Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
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- Peter Lynch
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
ExlService Holdings, Inc.
(Name of Issuer)
Common Stock, par value $0.001 per share
(Title of Class of Securities)
302081104
(CUSIP Number)
December 31, 2012
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
[_] Rule 13d-1(b)
[_] Rule 13d-1(c)
[X] Rule 13d-1(d)
*
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The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
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The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
CUSIP No. 302081104
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SCHEDULE 13G |
Page 2 of 9 Pages
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1
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NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Oak Hill Capital Partners, L.P.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a) o
(b) x
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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NUMBER OF
SHARES
BENEFICIALLY OWNED
BY EACH REPORTING
PERSON
WITH
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5
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SOLE VOTING POWER
0
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6
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SHARED VOTING POWER
0
|
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7
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SOLE DISPOSITIVE POWER
0
|
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8
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SHARED DISPOSITIVE POWER
0
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
|
|
10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
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o |
11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0%
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|
12
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TYPE OF REPORTING PERSON
PN
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CUSIP No. 302081104
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SCHEDULE 13G |
Page 3 of 9 Pages
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1
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NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Oak Hill Capital Management Partners, L.P.
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|
2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) x
|
3
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SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY OWNED
BY EACH REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0
|
6
|
SHARED VOTING POWER
0
|
|
7
|
SOLE DISPOSITIVE POWER
0
|
|
8
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SHARED DISPOSITIVE POWER
0
|
9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
|
|
10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
o |
11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0%
|
|
12
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TYPE OF REPORTING PERSON
PN
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CUSIP No. 302081104
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SCHEDULE 13G |
Page 4 of 9 Pages
|
1
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NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
OHCP GenPar, L.P.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) x
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY OWNED
BY EACH REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0
|
6
|
SHARED VOTING POWER
0
|
|
7
|
SOLE DISPOSITIVE POWER
0
|
|
8
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SHARED DISPOSITIVE POWER
0
|
9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
|
|
10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
o |
11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0%
|
|
12
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TYPE OF REPORTING PERSON
PN
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CUSIP No. 302081104
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SCHEDULE 13G |
Page 5 of 9 Pages
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1
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NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
OHCP MGP, LLC
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) x
|
3
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SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY OWNED
BY EACH REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0
|
6
|
SHARED VOTING POWER
0
|
|
7
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
SHARED DISPOSITIVE POWER
0
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
|
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
o |
11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0%
|
|
12
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TYPE OF REPORTING PERSON
OO
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CUSIP No. 302081104
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SCHEDULE 13G |
Page 6 of 9 Pages
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Item 1(a).
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Name of Issuer:
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ExlService Holdings, Inc.
Item1(b).
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Address of Issuer’s Principal Executive Offices:
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280 Park Avenue
New York, New York 10017
Item 2(a).
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Name of Persons Filing:
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Oak Hill Capital Partners, L.P. (“OHCP”);
Oak Hill Capital Management Partners, L.P. (“OHCMP”);
OHCP GenPar, L.P. (“OHCP GenPar”); and
OHCP MGP, LLC (“OHCP MGP” and together with OHCP, OHCMP and OHCP GenPar, the “Reporting Persons”).
The Reporting Persons are making this single, joint filing because they may be deemed to constitute a “group” within the meaning of Section 13(d)(3) of the Act, although neither the fact of this filing nor anything contained herein shall be deemed to be an admission by the Reporting Persons that such a group exists.
Item 2(b).
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Address of Principal Business Office or, if none, Residence of each Reporting Person:
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201 Main Street
Suite 1018
Fort Worth, TX 76102
Item 2(c).
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Citizenship:
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OHCP - Delaware
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OHCMP - Delaware
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OHCP GenPar - Delaware
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OHCP MGP - Delaware
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Item 2(d).
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Title of Class of Securities:
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Common Stock, par value $0.001 per share (the “Common Stock”)
Item 2(e).
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CUSIP Number:
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302081104
CUSIP No. 302081104
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SCHEDULE 13G |
Page 7 of 9 Pages
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Item 3.
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This Schedule 13G Statement is not being filed pursuant to Rule 13d-1(b) or Rule 13d-2(b) or (c).
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Item 4.
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Ownership
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OHCP
OHCP beneficially owns an aggregate of 0 shares of Common Stock.
OHCMP
OHCMP beneficially owns an aggregate of 0 shares of Common Stock.
OHCP GenPar
OHCP GenPar is the sole general partner of both OHCP and OHCMP. As the sole general partner of OHCP and OHCMP, OHCP GenPar beneficially owns an aggregate of 0 shares of Common Stock.
OHCP MGP
OHCP MGP is the sole general partner of OHCP GenPar. As the sole general partner of OHCP GenPar, OHCP MGP may be deemed to beneficially own an aggregate of 0 shares of Common Stock.
CUSIP No. 302081104
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SCHEDULE 13G |
Page 8 of 9 Pages
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Item 5.
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Ownership of Five Percent or Less of a Class.
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Each of the Reporting Persons has ceased to be the beneficial owner of more than five percent of the Common Stock.
Item 6.
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Ownership of More than Five Percent on Behalf of Another Person.
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Not Applicable
Item 7.
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Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person.
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Not Applicable
Item 8.
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Identification and Classification of Members of the Group.
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Not Applicable
Item 9.
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Notice of Dissolution of Group.
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Not Applicable
Item 10.
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Certifications.
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Not Applicable
CUSIP No. 302081104
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SCHEDULE 13G |
Page 9 of 9 Pages
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SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date: February 6, 2013
OAK HILL CAPITAL PARTNERS, L.P. | ||||||
By:
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OHCP GenPar, L.P., its General Partner
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By: |
OHCP MGP, LLC, its General Partner
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|||||
By: | /s/ John R. Monsky | |||||
Name: John R. Monsky | ||||||
Title: Vice President | ||||||
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OAK HILL CAPITAL MANAGEMENT PARTNERS, L.P.
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||||||
By:
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OHCP GenPar, L.P., its General Partner | |||||
By: |
OHCP MGP, LLC, its General Partner
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By: | /s/ John R. Monsky | |||||
Name: John R. Monsky | ||||||
Title: Vice President | ||||||
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OHCP GENPAR, L.P.
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||||||
By:
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OHCP MGP, LLC, its General Partner
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By: | /s/ John R. Monsky | |||||
Name: John R. Monsky | ||||||
Title: Vice President | ||||||
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OHCP MGP, LLC
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By: | /s/ John R. Monsky | |||||
Name: John R. Monsky | ||||||
Title: Vice President | ||||||
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