iGATE Corporation Closes Strong 2011

Stocks News Wednesday January 25, 2012 15:14 —Finance

Smooth Integration Drives Margin to 2013 Goal Levels; Largest Single Phase Delivery Center Inaugurated in Bangalore

iGATE Corporation (iGATE or the Company) (Nasdaq:IGTE), the first integrated Technology and Operations (iTOPS) company providing Business Outcomes based solutions under the brand iGATE Patni, today announced its financial results for the fourth quarter and year ended December 31, 2011.

Fourth Quarter Highlights

-- Revenues for fourth quarter 2011 were $267.7 million.

-- Compared with $81.0 million in the fourth quarter 2010

-- Compared with $265.7 million in the third quarter 2011

-- Net Income for fourth quarter 2011 was $15.3 million.

-- Compared with $14.7 million in the fourth quarter 2010

-- Compared with $14.3 million in the third quarter 2011

-- Interest expense impacted net income by $17.8 million in the fourth

quarter 2011

-- Gross margin was 40.3 % for the fourth quarter 2011.

-- Compared with 42.7% in the fourth quarter 2010

-- Compared with 36.9 % in the third quarter 2011

-- Diluted earnings per share for the fourth quarter 2011 were $0.11 GAAP;

$0.27 non-GAAP.

-- Compared with $0.25 GAAP in fourth quarter 2010; $0.34 non-GAAP in

fourth quarter 2010

-- Compared with $0.10 GAAP in third quarter 2011; $0.26 non-GAAP in third

quarter 2011

-- Adjusted EBITDA was $68.1 million for the fourth quarter 2011.

-- Compared with $23.4 million in the fourth quarter 2010

-- Compared with $55.8 million in the third quarter 2011

-- 16 new customers were added during the fourth quarter, including three

Fortune 1000 companies.

-- Headcount was at 26,523 employees as of December 31, 2011.

Full Year Highlights

-- Revenues for the year ended December 31, 2011 were $779.6 million.

-- Compared with $280.6 million for the year ended December 31, 2010.

-- Net Income for the year ended December 31, 2011 was $51.5 million.

-- Compared with $51.8 million for the year ended December 31, 2010.

-- Interest expense impacted net income by $50.6 million.

-- Gross margin was 38.0% for the year ended December 31, 2011.

-- Compared with 40.2 % for the year ended December 31, 2010.

-- Diluted earnings per share were $0.38 GAAP; $0.90 non-GAAP.

-- Compared with $0.89 GAAP; $1.08 non-GAAP in the corresponding period in

2010.

-- Adjusted EBITDA was $173.5 million for the year ended December 31, 2011.

-- Compared with $72.4 million for the year ended December 31, 2010.

Expansion

-- iGATE Patni has invested $15 million into a new 260,000 sq. ft facility

in Bangalore. With a capacity of seating more than 2,500 people, this

building is the largest single phase delivery center equipped with state

of the art energy and green sustenance features.

-- A large Capital outlay of $120 million has been approved to build a

residential training facility in Pune along with a 5000 member capacity

delivery center, campus expansion in Mumbai, and another extra phase in

Bangalore.

On the performance of the Company in 2011, Phaneesh Murthy, Chief Executive Officer, iGATE Patni, said, "Fiscal year 2011 was a milestone year for iGATE Patni, with the combined entity ending the year with revenue run rate in excess of $1 billion. I am particularly happy with the way our integration with Patni has been going smoothly and at an accelerated pace ensuring value protection to all stakeholders."

On the outlook for 2012, Phaneesh Murthy said, "We are seeing that our differentiated outcomes-based business model is getting increased traction. I am also happy to report that it looks like almost all our top customers will be expanding work and programs with us."

Sujit Sircar, Chief Financial Officer, iGATE Patni, said, "With the integration in place and benefits of a single combined entity beginning to take shape, we have made significant savings in terms of costs during the year, to the extent of approximately $32 million. The depreciation of the rupee also had a positive impact of approximately a 3% on the Company's profitability in the fourth quarter. The rupee volatility is a concern in the longer run; however, in 2012 we will continue to sustain the benefits of our successful integration."

Fourth Quarter and Fiscal Year 2011 Operating Results

Results for the fourth quarter and full fiscal year of both 2011 and 2010, on both GAAP and non-GAAP basis, are provided in the table below.

