicly-traded companies in our peer group.

Risk-free interest rate: Based on the U.S. Treasury yield curve in effect at the time of grant.

Expected term: Estimated based on the simplified method as we do not have adequate historical data.

Restricted stock units

The Company periodically grants RSUs which vest based on service conditions over four years.

Performance-based restricted stock units (“PRSU”)

The Company periodically grants PRSUs. PRSUs are subject to service and performance conditions. Performance conditions may be based on certain thresholds such as revenue or EBITDA targets. The Company has PRSUs that vest over varying periods once the performance conditions have been met. If performance conditions are not met, no shares will vest.

The Company calculated the fair value of the RSU and PRSU awards based on the closing price of the Company’s common shares on the date of grant. The weighted average grant-date fair value of the awards granted during the years ended June 30, 2026, 2025 and 2024 was $30.37,$22.55, and$17.13, respectively. The total fair value of RSU and PRSU awards vested during the years ended June 30, 2026, 2025 and 2024 was $7.7 million, $0.2 million and $0.3 million, respectively.

Market- and Service-based restricted stock units (“TSR Awards”)

The Company periodically grants TSR Awards, which are subject to service and market conditions. The number of shares that could be potentially issued under these TSR Awards depends on the Company performance and may range from zero to 200% of the amount originally granted. The TSR Awards are measured equally over three separate performance periods.

The Company used the Monte Carlo model to determine the grant-date fair value of the TSR Awards, which was estimated using the following assumptions:

Year ended June 30,
20262025
Weighted average remaining performance period1.5 years1.6 years
Expected volatility42.3% - 45.8%44%
Expected dividend yield0.00%0.00%
Risk-free interest rate3.4% to 3.5%4.2% to 4.4%

Expected dividend yield: zero percent, as we do not anticipate paying dividends on our common shares.

Expected volatility: Based on the historical stock price volatility of the Company with a look back period commensurate with the term of the award.

Risk-free interest rate: Based on the U.S. Treasury yield curve in effect at the time of grant.

Weighted average remaining performance period: Based on remaining performance period at the time of the grant.

The weighted average grant-date fair value of TSR Awards granted during the years ended June 30, 2026 and 2025 was $42.55 and $26.25, respectively. There wereno TSR Awards granted during the year ended June 30, 2024. The total fair value of TSR Awards vested during the year ended June 30, 2026, including the incremental shares that were issued due to market condition achievement, was $1.8 million. There wereno TSR Awards vested during the years ended June 30, 2025 or 2024.

A summary of the unvested RSU, PRSU and TSR Awards activity for the year ended June 30, 2026 is as follows:

SharesWeighted AverageGrant DateFair Value
Unvested as of June 30, 2025762,767$18.19
Granted301,27433.53
Vested(266,792)19.03
Change due to market condition achievement21,68126.25
Forfeitures / cancellations / expirations(31,825)21.40
Unvested as of June 30, 2026787,105$23.87

As of June 30, 2026, there was approximately $8.5 millionof total unrecognized compensation expense related to the 2020 LTIP awards, which will be recognized over the remaining weighted average vesting period of 2.64 years.

  1. FAIR VALUE

The fair value hierarchy prioritizes the input to valuation techniques used to measure fair value. The hierarchy requires that the Company maximize the use of observable inputs and minimize the use of unobservable inputs. The levels of the fair value hierarchy are as follows:

Level 1: Quoted prices for identical instruments traded in active markets.

Level 2: Quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques for which all significant assumptions are observable in the market.

Level 3: Unobservable inputs that cannot be supported by market activity and that are significant to the fair value of the asset, liability, or equity such as the use of certain pricing models, discounted cash flow models and similar techniques that use significant unobservable inputs.

The carrying value of our cash and cash equivalents, accounts receivable, accounts payable and accrued liabilities, accrued payroll and employee-related liabilities, approximate fair value because of their short-term nature. The Company measures its debt at carrying value including accrued interest, which approximates fair value because of its short-term nature.

