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) November 7, 2016

TeleTech Holdings, Inc.

(Exact name of registrant as specified in its charter)

Registrant’s telephone number, including area code: 303-397-8100

Not Applicable

(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 1.01. Entry into a Material Definitive Agreement

On November 9, 2016, TeleTech Holdings, Inc. (“TeleTech”) acquired all of the outstanding shares of Atelka Enterprise Inc. (“Atelka”), a Canadian company (the “Acquisition”) pursuant to a Share Purchase Agreement with Kilmer Capital Fund II L.P., 8169306 Canada Inc. Bank of Montreal, doing business as BMO Capital Partners, and certain management shareholders (collectively, the “Sellers”).  Atelka provides customer contact center management and customer experience multi-lingual services to leading communications, media, logistics, and entertainment clients in private and public sectors in Canada, employing approximately 2,800 individuals in Quebec, Ontario, New Brunswick and Prince Edward Island.

The aggregate consideration for the Acquisition is CAN $59,000,000, US $44,000,000 (at current exchange rates), subject to customary representations, warranties, covenants and indemnification obligations and related CAN $2,000,000 purchase price holdback, adjusted for Atelka’s net debt, net working capital, and cost of buy-side representation and warranties insurance.

The foregoing description of the Acquisition is qualified in its entirety by reference to the Share Purchase Agreement, a copy of which will be filed with TeleTech’s quarterly report on Form 10-Q for the quarter ended September 30, 2016.

Item 2.02.  Results of Operations and Financial Condition.

On November 9, 2016, TeleTech issued a press release announcing its financial results for the quarter ended September 30, 2016. A copy of the press release is attached as Exhibit 99.1 and is incorporated by reference. TeleTech anticipates that it will file its quarterly report on Form 10-Q for the period ending September 30, 2016 no later than the fifth calendar day following the prescribed filing due date.

In accordance with General Instruction B.2 of Form 8-K, the information contained in this Item 2.02 and attached Exhibit 99.1 shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except as expressly set forth by specific reference in such a filing.

Item 7.01. Regulation FD Disclosure

On November 9, 2016, TeleTech issued a press release announcing its acquisition of Atelka.  A copy of the press release is attached to this Form 8-K as Exhibit 99.2 and is incorporated by reference into this item 7.01.

In accordance with General Instruction B.2 of Form 8-K, the information contained in this Item 7.01 and attached Exhibit 99.2 shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except as expressly set forth by specific reference in such a filing.

Item 8.01.  Other Material Events.

On November 7, 2016, TeleTech’s Board of Directors approved an increase of $25,000,000 in the funding available for share repurchases pursuant to TeleTech’s share repurchase program.  Repurchases under the program may continue to be made through the combination of a 10b5-1 automatic trading plan, open market purchases or private transactions, in

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accordance with applicable federal securities laws, including Rule 10b-18 under the Securities Exchange Act of 1934, as amended.  The timing of any repurchases and the exact number of shares of common stock to be purchased will be determined by TeleTech’s management, in its discretion, and will depend upon market conditions and other factors.

A copy of the Press Release issued on November 9, 2016 by TeleTech announcing the increase in share repurchase authorization is attached to this Form 8-K as Exhibit 99.3 and is incorporated by reference.

Item 9.01.  Financial Statements and Exhibits.

(d)  Exhibits.

SIGNATURE

Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

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Exhibit 99.1

TELETECH ANNOUNCES THIRD QUARTER 2016 FINANCIAL RESULTS

Third Quarter 2016 Results

Revenue was $312.8 Million ($313.1 Million Non-GAAP Constant Currency);

Operating Income was $12.3 Million, 3.9 Percent of Revenue

(6.0 Percent Non-GAAP Constant Currency);

Fully Diluted EPS was 24 Cents

Signed $87 Million in New Business

Updates Outlook for Full Year 2016

Denver, Colo., November 9, 2016 — TeleTech Holdings, Inc. (NASDAQ: TTEC), a leading global provider of customer experience, engagement and growth solutions, today announced preliminary financial results for the third quarter ended September 30, 2016. The Company currently plans to file its Quarterly Report on Form 10-Q for the period ending September 30, 2016 with the U.S. Securities and Exchange Commission no later than November 14, 2016. The Company does not expect that the results finally reported will be materially different.