Q4 Q4

FY11 FY10 Y/Y FY11 FY10 Y/Y

----- ---- ----- ----- ----- -----

  Net revenue ($Millions)            267.7  81.0   230%  779.6  280.6   178%
---------------------------------  -----  ----  -----  -----  -----  -----

  Operating margin ($Millions)        51.5  15.4   234%  105.9   53.0   100%
---------------------------------  -----  ----  -----  -----  -----  -----

  GAAP net income ($Millions)         15.3  14.7     4%   51.5   51.8   (1%)
---------------------------------  -----  ----  -----  -----  -----  -----

  GAAP diluted EPS ($)                0.11  0.25  (56%)   0.38   0.90  (57%)
---------------------------------  -----  ----  -----  -----  -----  -----

  Non-GAAP net income ($Millions)     20.1  19.9   (1%)   67.0   62.2     8%
---------------------------------  -----  ----  -----  -----  -----  -----

  Non-GAAP diluted EPS ($)            0.27  0.34  (21%)   0.89   1.08  (18%)
---------------------------------  -----  ----  -----  -----  -----  -----


Key New Customers and Projects during the Fourth Quarter


--  A North America-based Fortune 1000 communications company chose iGATE
Patni improving and providing a unified customer experience across its
business units while at the same time standardizing and optimizing
workforce management practices to achieve best in industry cost and
efficiency. iGATE Patni will leverage its experience in executive
dashboards and data analytics to provide an enterprise-wide view of its
customer service performance.
--  A North America based financial services firm selected iGATE Patni to
redesign its dealer portal thus impacting customer satisfaction and
increase the ability to cross sell products. The firm's current portal
has an Advisor Center that helps creation of new accounts, allows
Financial Advisors to manage their Client's Portfolios and generate
different Reports. iGATE Patni will develop a new intuitive and self
service portal that will provide better user experience to Financial
Advisors, Broker dealers and Investment advisors along with faster
turnover on key functions.
--  An Indian state-owned Fortune 1000 company that is in the oil and gas
sector chose iGATE Patni for its software development needs as the first
"Unique Identification Authority of India (UIDAI)" opportunity in India.
--  A leading American Wealth Management firm chose iGATE Patni for a
Process Consulting engagement. As part of the engagement, iGATE Patni,
through a combination of Six Sigma and other proprietary methodologies,
will identify opportunities to reduce the operating expenses of the
client.
--  One of the largest and most diversified groups in the Middle East region
operating in various sectors that includes Automobiles, Industrial
Trading, Media, Retail, engaged iGATE Patni in an enterprise cost
optimization initiative and provide Business Intelligence solutions
across the Gulf Conglomerate's breadth of businesses. As part of the
deal, iGATE Patni will replace different bespoke systems that were
developed originally to meet the needs of individual organizations and
implement an Oracle ERP on a single platform.
--  A North America-based Fortune 1000 company that conducts business in the
areas of diversified industrial manufacturing has signed a product
engineering deal with iGATE Patni pursuant to which the Company will be
responsible for developing a new generation of residential locks for the
client that will enable newer ways of ensuring security and safety to
households.
--  A major operator of marine ports in the Middle East has chosen iGATE
Patni for its port function decentralization effort. The project
involves providing documentation on current architecture of the system
as well the proposed system design, to be followed for the
de-centralization.




Awards and Recognitions


--  iGATE Corporation Wins "Golden Peacock" Global Award (Americas) for
Excellence in Corporate Governance
--  iGATE Patni's IT and Business Enabling functions in Bangalore were
successfully appraised and rated at People CMM(R) maturity level 5.
--  Phaneesh Murthy received Enterprise Asia's "Outstanding
Entrepreneurship" Award for 2011.
--  iGATE Patni's Employee Engagement initiative, "Thank God It's Monday,"
entered the Limca Book of Records for running a corporate music show
every Monday for five consecutive years.


Conference Call and Webcast

The Company has scheduled its Earnings Conference Call on Wednesday, January 25, 2012 to discuss the results of its fourth quarter ended December 31, 2011. Senior management of the Company will discuss the Company's financial performance for the quarter and answer participants' questions during the call.


  Time:                  08:00-9:00 a.m. Eastern Standard Time / 05:00-06:00 a.m. Pacific Standard Time
  Dial-in:               877-407-8037 (U.S.)