Derivatives designated as cash flow hedges

The values of ourderivative instruments are derived from pricing models using inputs based upon market information, including contractual terms, market prices and yield curves. The inputs to the valuation pricing models are observable in the market, and as such the derivatives are classified as Level 2 in the fair value hierarchy.

Phantom stock awards

The Company uses the Black-Scholes option pricing model to value our phantom stock awards. All inputs to the model are derived from active market information for identical or similar instruments, including stock price, volatility, and interest rates. The inputs to the valuation pricing models are observable in the market, and as such the phantom stock awards are classified as Level 2 in the fair value hierarchy.

The following is a summary of the Company’s fair value measurements on a recurring basis as of June 30, 2026 and 2025:

As of June 30, 2026Fair Value Measurements Using
($000s)Quoted Prices inActive Marketsfor IdenticalAssets(Level 1)SignificantOtherObservableInputs(Level 2)SignificantUnobservableInputs(Level 3)
Liabilities
Cash flow hedge - foreign currency collars, net$—$2,661$—
Phantom stock options$—$1,754$—
Total liabilities$—$4,415$—
As of June 30, 2025Fair Value Measurements Using
($000s)Quoted Prices inActive Marketsfor IdenticalAssets(Level 1)SignificantOtherObservableInputs(Level 2)SignificantUnobservableInputs(Level 3)
Assets
Cash flow hedge - foreign currency collars, net$—$724$—
Total assets—724—
Liabilities
Phantom stock options$—$2,341$—
Total liabilities$—$2,341$—

These balances are included in accounts payable and accrued liabilities and other non-current liabilities in the consolidated balance sheets as of June 30, 2026, and in other current assets, accounts payable and accrued liabilities, and other non-current liabilities as of June 30, 2025.

There were no transfers between the different hierarchy levels during the years ended June 30, 2026 and 2025.

  1. INCOME TAXES

Income before income taxes includes the following components:

Year ended June 30,
($000s)202620252024
Domestic$62$(55)$1,611
Foreign54,23245,98739,375
Total$54,294$45,932$40,986

The major components of the provision for income tax expense are as follows:

Year ended June 30,
($000s)202620252024
Current tax provision
Bermuda$—$—$—
Foreign - U.S. Federal5,2337,0193,203
Foreign - U.S. State(133)2,1131,532
Foreign - Others2,0723,0542,241
Total current expense$7,172$12,186$6,976
Deferred tax provision
Bermuda$—$—$—
Foreign - U.S. Federal1,163(2,735)(124)
Foreign - U.S. State149(445)155
Foreign - Others(521)62324
Total deferred expense (benefit)$791$(3,118)$355
Provision for income tax expense$7,963$9,068$7,331

The Company’s income tax provision includes the results of the Company’s U.S. operations and its various foreign operations including subsidiaries based in Canada, Jamaica, Nicaragua, Pakistan, Honduras, the Philippines, United Arab Emirates, and Saudi Arabia. Historically, the Company’s Bermuda-based companies have not been subject to income tax as there was no corporate income tax in Bermuda. On December 27, 2023, the Bermuda Corporate Income Tax Act 2023 (“CIT”) was passed which provides for a 15% corporate tax rate beginning on or after January 1, 2025 for companies with revenue in excess of 750 million Euros in two of the four previous fiscal years. The Company's consolidated revenues do not meet this 750 million Euros threshold, and accordingly, we are not currently subject to the Bermuda CIT.

