10-Q
TTEC HOLDINGS, INC. filed this Form 10-Q on 11/07/2018
Entire Document
 

Table of Contents

TTEC HOLDINGS, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

(Unaudited)

The following summarizes the preliminary estimated fair values of the identifiable assets acquired and liabilities assumed as of the acquisition date (in thousands):

 

 

 

 

 

 

    

Preliminary

 

 

 

Estimate of

 

 

 

Acquisition Date

 

 

 

Fair Value

 

Cash

 

$

5,997

 

Accounts receivable, net

 

 

5,187

 

Prepaid expenses

 

 

1,248

 

Other current assets

 

 

670

 

Property, plant and equipment

 

 

2,182

 

Income tax receivable

 

 

1,691

 

Customer relationships

 

 

37,200

 

Goodwill

 

 

39,147

 

 

 

$

93,322

 

 

 

 

 

 

Accounts payable

 

$

2,789

 

Accrued employee compensation and benefits

 

 

5,249

 

Accrued expenses

 

 

104

 

Deferred tax liability

 

 

11,402

 

Other

 

 

340

 

 

 

$

19,884

 

 

 

 

 

 

Total purchase price

 

$

73,438

 

 

The estimates of fair value of identifiable assets acquired and liabilities assumed are preliminary, pending finalization of the tax returns, thus are subject to revisions that may result in adjustments to the values presented above.

The Motif customer relationships are being amortized over a useful life of 11 years. The goodwill recognized from the Motif acquisition is attributable, but not limited to, the acquired workforce and expected synergies with CMS. None of the tax basis of the acquired intangibles and goodwill will be deductible for income tax purposes. The acquired goodwill and intangibles, and operating results of Motif are reported within the CMS segment from the date of acquisition.

Connextions

On April 3, 2017, the Company acquired all of the outstanding shares of Connextions, Inc., a health care customer service provider company, from OptumHealth Holdings, LLC. Connextions has been integrated into the health care vertical of the CMS segment of the Company. Connextions employed approximately 2,000 at several centers in the U.S.

The total cash paid at acquisition was $80 million. The purchase price was subject to customary representations and warranties, indemnities, and net working capital adjustment. In connection with the acquisition, the Company and OptumHealth (directly and through affiliates) also entered into long-term technology and customer services agreements, and into transition services agreements to facilitate the transfer of the business. The Company subsequently paid an additional $1.8 million for the working capital adjustment, which was paid during the third quarter of 2017. Additionally, fair value adjustments related to the transition services agreements reduced the purchase price by $4.1 million resulting in a net purchase price of $77.7 million.

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