201-689-8037 (International)

The call will be webcast live on iGATE Patni's website (www.igatepatni.com) and can be accessed by going to the Investor Relations page and selecting "Events." Participants are requested to log in 10 minutes prior to the start of the webcast. The on-demand version of the webcast will be available on the Company's website shortly after the call.

Investors, potential investors, shareholders and bond holders can access the telephonic replay by dialing 877-660-6853 (U.S.) or 201-612-7415 (international) and entering account number 293 and conference number 386227. The telephonic replay will be available until February 01, 2012.

About iGATE Patni

'iGATE Patni' is the common brand identity of two organizations -- iGATE and Patni. With iGATE Corporation having acquired a majority stake in Patni Computer Systems Limited, the two companies, under the common brand iGATE Patni, provide full-spectrum consulting, technology and business process outsourcing, and product engineering services on a Business Outcomes-based model. Armed with over three decades of IT Services experience and powered by the iTOPS (Integrated Technology and Operations) platform, iGATE Patni's multi-location global organization with a talent pool of over 26,000 people, consistently delivers effective solutions to over 360 Fortune 1000 clients spanning across verticals like: banking and financial services; insurance and healthcare; life sciences; manufacturing, retail, distribution and logistics; media, entertainment leisure and travel; communication, energy and utilities; public sector; and independent software vendors. Visit www.igatepatni.com.

iGATE Corporation is listed on NASDAQ (IGTE), and Patni Computer Systems Limited is listed on the Bombay Stock Exchange (532517), the National Stock Exchange of India (PATNI) and the New York Stock Exchange (PTI).

Use of non-GAAP Financial Measures

This press release contains non-GAAP financial measures as defined by the Securities and Exchange Commission. These non-GAAP measures are not in accordance with, or an alternative for measures prepared in accordance with, generally accepted accounting principles in the United States and may be different from non-GAAP measures used by other companies. In addition, these non-GAAP measures are not based on any comprehensive set of accounting rules or principles. Reconciliations of these non-GAAP measures to their comparable GAAP measures are included in the attached financial tables.

iGATE believes that non-GAAP measures have limitations in that they do not reflect all of the amounts associated with iGATE's results of operations as determined in accordance with GAAP and that these measures should only be used to evaluate iGATE's results of operations in conjunction with the corresponding GAAP measures. These non-GAAP measures should be considered supplemental in nature and should not be considered in isolation or be construed as being more important than comparable GAAP measures.

iGATE believes that providing Adjusted EBITDA and non-GAAP net income and non-GAAP diluted earnings per share in addition to the related GAAP measures provides investors with greater transparency to the information used by iGATE's management in its financial and operational decision-making. These non-GAAP measures are also used by management in connection with iGATE's performance compensation programs.

More specifically, the non-GAAP financial measures contained herein exclude the following items:

-- Amortization of intangible assets: Intangible assets comprise value of

customer relationships from the recent Patni acquisition and the

previous delisting of iGATE's Indian subsidiary. iGATE incurs charges

relating to the amortization of these intangibles. These charges are

included in iGATE's GAAP presentation of earnings from operations,

operating margin, net income and diluted earnings per share. iGATE

excludes these charges for purposes of calculating these non-GAAP

measures.

-- Stock-based compensation: Although stock-based compensation is an

important aspect of the compensation of iGATE's employees and

executives, determining the fair value of the stock-based instruments

involves a high degree of judgment and estimation and the expense

recorded may not reflect the actual value realized upon the future

exercise or termination of the related stock-based awards. Furthermore,

unlike cash compensation, the value of stock-based compensation is

determined using a complex formula that incorporates factors, such as

market volatility, that are beyond our control. Management believes it

is useful to exclude stock-based compensation in order to better

understand the long-term performance of our core business.

-- Acquisition expenses: iGATE incurs costs related to its acquisitions,

which are inconsistent in amount and frequency and are significantly

impacted by the timing and nature of iGATE's acquisitions. iGATE

believes that eliminating these expenses for purposes of calculating

these non-GAAP measures facilitates a more meaningful evaluation of

iGATE's current operating performance and comparisons to its past

operating performance.

-- Forex gain: The Company entered into forward foreign exchange contracts

to mitigate the risk of changes in foreign exchange rates on payments

related to the acquisition of Patni. We also recognized favorable

foreign currency gain on re-measurement of escrow account balance

maintained for facilitating payments related to Patni acquisition. iGATE

believes that eliminating the non-capitalized items for purposes of

calculating these non-GAAP measures facilitates a more meaningful

evaluation of iGATE's current performance and comparisons to its past

performance.