The provision for income taxes differs from the expected amount calculated by applying the Company’s Bermuda statutory rate to income before income taxes as follows:

Year Ended
June 30, 2026
Tax EffectRate Effect
($000s)
Income before income taxes$54,294
Bermuda statutory rate—0.0%
Foreign tax effects
United States
Statutory tax rate differential - Federal7,70214.2%
Statutory tax rate differential - State and Local1,4462.7%
Tax credits(590)(1.1)%
Stock-based payment awards(1,494)(2.8)%
Limitation on executive compensation1,0071.9%
Prior year taxes(772)(1.4)%
Other1460.2%
Philippines
Statutory tax rate differential1,6553.0%
Tax holiday savings(511)(0.9)%
Lease deferred tax asset(597)(1.1)%
Pakistan
Statutory tax rate differential4,1477.6%
Tax holiday savings(3,387)(6.2)%
Jamaica
Statutory tax rate differential7141.3%
Tax holiday savings(540)(1.0)%
Tax credits(145)(0.3)%
Others1950.4%
Nicaragua
Statutory tax rate differential7641.4%
Tax holiday savings(764)(1.4)%
Other foreign jurisdictions
Statutory tax rate differential3170.6%
Tax holiday savings(278)(0.5)%
Changes in valuation allowances(20)0.0%
Changes in unrecognized tax benefits(1,032)(1.9)%
Provision for income tax expense$7,96314.7%

The reconciliation of taxes at the US federal statutory rate to income tax expense for the years ended June 30, 2025 and 2024 in accordance with the guidance prior to the adoption of ASU 2023-09 was as follows:

Year ended June 30,
20252024
U.S. federal statutory rate21.0%21.0%
State income taxes, net of federal deduction3.3%2.8%
Foreign rate differential(3.2)%(4.7)%
Non-deductible expenses / exempt income0.2%1.0%
Employment and other tax credits(1.4)%(1.8)%
Prior year provision / other items(0.1)%0.5%
Change in valuation allowance(0.1)%(0.9)%
Effective tax rate percentage19.7%17.9%

The effective tax rate was 14.7%,19.7% and 17.9% for the fiscal years ended June 30, 2026, 2025, and 2024, respectively. The changes in the effective tax rate between these periods was primarily attributable to changes in revenue mix across our taxable jurisdictions and discrete items, including discrete tax benefits from stock-based compensation and favorable resolution of uncertain tax positions during the current year. A substantial portion of US state and local income taxes relate to California, Georgia, Illinois and Virginia.

We have been granted “Tax Holidays” as an incentive to attract foreign investment by the governments of Nicaragua, Pakistan, Honduras, Jamaica, and certain qualifying locations in the Philippines. Generally, a Tax Holiday is an agreement between us and a foreign government under which we receive certain tax benefits in that country. In Nicaragua, we have been granted approval of exemption from income taxes until September 2035. In Pakistan, we have been granted approval for an indefinite exemption from income taxes on all exported IT services. In Honduras, we have been granted approval of exemption from income taxes under the Free Tax Zone Law until 2033. In Jamaica, we have been granted the Special Economic Zone (SEZ) developer status for multiple sites, which provides the Company with various tax incentives under the Jamaica SEZ Act including lower income tax rates. The Tax Holidays for our qualifying Philippines facilities expire at staggered dates through 2031.

Our Tax Holidays could be eliminated if there are future changes in our operations or the governmental authorities approve legislation to modify the Tax Holidays in the various taxing jurisdictions. The aggregate reduction in income tax expense due to the above Tax Holidays was $5.5 million, $5.7 million, and $5.4 million for the years ended June 30, 2026, 2025, and 2024, respectively. The aggregate reduction in income tax expense per diluted share was $0.37, $0.36, and $0.29 for the years ended June 30, 2026, 2025, and 2024, respectively.

During the year ended June 30, 2026, the Company adopted ASU 2023-09 to enhance the income taxes disclosures regarding income taxes paid and the rate reconciliation disclosure. Cash paid for income taxes, net of refunds, during the year ended June 30, 2026 were as follows:

Year ended June 30,
2026
($000s)
United States$8,952
Philippines1,482
Pakistan611
Jamaica542
Others—
Cash paid for income taxes, net of refunds$11,587

Significant components of deferred tax assets and liabilities included in the consolidated balance sheets are as follows:

