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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 05, 2008
TeleTech Holdings, Inc.
(Exact name of registrant as specified in its charter)
         
Delaware
(State of
Incorporation)
  001-11919
(Commission
File Number)
  84-1291044
(I.R.S. Employer
Identification No.)
9197 S. Peoria Street, Englewood, Colorado 80112
(Address of principal executive offices, including Zip Code)
Telephone Number: (303) 397-8100
(Registrant’s telephone number, including area code)
 
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 


 

Item 3.01   Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
On March 5, 2008, TeleTech Holdings, Inc. (the “Company”) received an Additional Nasdaq Staff Determination letter in connection with the Company’s failure to file its 2007 Annual Report on Form 10-K, as required by Nasdaq Marketplace Rule 4310(c)(14) (the “March 5 Letter”). As set forth in the March 5 letter, this matter serves as an additional basis for delisting the Company’s securities.
The failure of the Company to file its Quarterly Report on Form 10-Q for the third quarter of 2007 (the “3rd Quarter Form 10-Q”) had put the Company out of compliance with the filing requirement under Nasdaq Marketplace Rule 4310(c)(14), and the Nasdaq staff had notified the Company that it was subject to being delisted. However, as set forth in a February 20, 2007 letter to the Company (the “February 20 Letter”), the Nasdaq Listing Qualifications Hearings Panel granted the Company’s request for continued listing on the Nasdaq Global Market, subject to, among other things, the Company becoming current in its filings of its periodic reports by May 12, 2008. These periodic reports would include the fiscal 2007 Form 10-K and the 3rd Quarter Form 10-Q. The February 20 Letter notes that if the Company is not able to meet the exception deadline, the Panel will issue a final determination to delist the Company’s shares and the Company would have to apply to Nasdaq for an extension of the listing exception.
TeleTech is working diligently with its current and former independent auditors to become current with its periodic filings with the Securities and Exchange Commission by May 12, 2008.
A press release issued by TeleTech on March 11, 2008, regarding the March 5 letter and setting forth additional background information, is attached hereto as Exhibit 99.1
Item 9.01.   Financial Statements and Exhibits.
     (c) Exhibits
     
Exhibit No.   Description
 
   
99.1
  Press Release dated March 11, 2008

 


 

SIGNATURE
     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.
         
  TeleTech Holdings, Inc.
 
 
  By:   /s/ Kenneth D. Tuchman    
    KENNETH D. TUCHMAN   
    Chief Executive Officer   
 
Dated: March 11, 2008

 


 

EXHIBIT INDEX
     
Exhibit No.   Description
 
   
99.1
  Press Release dated March 11, 2008

 

exv99w1
 

Exhibit 99.1
(TeleTech Letterhead)

     
Investor Contact:
  Media Contact:
Karen Breen
  Paul Kranhold
303-397-8592
  415-568-9570
Jennifer Martin
  pk@sardverb.com
303-397-8634
   
TeleTech Receives Nasdaq Staff Determination Letter
Englewood, Colo., March 11, 2008 — TeleTech Holdings, Inc. (Nasdaq: TTEC) today announced the receipt of a NASDAQ Staff Determination letter on March 5, 2008 indicating that the Company is not in compliance with the filing requirements for continued listing as set forth in Marketplace Rule 4310(c)(14). As anticipated, the letter was issued in accordance with Nasdaq procedures due to the delayed filing of the Company’s Annual Report on Form 10-K for the year ended December 31, 2007 as discussed previously on the Form 12b-25 filed on March 3, 2008.
The Nasdaq Listing Qualifications Hearing Panel previously granted the Company until May 12, 2008 to become current in its delinquent and restated periodic reports. TeleTech is working diligently with its current and former independent auditors to finalize the quantification of the restatement adjustments and allocation among the periods impacted so as to become current with its periodic filings with the Securities and Exchange Commission by May 12, 2008.
ABOUT TELETECH
TeleTech is one of the largest and most geographically diverse global providers of business process outsourcing solutions. We have a 26-year history of designing, implementing, and managing critical business processes for Global 1000 companies to help them improve their customers’ experience, expand their strategic capabilities, and increase their operating efficiencies. By delivering a high-quality customer experience through the effective integration of customer-facing front-office processes with internal back-office processes, we enable our clients to better serve, grow, and retain their customer base. We use Six Sigma-based quality methods continually to design, implement, and enhance the business processes we deliver to our clients and we also apply this methodology to our own internal operations. We have developed deep domain expertise and support approximately 300 business process outsourcing programs serving more than 100 global clients in the automotive, communications, financial services, government, healthcare, retail, technology and travel and leisure industries. Our integrated global solutions are provided by 59,000 employees utilizing 38,400 workstations across 88 Delivery Centers in 18 countries.
FORWARD-LOOKING STATEMENTS
This press release may contain certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, which can be identified by words such as “may,” “will,” “expect,” “anticipate” or comparable words. These forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, performance, or achievements to be materially different from any future results, performance, or achievements expressed or implied by the forward-looking statements. All statements not based on historical fact are forward-looking statements that involve substantial risks and uncertainties. Important factors that could cause our actual results to differ materially from those expressed or implied by such forward-looking statements, include but are not

 


 

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limited to the following: all reported results are presented without taking into account any adjustments that may be required in connection with the ongoing review of TeleTech’s accounting for equity-based compensation plans and should be considered preliminary until TeleTech files its Form 10-K for the fiscal year ended December 31, 2007; the effect of TeleTech’s failure to timely file all of its required reports under the Securities and Exchange Act of 1934, including the potential of a default under its credit facility; our ability to meet the requirements of the NASDAQ Stock Market for continued listing of our shares; any future decisions by the NASDAQ Stock Market regarding continued listing of TeleTech’s common shares; potential claims and proceedings relating to such matters, including shareholder litigation and action by the SEC and/or other governmental agencies; negative tax or other implications for TeleTech resulting from any accounting adjustments or other factors; our belief that we are continuing to see strong demand for our services; the ability to close and ramp new business opportunities that are currently being pursued or that are in the final stages with existing and/or potential clients in order to achieve our Business Outlook; estimated revenue from new, renewed, and expanded client business as volumes may not materialize as forecasted or be sufficient to achieve our Business Outlook; the possibility of lower revenue or price pressure from our clients experiencing a business downturn or merger in their business; greater than anticipated competition in the BPO and customer management markets, causing adverse pricing and more stringent contractual terms; risks associated with losing or not renewing client relationships, particularly large client agreements, or early termination of a client agreement; the risk of losing clients due to consolidation in the industries we serve; consumers’ concerns or adverse publicity regarding our clients’ products; our ability to execute our growth plans, including sales of new services; our ability to achieve our year-end 2008 and 2009 financial goals, including those set forth in our Business Outlook; risks associated with attracting and retaining cost-effective labor at our delivery centers; the possibility of additional asset impairments and restructuring charges; risks associated with changes in foreign currency exchange rates; our ability to find cost effective delivery locations, obtain favorable lease terms, and build or retrofit facilities in a timely and economic manner; risks associated with business interruption due to weather, pandemic or terrorist-related events; economic or political changes affecting the countries in which we operate; achieving continued profit improvement in our International BPO operations; changes in accounting policies and practices promulgated by standard setting bodies; and new legislation or government regulation that impacts the BPO and customer management industry.
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