-- Severance Cost: As a result of the acquisition of Patni, iGATE incurred

severance costs in connection with the termination of the services of

some of Patni's employees.

-- Delisting expenses: iGATE is voluntarily delisting the equity shares of

its majority owned subsidiary, Patni from the National Stock Exchange of

India Limited and the Bombay Stock Exchange Limited and the American

Depository Shares from the New York Stock Exchange. Delisting is an

infrequent activity and expenses incurred in connection therein are

inconsistent in amount and are significantly impacted by the timing and

nature of the delisting. iGATE believes that eliminating these expenses

for purposes of calculating these non-GAAP measures facilitates a more

meaningful evaluation of iGATE's current operating performance and

comparisons to its past operating performance.

>From time to time in the future, there may be other items that iGATE may exclude in presenting its financial results.

Forward-Looking Statements

Statements contained in this press release regarding the benefits of the Patni acquisition, the business outlook, the demand for the products and services, and all other statements in this release other than recitation of historical facts are forward-looking statements. Words such as "expect", "potential", "believes", "anticipates", "plans", "intends" and similar expressions are intended to identify such forward-looking statements. Forward-looking statements in the press release include, without limitation, forecasts of market growth, future revenues, future expectations concerning growth of business, cost competitiveness and expansion of global reach following the acquisition, and other matters that involve known and unknown risks, uncertainties and other factors that may cause results, levels of activity, performance or achievements to differ materially from results expressed or implied by this press release. Such risk factors include, among others: difficulties encountered

in integrating business; whether certain market segments grow as anticipated; the competitive environment in the information technology services industry and competitive responses to our acquisition of Patni; and whether the companies can successfully provide services/products and the degree to which these gain market acceptance. Furthermore, in connection with the Patni acquisition, the Company has borrowed significant amounts, including through the issuance of high yield notes, and will have to use a significant portion of its cash flows to service such indebtedness, as a result of which the Company might not have sufficient funds to operate its businesses in the manner it intends or has operated in the past. Additional risks relating to the Company are set forth in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2010, as well as the Company's other reports filed with the Securities and Exchange Commission and risks related to the business of Patni as set forth in Patni's Annual Report in Form 20-F for the fiscal year ended December 31, 2010. Actual results may differ materially from those contained in the forward-looking statements in this press release. Any forward-looking statements are based on information currently available to the Company and it assumes no obligation to update these statements as circumstances change. This document does not constitute an offer to purchase or to sell securities in any jurisdiction.

iGATE CORPORATION

CONDENSED CONSOLIDATED BALANCE SHEETS (Amounts in thousands, except per share data)

December

December 31, 31,

                                     2011         2010

(unaudited) (audited)

------------ ----------

ASSETS Current assets:

   Cash and cash equivalents         $ 75,440    $ 67,924
   Short-term investments             354,528      71,915
   Accounts receivable, net           172,711      37,946
   Unbilled revenues                   45,223      13,893
Prepaid expenses and other
    current assets                     18,752       5,380
Foreign exchange derivative
    contracts                              --         794
   Deferred tax assets                 20,574       5,422
   Prepaid income taxes                 8,341          --
Receivable from Mastech
    Holdings Inc.                         187         140

------------ ----------

    Total current assets              695,756     203,414

  Investment in affiliate                 584          --
  Deposits and other assets            67,940       5,443
  Property and equipment, net         175,672      52,950
  Lease hold Land                      53,917          --
  Prepaid income taxes                 18,481          --
  Deferred tax assets                  30,456      10,117
  Goodwill                            511,060      31,741

  Intangible assets, net              160,706       1,378

------------ ----------

    Total assets                  $ 1,714,572   $ 305,043

============ ==========

LIABILITIES, PREFERRED STOCK AND
SHAREHOLDERS' EQUITY
Current liabilities:
   Accounts payable                   $ 7,857     $ 3,291
Accrued payroll and related
    costs                              71,913      19,709
   Accrued income taxes                 3,993         715
   Line of credit                      57,000          --
   Other accrued liabilities           89,294      31,354
Foreign exchange derivative
    contracts                           1,669          --

   Deferred revenue                    21,631         667

------------ ----------

    Total current liabilities         253,357      55,736

   Other long-term liabilities          4,610       1,251
   Accrued income taxes                17,672          --
Foreign exchange derivative
    contracts                           6,739          --
   Deferred tax liabilities            58,992          --