($000s)June 30,2026June 30,2025
Deferred tax assets
Provision for employee benefits and other expenses$3,376$4,201
Section 174 research and development capitalization2,0081,630
Net operating losses1,7391,878
Property and equipment, net4481,337
Lease liability (right of use assets)4,9173,767
Net unrealized loss on hedging668(182)
Total deferred tax assets$13,156$12,631
Valuation allowance(1,095)(1,162)
Total deferred tax assets, net of valuation allowance$12,061$11,469
Deferred tax liabilities
Right of use assets(3,816)(3,199)
Intangible assets(1,075)(1,107)
Total deferred tax liabilities$(4,891)$(4,306)
Net deferred tax assets and liabilities$7,170$7,163

The Company had no U.S. gross federal net operating loss carry forwards as of June 30, 2026 and 2025, respectively, and gross state net operating loss carry forwards of approximately $11.9 million and $11.3 million as of June 30, 2026 and 2025, respectively, which may be available to offset state income tax liabilities in the future. The state net operating losses will expire based on each state’s income tax laws. The Company’s Canadian subsidiary had net operating loss carry forwards of $2.0 million and $2.1 million as of June 30, 2026 and 2025, respectively, which will begin to expire in 2028. The Company’s UK subsidiary had net operating loss carry forwards of $2.3 million and $2.4 million as of June 30, 2026 and 2025, respectively, which can be carried forward indefinitely. These amounts are estimated amounts for the year ended June 30, 2026, and based on the income tax returns filed for the year ended June 30, 2025.

The Company assesses the available positive and negative evidence whether sufficient future taxable income will be generated to permit use of the existing deferred tax assets.

On the basis of this evaluation, valuation allowances of $1.1 million and $1.2 million have been recorded as of June 30, 2026 and 2025, respectively, to recognize only the portion of the Company’s deferred tax assets that are expected to be realized in certain foreign taxing jurisdictions. The amount of the deferred tax asset considered realizable, however, could be adjusted if estimates of future taxable income during the carryforward period are reduced or increased or if objective negative evidence in the form of cumulative losses is no longer present.

We do not provide for deferred taxes on the excess of the financial reporting basis over the tax basis in our investments in foreign subsidiaries that are essentially permanent in duration or not subject to taxation in the U.S. or in the local country.

Under accounting standards for uncertainty in income taxes (ASC 740-10), a company recognizes a tax benefit in the financial statements for an uncertain tax position only if management’s assessment is that the position is “more likely than not” (i.e., a likelihood greater than 50 percent) to be allowed by the tax jurisdiction based solely on the technical merits of the position. The term “tax position” in the accounting standards for income taxes refers to a position in a previously filed tax return or a position expected to be taken in a future tax return that is reflected in measuring current or deferred income tax assets and liabilities for interim or annual periods.

A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows:

($000s)June 30,2026June 30,2025June 30,2024
Beginning balance$1,032$—$—
Additions for tax positions related to current year———
Additions for tax positions of prior years—1,032—
Additions for acquisitions———
Reductions for tax positions of prior years———
Reductions for settlements(1,032)——
Reductions for expiration of statute of limitations———
Effect of foreign currency transactions———
Ending balance$—$1,032$—

There wereno tax benefits included in the balance of unrecognized tax benefits for the years ended June 30, 2026 and June 30, 2024 that, if recognized, would affect the Company’s effective tax rate. The total amount of unrecognized tax benefits that, if recognized, would affect the effective tax rate was $0.8 million as of June 30, 2025. We recognize interest and penalties related to unrecognized tax benefits as a component of income tax expense. We havenot recorded any interest expense or penalties in income tax expense for the years ended June 30, 2026, 2025 and 2024. We donot have any interest or penalties accrued as of June 30, 2026 and 2025. Over the next 12 months, the amount of the Company’s liability for unrecognized income tax benefits shown above is not expected to change materially.

We file numerous consolidated and separate income tax returns in the U.S. federal and various state jurisdictions as well as in various foreign jurisdictions. Our U.S. federal returns and most state returns for tax years 2022 and forward are subject to examination. Tax return filings in the United Kingdom for the year ended June 2022 and onward are still open for examination. Tax return filings in Canada for the year ended June 2023 and onward are still open for examination. Tax return filings in Luxembourg for the year ended June 2021 and onward are still open for examination as well as Cyprus tax returns for tax years ended June 2020.