“As outlined in our last earnings call, we moved aggressively in the third quarter to execute initiatives to improve our top line growth and provide higher and more consistent levels of profitability, “commented Ken Tuchman, chairman and chief executive officer of TeleTech. “We implemented several go-to-market changes to be able to advance our top line growth and we completed a number of restructuring activities that are already contributing to higher profit margins in our Customer Management Services and Customer Technology Services segments. The demand for transformative customer experience solutions continues to grow and, with our holistic platform of technology-enabled customer experience assets, we are confident that our go-forward strategy will yield improved financial results in the near term.”

THIRD QUARTER 2016 FINANCIAL HIGHLIGHTS

Revenue

·                  Third quarter 2016 GAAP revenue increased 1.2 percent to $312.8 million compared to $309.2 million in the prior year period.

·                  Non-GAAP constant currency revenue increased 1.2 percent to $313.1 million over the prior year.

Income from Operations

·                  Third quarter 2016 GAAP income from operations was $12.3 million, or 3.9 percent of revenue, compared to $15.6 million, or 5.1 percent of revenue in the third quarter 2015.

·                  Non-GAAP constant currency income from operations was $18.9 million or 6.0 percent of adjusted revenue versus 6.2 percent the prior year.

Restructuring, Impairment, and Other Income (Expense)

·                  Third quarter 2016 GAAP results include preliminary charges related to restructuring ($3.7 million), impairments ($5.9 million), and loss on assets held for sale ($5.3 million).

·                  Additionally, the Company released $4.6 million in acquisition-related contingent consideration.

Earnings Per Share

·                  Third quarter 2016 GAAP fully diluted earnings per share attributable to TeleTech shareholders was 24 cents up from 23 cents in the same period last year.

·                  Non-GAAP fully diluted earnings per share was 39 cents up from 29 cents in the prior year.

Bookings

·                  During the third quarter 2016, TeleTech signed an estimated $87 million in annualized contract value revenue from new and expanded client relationships. The third quarter bookings mix was diversified across all verticals with 93 percent from existing clients, 51 percent from emerging businesses, and 27 percent from outside of the United States.

STRONG BALANCE SHEET CONTINUES TO FUND OPERATIONS, SHARE REPURCHASES, DIVIDENDS, AND INVESTMENTS

·                  As of September 30, 2016, TeleTech had cash and cash equivalents of $61.3 million and $140.9 million of total debt, resulting in a net debt position of $79.6 million.

·                  As of September 30, 2016, TeleTech had approximately $425 million of additional borrowing capacity available under its revolving credit facility.

·                  Cash flow from operations in the third quarter 2016 was $54.1 million compared to $30.7 million in the third quarter 2015.

·                  Capital expenditures in the third quarter 2016 were $11.1 million compared to $19.7 million in the third quarter 2015.

·                  The Board of Directors declared an eight percent increase in TeleTech’s semi-annual dividend to $0.20 per share in the third quarter, or $9.3 million. The dividend was paid on October 14, 2016 to shareholders of record on October 3, 2016.

·                  During the third quarter 2016, TeleTech repurchased approximately 742 thousand shares of common stock for a total cost of $21.2 million. As of September 30, 2016, $12.3 million was authorized for future share repurchases. On November 9, 2016, TeleTech announced that its Board of Directors approved an additional share repurchase authorization of $25 million, consistent with prior authorizations.

SEGMENT REPORTING & COMMENTARY

TeleTech reports financial results for the following four business segments: Customer Management Services (CMS), Customer Growth Services (CGS), Customer Technology Services (CTS) and Customer Strategy Services (CSS).  Financial highlights for the segments are provided below.