   Senior Notes                       770,000          --

------------ ----------

    Total liabilities               1,111,370      56,987

------------ ----------

Series B Preferred stock,
   without par value                  349,023          --

------------ ----------

Shareholders' equity:

Common Stock, par value
    $0.01 per share                       577         572
   Additional paid-in capital         201,281     188,389
   Retained earnings                  104,493      75,474
Common stock in treasury, at
    cost                             (14,714)    (14,714)
Accumulated other
    comprehensive loss              (257,920)     (1,665)

------------ ---------- Total iGATE Corporation

   shareholders' equity                33,717     248,056

   Non controlling interest           220,462          --

------------ ----------

    Total shareholders' equity        254,179     248,056

------------ ---------- Total liabilities and

     shareholders' equity         $ 1,714,572   $ 305,043

============ ==========

iGATE CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(Amounts in thousands)

                                        Three Months ended           Year ended,
                                           December 31,             December 31,
                                        2011         2010         2011*        2010

(unaudited) (unaudited) (unaudited) (audited)

----------- ----------- ----------- ----------

  Revenues                             $ 267,707     $ 81,013    $ 779,646   $ 280,597

Cost of revenues (exclusive of
   depreciation and amortization)        159,941       46,460      483,504     167,906

----------- ----------- ----------- ----------

  Gross margin                           107,766       34,553      296,142     112,691

Selling, general and
   administrative expense                 42,582       16,765      151,497      50,669


  Depreciation and amortization           13,703        2,415       38,735       9,014

----------- ----------- ----------- ----------

   Income from operations                 51,481       15,373      105,910      53,008


  Other (expenses) income, net          (14,151)        1,917     (21,638)       4,686

----------- ----------- ----------- ----------

   Income before income taxes             37,330       17,290       84,272      57,694


  Income tax expense                      16,904        2,568       24,218       5,939

----------- ----------- ----------- ----------

Net income before noncontrolling
   interest                               20,426       14,722       60,054      51,755


  Noncontrolling interest                  5,149           --        8,586          --

----------- ----------- ----------- ----------

Net income attributable to iGATE
   Corporation                            15,277       14,722       51,468      51,755

  Accretion to Preferred Stock                88           --          302          --

  Preferred dividend                       7,016           --       22,147          --

----------- ----------- ----------- ---------- Net income attributable to iGATE

   Corporation common shareholders       $ 8,173     $ 14,722     $ 29,019    $ 51,755

=========== =========== =========== ==========

*Includes Patni revenues since

May 16, 2011.

iGATE CORPORATION

Earnings Per Share

(Amounts in thousands, except per share data)

                                                    Three Months Ended December 31                   Year ended December 31
--------------------------------------------------------------------------------------------------------------------------------
 PARTICULARS                                          2011                   2010                2011**                  2010

                                                  (unaudited)            (unaudited)           (unaudited)             (audited)
--------------------------------------------------------------------------------------------------------------------------------

Net income attributable to iGATE
  common shareholders                                  $ 8,173               $ 14,722              $ 29,019              $ 51,755
Add: Dividends on Series B
  Preferred Stock                                        7,016                     --                22,147                    --
                                                 -------------          -------------         -------------           -----------
                                                        15,189                 14,722                51,166                51,755

Less: Dividends paid on
      Common Stock               [A]         $ --                $ 8,433                  $ --                $ 14,509
      Unvested restricted stock  [B]           --                     43                    --                     103
Participating preferred
       stock                     [C]        7,016        7,016        --        8,476   22,147       22,147         --     14,612

----------------------------------------------------------------------------------------

 Undistributed Income                                  $ 8,173                $ 6,246              $ 29,019              $ 37,143
                                                 =============          =============         =============           ===========

Allocation of Undistributed
Income
      Common stock               [D]                     6,240                  6,215                22,157                36,878
      Unvested restricted stock  [E]                        24                     31                    84                   265
Participating preferred
       stock                     [F]                     1,909                     --                 6,778                    --
                                                 -------------          -------------         -------------           -----------

                                                       $ 8,173                $ 6,246              $ 29,019              $ 37,143
                                                 =============          =============         =============           ===========

Shares outstanding for
allocation of undistributed
income:
      Common stock                                      56,706                 56,227                56,706                56,227
      Unvested restricted stock                            214                    280                   214                   280
Participating preferred
       stock                                            17,347                     --                17,347                    --
                                                 -------------          -------------         -------------           -----------