The One Big Beautiful Bill Act (Public Law no. 119-21, the "Act") was signed on July 4, 2025, which marks the date of enactment for the tax provisions included in the Act. After evaluating the Act, management has concluded that the Company is not materially impacted based on current guidance. The Company will continue to monitor any future guidance or interpretations that could affect this assessment.

  1. STOCKHOLDERS’ EQUITY

AOCI

The following table presents changes by component:

($000s) · Foreign Currency Translation Adjustment · Derivative Valuation · Defined Benefit Plan · Total
Balance, June 30, 2023$(6,260)$(124)$72$(6,312)
Foreign currency translation(1,623)——(1,623)
Actuarial gains on defined benefit plan——133133
Unrealized losses on cash flow hedges—(412)—(412)
Reclassifications to earnings—257—257
Tax provision—44—44
Balance, June 30, 2024$(7,883)$(235)$205$(7,913)
Foreign currency translation1,114——1,114
Actuarial losses on defined benefit plan——(312)(312)
Unrealized gains on cash flow hedges—1,028—1,028
Reclassifications to earnings—32—32
Tax benefit—(285)—(285)
Balance, June 30, 2025$(6,769)$540$(107)$(6,336)
Foreign currency translation(3,140)(3,140)
Actuarial gains on defined benefit plan524524
Unrealized losses on cash flow hedges(5,522)(5,522)
Reclassifications to earnings2,1372,137
Tax provision850850
Balance, June 30, 2026$(9,909)$(1,995)$417$(11,487)

The following table presents the reclassifications from AOCI to the consolidated statements of comprehensive income:

($000s)For the year ended June 30,
Description of AOCI components202620252024Statement of Other Comprehensive Income Classification
Losses on foreign currency hedges$(2,137)$(32)$(257)Cost of services
Tax (provision) / benefit(850)285(44)Provision for income taxes
Total derivative valuation$(2,987)$253$(301)

Share repurchase programs

The Board may authorize share repurchases of the Company’s common shares and the Company had multiple share repurchase plans during the years ended June 30, 2026 and 2025. On May 11, 2026, the Board authorized $20 million in share repurchases for the next twelve months (the "2026 Share Repurchase Program"). As of June 30, 2026, the amount available for repurchase under the 2026 Share Repurchase Program was $17.9 million.

During the years ended June 30, 2026 and 2025, the Company repurchased 452,758 and 385,510 common shares, respectively, totaling $14.4 million and $7.2 million, respectively. All repurchases under these programs were funded with our existing cash balance.

During the year ended June 30, 2025, the Company entered into a purchase agreement with The Resource Group International Limited ("TRGI"), pursuant to which the Company purchased from TRGI 3,562,341 common shares of the Company for an aggregate price of $70 million, of which $45 million was paid in cash and $25 million was paid in the form of a convertible promissory note. The convertible promissory note was repaid on January 9, 2025.

  1. WEIGHTED AVERAGE SHARE COUNTS

The following table sets forth the components of the computation from basic to diluted earnings per share for net income for the years ended June 30, 2026, 2025, and 2024:

Year ended June 30,
(000s)202620252024
Shares used in basic earnings per share calculation13,41414,67817,704
Effect of dilutive securities:
Employee stock-based compensation56221881
Warrant832652470
TRG Conversion—177—
Total effects of dilutive securities1,3941,047551
Shares used in dilutive earnings per share calculation14,80815,72518,255
Shares considered anti-dilutive using the treasury method—209549

Net income was adjusted as follows:

Year ended June 30,
($000s)202620252024
Net income$46,331$36,864$33,655
Convertible debt - interest expense, net of tax—178—
Numerator for diluted EPS$46,331$37,042$33,655
  1. INVESTMENT IN JOINT VENTURE

The Company has an investment in Lake Ball, LLC to procure and sell commercial leads for its customers. The Company’s ownership interest is 47.5% and is accounted for under the equity method. The Company’s investment of $0.4 million at June 30, 2026 and 2025, respectively, is included in other non-current assets in the consolidated balance sheets, while net earnings from the joint venture is included in selling, general, and administrative expense in the consolidated statements of comprehensive income.