Customer Management Services (CMS) — Customer Experience Delivery Solutions

·                  CMS third quarter 2016 revenue increased 5.2 percent to $223.7 million compared to $212.7 million in the year ago quarter. Income from operations was $12.3 million or 5.5 percent of revenue compared to $8.9 million or 4.2 percent in the prior year.

·                  Non-GAAP constant currency revenue grew 5.2 percent over the year ago period and income from operations was $13.0 million or 5.8 percent of adjusted revenue. This compares to $9.4 million or 4.4 percent of revenue in the prior year.

Customer Growth Services (CGS) — Digitally-Enabled Revenue Growth Solutions

·                  CGS third quarter 2016 revenue grew 4.3 percent to $35.3 million compared to $33.9 million in the year ago quarter. Income from operations was $0.2 million or 0.5 percent of revenue, compared to a loss of $0.3 million in the prior year.

·                  Non-GAAP constant currency revenue increased 4.2 percent over the year ago period and income from operations was $0.2 million or 0.6 percent of adjusted revenue. This compares to $2.8 million or 8.3 percent of revenue in the prior year.

Customer Technology Services (CTS) — Hosted and Managed Technology Solutions

·                  CTS third quarter 2016 revenue declined 13.2 percent to $36.6 million compared to $42.1 million in the year ago quarter. Income from operations was $3.7 million or 10.1 percent of revenue compared to $3.8 million or 9.0 percent in the prior year.

·                  Non-GAAP constant currency revenue declined 13.2 percent over the year ago period and income from operations was $4.8 million or 13.1 percent of adjusted revenue. This compares to $3.8 million or 9.0 percent of revenue in the prior year.

Customer Strategy Services (CSS) — Customer Experience Strategy and Data Analytics Solutions

·                  CSS third quarter 2016 revenue declined 15.9 percent to $17.3 million from $20.5 million in the year ago quarter. Loss from operations was $3.8 million or negative 22.2 percent of revenue compared to $3.2 million or 15.5 percent in the prior year.

·                  Non-GAAP constant currency revenue declined 15.1 percent over the year ago period and income from operations was $0.9 million or 5.3 percent of adjusted revenue. This compares to $3.3 million or 15.9 percent of revenue in the prior year.

BUSINESS OUTLOOK

We are updating our full year guidance as follows:

Revenue — We are reducing our revenue guidance to a range of $1.265 and $1.270 billion, compared to $1.285 and $1.295 billion.

Operating Income Margin — We are decreasing our operating income margin guidance to a range between 7.0 and 7.2 percent before asset impairments and restructuring charges, compared to 8.4 and 8.6 percent.

Capital Expenditures — We are maintaining our capital expenditure guidance at 4.2 percent of revenue.

“Our priorities are focused on closing the sales execution gaps underlying the adjustment to our 2016 revenue guidance and ensuring we pick up the pace on delivering higher levels of profitability,” commented Regina Paolillo, chief financial and administrative officer of TeleTech.  “While we have work to do in delivering higher revenue growth, we are clearly seeing margin expansion in our third quarter results and expect continued improvement in the fourth quarter. On a pro forma basis, we expect the full year benefit from the profit improvement initiatives in the third quarter and the sale of selected small non-strategic assets to deliver an operating margin in the 8.4 to 8.6 percent range that we guided to in the short term, albeit not for the full year ending December 31, 2016.”

SEC FILINGS

The company’s filings with the Securities and Exchange Commission are available in the “Investors” section of TeleTech’s website, which can be found at www.teletech.com.

CONFERENCE CALL

A conference call and webcast with management will be held on November 10, 2016 at 8:30 a.m. Eastern Time. You are invited to join a live webcast of the conference call by visiting the “Investors” section of the TeleTech website at www.teletech.com. If you are unable to participate during the live webcast, a replay will be available on the TeleTech website.