                                                        74,267                 56,507                74,267                56,507
                                                 =============          =============         =============           ===========

Weighted average shares
outstanding:
      Common stock               [G]                    56,671                 56,141                56,523                55,656
      Unvested restricted stock  [H]                       213                    294                   217                   399
Participating preferred
       stock                     [I]                    17,347                     --                17,347                    --
                                                 -------------          -------------         -------------           -----------

                                                        74,231                 56,435                74,087                56,055
                                                 =============          =============         =============           ===========

Weighted average common stock
  outstanding                                           56,671                 56,141                56,523                55,656
Dilutive effect of stock options
and restricted shares
  outstanding                                            1,390                  1,716                 1,420                 1,738
                                                 -------------          -------------         -------------           -----------
Dilutive weighted average shares
  outstanding                    [J]                    58,061                 57,857                57,943                57,394
                                                 =============          =============         =============           ===========

Distributed earnings per share:
      Common stock               [K=A/G]                  $ --                 $ 0.15                  $ --                $ 0.26
      Unvested restricted stock  [L=B/H]                  $ --                 $ 0.15                  $ --                $ 0.26
Participating preferred
       stock                     [M=C/I]                $ 0.40                   $ --                $ 1.28                  $ --

Undistributed earnings per
share:
      Common stock               [N=D/G]                $ 0.11                 $ 0.11                $ 0.39                $ 0.66
      Unvested restricted stock  [O=E/H]                $ 0.11                 $ 0.11                $ 0.39                $ 0.66
Participating preferred
       stock                     [P=F/I]                $ 0.11                   $ --                $ 0.39                  $ --

Basic earnings per share from
operations
      Common Stock               [K+N]                  $ 0.11                 $ 0.26                $ 0.39                $ 0.92
      Unvested restricted stock  [L+O]                  $ 0.11                 $ 0.26                $ 0.39                $ 0.92
Participating preferred
       stock                     [M+P]                  $ 0.51                   $ --                $ 1.67                  $ --

Diluted earnings per share from [[A+B+D+
  operations                     E]/J]                  $ 0.11                 $ 0.25                $ 0.38                $ 0.90


**Includes Patni balances since May 16, 2011

The number of outstanding participative convertible preferred stock for which the earnings per share exceeded the earnings per
share of common stock aggregated to 17.3 million shares for the three and twelve months ended Dec 31, 2011. These shares were
excluded from the computation of diluted earnings per share as they were anti-dilutive.



iGATE CORPORATION Reconciliation of Net income, net of tax, to Adjusted EBITDA

(Amounts in thousands)

(Unaudited)

                                  Three Months ended        Year ended
                                      December 31           December 31

                                    2011       2010       2011*       2010

--------- --------- ---------- ---------

Net income attributable to
   iGATE Corporation              $ 15,277   $ 14,722    $ 51,468   $ 51,755

Adjustments

  Depreciation and amortization     13,703      2,415      38,735      9,014
  Interest expenses                 17,774         28      50,608        108
  Income tax expense                16,904      2,568      24,218      5,939
  Noncontrolling interest            5,149         --       8,586         --
  Other income, net                (7,393)    (1,169)    (15,894)    (5,171)
  Foreign exchange (gain)/loss       3,770      (776)    (13,076)        377
  Stock Based Compensation           1,869      1,829      10,737      6,651
  Acquisition expenses                  --      3,749      10,914      3,749
  Delisting expenses                   997         --         997         --

  Severance expenses                    --         --       6,164         --

--------- --------- ---------- --------- Adjusted EBITDA (a non-GAAP

   measure)                       $ 68,050   $ 23,366   $ 173,457   $ 72,422

========= ========= ========== =========

*Includes Patni Balances

since May 16, 2011

The company presents the non-GAAP financial measure adjusted EBITDA

because, management uses this measure to monitor

and evaluate the performance of the business and believes the presentation

of this measure will enhance the investors' ability

to analyze trends in the business and evaluate the Company's underlying

performance relative to other companies in the industry.