The table below presents our investment in the joint venture:

($000s)June 30, 2026June 30, 2025
Beginning balance$438$415
Dividends received(1,644)(1,093)
Share of profit1,6191,116
Ending balance$413$438
  1. SEGMENT INFORMATION

An operating segment is defined as a component of a company for which separate financial information is available and which is regularly evaluated by the chief operating decision maker (“CODM”) for the purpose of making decisions regarding resource allocation and performance assessment. The Company’s CODM is the chief executive officer (“CEO”).

The Company has a single operating and reportable segment as the Company’s CODM is regularly provided with only consolidated financial results, to make decisions and assess performance. The measure of segment assets is reported on the consolidated balance sheet as total assets. The significant segment expenses for the Company are those included in the consolidated statements of comprehensive income. The Company’s measure of segment profitability is consolidated net income. Consolidated net income is used to monitor performance against the annual budget and current forecasts, as well as make decisions on opening new sites or countries, acquiring businesses or making other strategic investments, repurchasing stock, or additional investments in or reductions of SGA.

  1. SUBSEQUENT EVENT

Amendment to U.S. Credit Agreement

On September 8, 2026 (the “Amendment Effective Date”), the Company's subsidiary, Ibex US, the Company, Ibex Global Limited, the other borrowers party thereto from time to time, the other guarantors party thereto from time to time, the lenders party thereto from time to time and HSBC Bank USA, National Association, as administrative agent, entered into Amendment No. 1 (the “First Amendment”) to the U.S. Credit Agreement. The First Amendment extends the maturity date of the U.S. Credit Facility by three years to the earlier of October 22, 2029 and the termination or maturity of the obligations under the Amended UAE Credit Agreement (as defined below).

In addition, the First Amendment provides that: (i) a closing fee at 0.20% of the facility is payable at the time of accepting the First Amendment; and (ii) a commitment fee at 0.30% per annum will be payable by the Company on the non-utilized portion of the U.S. Credit Facility. There were no changes made to the interest rate for borrowings under the U.S. Credit Facility, other material terms, or financial and non-financial covenants.

Amendment to UAE Credit Agreement

On the Amendment Effective Date, the Company's subsidiary, the UAE Company entered into: (i) an amended facility offer letter (the “Amended FOL”); together with (ii) the general terms and conditions applicable to corporate banking credit facilities; and (iii) the letter of deviation (collectively, the “Amended UAE Credit Agreement”), in each case, with HSBC UAE. The Amended FOL provides for an increase in the total credit facility to $51,050,000, consisting of a committed $50 million Loan Facility, a $1 million in Bond Guarantees, and a $50,000 Commercial Card Facility (collectively, the “Amended UAE Facilities”). The final repayment date for the Amended UAE Credit Agreement was extended for three years to October 22, 2029.

The Amended FOL provides that: (i) a processing fee at 0.20% of the Amended UAE Facilities is payable at the time of accepting the Amended FOL; and (ii) a commitment fee at 0.30% per annum will be payable by the UAE Company on the non-utilized portion of the UAE Loan Facility.

To secure the Amended UAE Facilities, the UAE Company entered into a Security Agreement in favor of HSBC UAE in the amount of $58,905,000 in secured assets, consisting of the UAE Company’s accounts receivable and their proceeds. In addition, the Company provided an amended irrevocable and unconditional guarantee in favor of HSBC UAE with respect to all monies and liabilities owing or incurred by the UAE Company in favor of HSBC UAE. The Commercial Card Facility is subject to HSBC UAE’s standard commercial card terms and conditions. There were no changes made to the interest rate for borrowings under the UAE Loan Facility, other material terms, or financial and non-financial covenants.

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