SCHEDULE: TTEC Holdings Controlling Shareholder Withdraws Buyout Proposal

Kenneth D. Tuchman, TTEC Holdings' largest shareholder, has withdrawn his non-binding proposal to acquire the remaining outstanding shares for $6.85 per share, citing current market conditions.

Summary

• Kenneth D. Tuchman and his affiliated entities (KDT Stock Revocable Trust, KDT Family, LLLP, and Mantucket Capital Management Corporation) collectively beneficially own 27,853,207 shares of TTEC Holdings, Inc. Common Stock.
• This represents 58.2% of the 47,833,188 shares outstanding as of May 1, 2025.
• Mr. Tuchman withdrew his non-binding proposal, initially submitted on September 27, 2024, to acquire all outstanding shares not already owned by the Reporting Persons for $6.85 per share in cash.
• The withdrawal was effective July 31, 2025, and was attributed to "current market conditions."
• No transactions in TTEC Common Stock were effected by the Reporting Persons in the last sixty days.
• Mr. Tuchman remains TTEC's largest shareholder and expressed continued commitment to the Company's future success and strategy.

Sentiment

Score: 3

Explanation: The withdrawal of a significant shareholder's buyout offer, especially one that would have provided a premium to minority shareholders, is generally a negative development. While the shareholder expresses continued commitment, the removal of a potential liquidity event and the reason cited ('current market conditions') suggest a less favorable near-term outlook for the stock's valuation.

Positives

• Kenneth D. Tuchman, the largest shareholder, remains committed to TTEC's future success and strategy.
• Mr. Tuchman expressed optimism about TTEC's future.

Negatives

• The non-binding proposal to acquire outstanding shares at $6.85 per share has been withdrawn, removing a potential near-term liquidity event and premium for minority shareholders.
• The withdrawal was attributed to "current market conditions," which could imply unfavorable market sentiment or financial conditions impacting the feasibility of the transaction.

Risks

• Unfavorable "current market conditions" could continue to impact the company's valuation and strategic options.
• The uncertainty regarding the Reporting Persons' future actions with respect to their investment in the Company.

Future Outlook

The Reporting Persons will continue to review their investment in TTEC Holdings, Inc. on an ongoing basis and may take or propose future actions regarding their investment as deemed appropriate. Kenneth D. Tuchman remains optimistic about the Company's future and looks forward to working with the Board and management to execute strategic priorities.

Management Comments

• "I have determined not to move forward with the Proposed Transaction given the current market conditions and, as a result, I am withdrawing the Proposal."
• "While I am not proceeding with the Proposed Transaction at this time, I remain TTEC's largest shareholder and am fully committed to the Company's future success and its strategy going forward."
• "I remain optimistic about TTEC's future. I look forward to working with each of you to execute on our strategic priorities with the goal of delivering the best results we can for TTEC and its shareholders."

Industry Context

The withdrawal of a significant shareholder's buyout proposal due to "current market conditions" could reflect broader economic uncertainties, rising interest rates, or sector-specific headwinds impacting valuations in the business process outsourcing (BPO) or customer experience (CX) industry, where TTEC operates. This trend might indicate a more cautious M&A environment.

Stakeholder Impact

• Shareholders: Minority shareholders lose the potential for a cash buyout at $6.85 per share, which could lead to a decline in share price if the market had priced in the possibility of the deal. The controlling shareholder's continued commitment might offer some stability.
• Management/Employees: The withdrawal removes the immediate pressure of a potential change of control, allowing management to focus on existing strategic priorities.

Next Steps

• Reporting Persons will continue to review their investment in TTEC Holdings, Inc. on a continuing basis.
• Reporting Persons may in the future take or propose to take actions with respect to their investment in the Company as they deem appropriate.
• Kenneth D. Tuchman intends to work with the Board of Directors to execute on strategic priorities.

Key Dates

Recommendation

The withdrawal of the buyout offer at $6.85 per share removes a significant upside catalyst for the stock, likely leading to downward pressure on the share price. However, the controlling shareholder's continued commitment and optimism for the company's future suggest that the underlying business strategy remains intact. Given the uncertainty introduced by the withdrawn offer and the "current market conditions" cited, a "hold" recommendation is appropriate as investors assess the company's performance without the prospect of a near-term buyout.

Keywords

TTEC Holdings, Kenneth D. Tuchman, Schedule 13D, Shareholder Proposal, Buyout Withdrawal, Beneficial Ownership, Corporate Governance, Market Conditions, TTEC