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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) August 1,
2008
(Exact name of registrant as specified in its charter)
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Delaware
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001-11919
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84-1291044 |
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(State or other jurisdiction of incorporation)
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(Commission File Number)
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(IRS Employee Identification No.) |
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9197 S. Peoria Street, Englewood, Colorado
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80112 |
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(Address of principal executive offices)
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(Zip Code) |
Registrants
telephone number, including area code (303) 397-8100
(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):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 5.02. |
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Departure of Directors or Principal Officers; Election of Directors; Appointment of
Principal Officers. |
(d) Election of Director
On August 1, 2008, the Board of Directors of TeleTech Holdings, Inc. (the Company) appointed
Robert M. Tarola, currently serving as Senior Vice President Corporate Strategy of W. R. Grace &
Co., to serve as a member of the Companys Board of Directors and the Audit Committee. A copy of
TeleTechs press release announcing Mr. Tarolas appointment is attached hereto as Exhibit 99.1.
As a newly appointed non-employee director, Mr. Tarola will be entitled to receive an automatic
stock option grant to purchase 20,000 shares of TeleTechs common stock effective two days after
the Company announces its second quarter 2008 earnings (the end of the second quarter earnings
blackout period). As an incumbent non-employee director, Mr. Tarola will also receive: (i) an
option to purchase 15,000 shares of common stock on the day of each annual meeting of stockholders
subsequent to his election or appointment to the Board, provided that he continues in office after
the annual meeting; (ii) an annual retainer of $40,000 (paid $10,000 per quarter); (iii) a meeting
fee of $1,000 for each Board or committee meeting attended; and (iv) a meeting fee of $500 for each
telephonic Board or committee meeting attended. Stock options granted to Mr. Tarola, as well as
all non-employee directors, vest immediately upon date of grant and are exercisable into restricted
stock for which the restrictions lapse one year after the date of grant.
There are no relationships or related party transactions between Mr. Tarola and the Company that
would be required to be disclosed pursuant to Item 404(a) of Regulation S-K.
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Item 9.01. |
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Financial Statements and Exhibits. |
List below the financial statements, pro forma financial information and exhibits, if any, filed as
a part of this report.
(d) Exhibits:
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Exhibit
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Description |
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99.1 |
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TeleTech Inc. press release dated August 5, 2008. |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly
caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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TeleTech Holdings, Inc.
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Date: August 5, 2008 |
By: |
/s/ Kenneth D. Tuchman
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Kenneth D. Tuchman |
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Chief Executive Officer |
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Exhibit Index
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Exhibit
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Description |
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99.1 |
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TeleTech Inc. press release dated August 5, 2008. |
exv99w1
Exhibit 99.1
TeleTech Holdings, Inc. 9197 South Peoria Street Englewood, CO 80112-5833
www.teletech.com
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Investor Contact:
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Media Contact: |
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Karen Breen
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KC Higgins |
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Investor Relations
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Media Relations |
303-397-8592
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303-434-8163 |
Robert Tarola, Senior Vice President of Corporate Strategy and
Former Chief Financial Officer of W. R. Grace, Joins TeleTechs Board of Directors
Englewood, Colo. August 5, 2008 TeleTech Holdings, Inc. (NASDAQ: TTEC), one of the largest
and most geographically diverse global providers of business process outsourcing (BPO) solutions,
today announced that its board of directors has elected Robert M. Tarola, senior vice president
corporate strategy and former chief financial officer of W. R. Grace & Co., to the board. Mr.
Tarola will also become a member of TeleTechs Audit Committee.
Bobs distinguished financial career has given him considerable depth of experience across a wide
range of industries and his past positions have proven him to be a leader and forward thinker in
the field of finance and accounting, said Kenneth Tuchman, chairman and chief executive officer of
TeleTech. His insight and track record will make him a strong contributor in helping drive
TeleTechs strategic vision.
I look forward to working with Ken, the board, and the rest of the dynamic team that has made
TeleTech a clear leader in the global BPO industry as they continue to drive growth through
innovation, technology and global reach, said Mr. Tarola.
Mr. Tarola served as senior vice president and chief financial officer of W. R. Grace & Co. from
the time of his joining the company in 1999 until April 2008. Prior to joining Grace, Mr. Tarola
was senior vice president and chief financial officer of MedStar Health, Inc., a large regional
hospital and health care system. Earlier in his career, he was a partner with Price Waterhouse
LLP, during which time he served as a regional managing partner for its media and communications
practice as well as an engagement partner for major client accounts in the investment management,
technology, aerospace, manufacturing, publishing and other industries. Also while at Price
Waterhouse, Mr. Tarola served as a partner in its National SEC Services Group specializing in
public capital markets including mergers and acquisitions, initial public offerings and other
financial matters.
Mr. Tarola earned a bachelor of business administration degree from Temple University and currently
chairs the Advisory Board to the President of the University. He is a member of the Standing
Advisory Group of the Public Company Accounting Oversight Board and a member of the Advisory Board
of the School of Accountancy of the University of Denver. He also serves on the boards of mutual
funds sponsored by Legg Mason, Inc.
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 250 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 more than 50,000 employees utilizing 38,000 workstations across 88
Delivery Centers in 17 countries.
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