Non-GAAP Disclosure of Adjusted EBITDA

We present Adjusted EBITDA as a supplemental measure of our performance. We define Adjusted EBITDA as net income attributable to iGATE Corporation plus (i) depreciation and amortization, (ii) interest expense, (iii) income tax expense, minus (iv) other income, net plus (v) foreign exchange loss, (v) stock based compensation (vi) acquisition expenses (vii) severance expenses and (viii) delisting expenses. We eliminated the impact of the above as we do not consider them as indicative of our ongoing operating performance. These adjustments are itemized below. You are encouraged to evaluate these adjustments and the reasons we consider them appropriate for supplemental analysis. In evaluating Adjusted EBITDA, you should be aware that in the future we may incur expenses that are the same as or similar to some of the adjustments in this presentation. Our presentation of Adjusted EBITDA should not be construed as an inference that our future results will be unaffected by unusual or non-recurring items.

We present Adjusted EBITDA because we believe it assists investors and analysts in comparing our performance across reporting periods on a consistent basis by excluding items that we do not believe are indicative of our core operating performance. In addition, we use Adjusted EBITDA: [(i) as a factor in evaluating management's performance when determining incentive compensation, (ii) to evaluate the effectiveness of our business strategies and (iii) because our credit agreement and our indenture use measures similar to Adjusted EBITDA to measure our compliance with certain covenants.

Adjusted EBITDA has limitations as an analytical tool. Some of these limitations are:

-- Adjusted EBITDA does not reflect our cash expenditures, or future

requirements, for capital expenditures or contractual commitments;

-- Adjusted EBITDA does not reflect changes in, or cash requirements for,

our working capital needs;

-- Adjusted EBITDA does not reflect the significant interest expense, or

the cash requirements necessary to service interest or principal

payments, on our debts; although depreciation and amortization are

non-cash charges, the assets being depreciated and amortized will often

have to be replaced in the future, and adjusted EBITDA does not reflect

any cash requirements for such replacements; non-cash compensation is

and will remain a key element of our overall long-term incentive

compensation package, although we exclude it as an expense when

evaluating our ongoing operating performance for a particular period;

Adjusted EBITDA does not reflect the impact of certain cash charges

resulting from matters we consider not to be indicative of our ongoing

operations; and other companies in our industry may calculate adjusted

EBITDA differently than we do, limiting its usefulness as a comparative

measure.

Because of these limitations, adjusted EBITDA should not be considered in isolation or as a substitute for performance measures calculated in accordance with GAAP. We compensate for these limitations by relying primarily on our GAAP results and using Adjusted EBITDA only supplementally.

iGATE CORPORATION

Reconciliation of Selected GAAP measures to Non-GAAP measures

(Amounts in thousands, except per share data)

(Unaudited)

                                                  Three Months ended        Year ended,
                                                      December 31           December 31

                                                    2011       2010     2011**       2010

--------- --------- --------- ---------

Net income attributable to iGATE Corporation $ 15,277 $ 14,722 $ 51,468 $ 51,755

Adjustments

Amortization of Intangible assets, net of
   taxes                                             2,551        197      6,191        774
  Share Based Compensation, net of taxes             1,804      1,720      8,530      6,437
  Acquisition expenses                                  --      3,213     10,914      3,213
  Delisting expenses                                   997         --        997         --
Forex gain on acquisition hedging and other
   remeasurement, net of taxes                       (724)         --   (15,975)         --

  Severance cost, net of taxes                         222         --      4,897         --

--------- --------- --------- ---------

  Non-GAAP Net income                             $ 20,127   $ 19,852   $ 67,022   $ 62,179

========= ========= ========= =========

Basic earnings per share from operations
  GAAP                                              $ 0.11     $ 0.26     $ 0.39     $ 0.92
  Non-GAAP                                          $ 0.27     $ 0.35     $ 0.90     $ 1.11

Diluted earnings per share from operations
  GAAP                                              $ 0.11     $ 0.25     $ 0.38     $ 0.90
  Non-GAAP                                          $ 0.27     $ 0.34     $ 0.89     $ 1.08


  Weighted average shares outstanding, Basic     74,231*       56,439  74,087*       56,055

========= ========= ========= ========= Weighted average dilutive common equivalent

   shares outstanding                            75,408*       57,857  75,290*       57,394

========= ========= ========= =========

*Includes assumed conversion of 17.3 million shares of Series B Preferred

Stock as of January 1, 2011.

**Includes Patni balances since May 16, 2011

CONTACT: Media Contact

Prabhanjan Deshpande "PD"

+91 80 4104 5006

PD@igatepatni.com

Investor Contact
Araceli Roiz
+1 510 896 3007

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