Engine Capital Sends Letter to EPAM Systems’s Board of Directors Highlighting Company’s Undervaluation and Urging the Initiation of a $750 Million Accelerated Share Repurchase Program

Sees Opportunities Within the Board’s Control to Take Advantage of the Undervaluation and Create Shareholder Value, Including by Using Idle Cash, Free Cash Flows, and Potential Leverage to Aggressively Repurchase Shares and Strengthening Alignment Between Company Insiders and Shareholders’ Interests

Believes that if the Board Does Not Have the Confidence to Aggressively Buy Back Stock, it Should Run a Sale Process to Determine the Value that Buyers Could Ascribe to EPAM

NEW YORK--(BUSINESS WIRE)--Engine Capital LP (together with its affiliates, “Engine”), which owns approximately 1.5% of the outstanding shares of common stock of EPAM Systems, Inc. (NYSE: EPAM) (the “Company”), today announced that it has delivered a letter to the Company’s Board of Directors.

The full text of Engine’s letter to the Company can be viewed here.

About Engine Capital

Engine Capital LP is a value-oriented special situations fund that invests both actively and passively in companies undergoing change.

The information in this press release and accompanying letter (collectively, the “Letter”) is for informational purposes only, and the Letter does not constitute an offer to purchase or sell any security nor does it constitute professional or investment advice. The information in the Letter is based on publicly available information about EPAM Systems, Inc. (the “Company”). Except where otherwise indicated, the information in the Letter speaks only as of the date hereof and no obligation is undertaken to update or correct the Letter after the date hereof. Permission to quote or refer to third party reports or information, if any, in the Letter has been neither sought nor obtained.

The Letter may include forward-looking statements that reflect the current views of Engine Capital LP or certain of its affiliates (“Engine”) with respect to future events. Statements that include the words “expect,” “intend,” “plan,” “believe,” “project,” “anticipate,” “will,” “may,” “would,” and similar words are often used to identify forward-looking statements. All forward-looking statements address matters that involve risks and uncertainties, many of which are beyond the control of the parties making such statements. Accordingly, there are or will be important factors that could cause actual results to differ materially from those indicated in such statements and, therefore, you should not place undue reliance on any such statements. Any forward-looking statements made in the Letter are qualified in their entirety by these cautionary statements, and there can be no assurance that the actual results or developments anticipated will be realized or, even if substantially realized, that they will have the expected consequences to, or effects on, the Company or its business, operations, or financial condition. Except to the extent required by applicable law and without limitation of the above statements, Engine undertakes no obligation to update publicly or revise any forward-looking statement, whether as a result of new information, future developments, or otherwise.

Engine currently owns Company securities and/or has an economic interest in the price movement of the securities of the Company. It is possible that there will be developments in the future that cause Engine to modify this economic interest at any time or from time to time. This may include a decision to sell all or a portion of its holdings of Company securities (or securities or other instruments whose value is correlated, in whole or in part, to Company securities) in open market or privately negotiated transactions or otherwise (including via short sales), purchase additional Company securities (or such other securities or instruments) in open market or privately negotiated transactions or otherwise, or trade in options, puts, calls or other derivative instruments relating to such securities. Engine also reserves the right to take any actions with respect to its investment in the Company as it may deem appropriate, including, but not limited to, communicating with the board of directors, management and other investors and may not publicize any such interactions.

Although Engine believes the information herein to be reliable, Engine makes no representation or warranty, express or implied, as to the accuracy or completeness of any statements or any other written or oral communication it makes with respect to the Company, and Engine expressly disclaims any liability relating to those statements or communications (or any inaccuracies or omissions therein). Thus, shareholders and others should conduct their own independent investigations and analysis of those statements and communications and make their own independent judgments with respect thereto.