NON-GAAP FINANCIAL MEASURES

To supplement the Company’s consolidated financial statements presented in accordance with generally accepted accounting principles (GAAP) in the United States, the Company uses the following Non-GAAP financial measures: Free Cash Flow, Non-GAAP Revenue, Non-GAAP Income from Operations, Non-GAAP EBITDA and Non-GAAP EPS. Additionally our discussion of revenue and income from operations contain references to constant currency amounts. Constant currency measures are calculated by translating the current year reported amounts using the prior year foreign exchange rates for each underlying currency. TeleTech believes that providing these Non-GAAP financial measures provides investors with greater transparency to the information used by TeleTech’s management in its financial and operational decision making and allows investors to see TeleTech’s results “through the eyes” of management. TeleTech also believes that providing this information better enables TeleTech’s investors

to understand its operating performance and information used by management to evaluate and measure such performance. These financial measures are not intended to be used in isolation or as a substitute for the financial information prepared and presented in accordance with GAAP. A reconciliation of these Non-GAAP financial measures is available in the financial tables attached to this press release. We also encourage all investors to read TeleTech’s most recent Annual Report on Form 10-K and Quarterly Report on Form 10-Q.

ABOUT TELETECH

TeleTech (NASDAQ: TTEC) is a leading global provider of customer experience, engagement and growth solutions. Founded in 1982, the Company helps its clients acquire, retain and grow profitable customer relationships. Using customer-centric strategy, technology, processes and operations, TeleTech partners with business leadership across marketing, sales and customer care to design and deliver a simple, more human customer experience across every interaction channel. Servicing over 80 countries, TeleTech’s 43,500 employees live by a set of customer-focused values that guide relationships with clients, their customers, and each other. To learn more about how TeleTech is bringing humanity to the customer experience, visit TeleTech.com.

FORWARD-LOOKING STATEMENTS

Statements in this press release contain “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934, and the Private Securities Litigation Reform Act of 1995, relating to our operations, expected financial position, results of operation, continuation of client relationships, and other business matters that are based on our current expectations, assumptions, and projections with respect to the future, and are not a guarantee of performance. We use words such as “may,” “believe,” “plan,” “will,” “anticipate,” “estimate,” “expect,” “intend,” “project,” “would,” “could,” “target,” or similar expressions, or when we discuss our strategy, plans, goals, initiatives, or objectives, we are making forward-looking statements.

We caution you not to rely unduly on any forward-looking statements. Actual results may differ materially from what is expressed in the forward-looking statements, and you should review and consider carefully the risks, uncertainties and other factors that affect our business and may cause such differences as outlined but are not limited to factors discussed in the sections entitled “Risk Factors” included in TeleTech’s filings with the US Securities and Exchange Commission (the “SEC”), including our most recent Annual Report on Form 10-K and subsequent quarterly financial reports on Form 10-Q. TeleTech’s filings with the SEC are available in the “Investors” section of TeleTech’s website, www.teletech.com and at the SEC’s public website at www.sec.gov.  Our forward looking statements speak only as of the date of the press release and we undertake no obligation to update them, except as may be required by applicable laws.

TELETECH HOLDINGS, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share data)

(Unaudited)

TELETECH HOLDINGS, INC. AND SUBSIDIARIES

SEGMENT INFORMATION

(In thousands)

(Unaudited)

TELETECH HOLDINGS, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(In thousands)

(Unaudited)

TELETECH HOLDINGS, INC. AND SUBSIDIARIES

RECONCILIATION OF NON-GAAP FINANCIAL INFORMATION

(In thousands, except per share data)

(Unaudited)

(1) Foreign currency fluctuations are calculated on a constant currency basis by translating the current year reported amounts using the prior year foreign exchange rates for each underlying currency.

TELETECH HOLDINGS, INC. AND SUBSIDIARIES

RECONCILIATION OF NON-GAAP FINANCIAL INFORMATION

(In thousands)

(Unaudited)

THIRD QUARTER

(three months end, Sep 30, 2016)

Revenue

Operating Income

TELETECH HOLDINGS, INC. AND SUBSIDIARIES

RECONCILIATION OF NON-GAAP FINANCIAL INFORMATION

(In thousands)

(Unaudited)

YEAR-TO-DATE

(nine months ended, Sep 30, 2016)

Revenue