8-K
Thryv Holdings, Inc. (THRY)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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 25, 2021)
THRYV HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 001-35895 | 13-2740040 |
|---|---|---|
| (State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
| 2200 West Airfield Drive<br><br> <br>P.O. Box 619810<br><br> <br>DFW Airport, Texas | 75261 | |
| --- | --- | |
| (Address of Principal Executive Offices) | (Zip Code) |
(972) 453-7000
(Registrant’s telephone number, including area code)
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\):
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| --- | --- |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| --- | --- |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common Stock, $0.01 par value | THRY | Nasdaq Capital Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 2.02. | Results of Operations and Financial Condition. |
|---|
On March 25, 2021, Thryv Holdings, Inc. (the “Company”) issued a press release announcing its earnings for the fourth quarter and year ended December 31, 2020. This press release is attached as Exhibit 99.1 and is incorporated herein by reference.
| Item 7.01. | Regulation FD Disclosure. |
|---|
The Company will hold a conference call on March 25, 2021. A copy of the slide materials to be discussed at the conference call is being furnished as Exhibit 99.2, and is incorporated herein by reference and available on the Company’s website.
The information in Item 2.02 and Item 7.01 of this Current Report is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in Item 2.02 and Item 7.01 of this Current Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended.
| Item 8.01. | Other Events. |
|---|
The Company’s 2021 Annual Meeting of Shareholders (the “Annual Meeting”) will be held virtually on June 9, 2021. The record date, time and virtual location of the Annual Meeting will be set forth in the Company’s proxy statement for the Annual Meeting. Shareholders of the Company who wish to have a proposal considered for inclusion in the Company’s proxy materials for the Annual Meeting pursuant to Rule 14a-8 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), must ensure that such proposal is received by the Company’s Secretary at 2200 West Airfield Drive, P.O. Box 619810, DFW Airport, Texas, 75261, on or before the close of business on April 4, 2021. In addition, in accordance with the Company’s Second Amended and Restated Bylaws (the “Bylaws”), shareholders who wish to bring business before the Annual Meeting outside of Rule 14a-8 or to nominate a person for election to the Board at the Annual Meeting must ensure that written notice (including all information required by the Bylaws) of such proposal or nomination is received by the Secretary of the Company at the address specified above no later than the close of business on April 4, 2021. Any such proposal or notices must also comply with all rules and regulations, including those promulgated by the Securities and Exchange Commission under the Exchange Act, and the Bylaws, as applicable.
| Item 9.01. | Financial Statements and Exhibits. |
|---|
(d) Exhibits. The following exhibits are filed with this document:
| Exhibit Number | Description |
|---|---|
| 99.1 | Press release, dated March 25, 2021, issued by Thryv Holdings, Inc. |
| --- | --- |
| 99.2 | Investor Supplement. |
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.
| THRYV HOLDINGS, INC. | ||
|---|---|---|
| Date: March 25, 2021 | By: | /s/ Paul D. Rouse |
| Name: | Paul D. Rouse | |
| Title: | Chief Financial Officer, Executive Vice<br><br> <br>President and Treasurer |
Exhibit 99.1
Thryv Raises SaaS Revenue Guidance for 2021 and Reports Fourth Quarter and Fiscal Year 2020 Audited Financial Results
Company looks forward to full integration of Sensis, its recent
Australian acquisition
DALLAS, March 25, 2021– Thryv Holdings, Inc. (NASDAQ:THRY) (“Thryv” or the “Company”), the provider of Thryv^®^ software, the end-to-end client experience platform for growing small businesses, announced audited financial results for the fourth quarter and fiscal year 2020 consistent with the previously released preliminary and unaudited results. The Company has also raised its 2021 outlook for its SaaS segment.
“We’re pleased with our performance in 2020 as it confirms healthy growth and profitability, and strongly positions Thryv as a SaaS category leader,” said Joe Walsh, CEO of Thryv. “As a result, we are raising our guidance for 2021.”
“In addition, our recent acquisition of Sensis in Australia is a notable milestone in our journey to help small businesses globally to better manage and modernize their operations.”
Fourth Quarter 2020 Financial Highlights:
| ● | SaaS revenue was $34.9 million, an 8% increase year-over-year. Our guidance was $33 million |
|---|---|
| ● | Marketing Services revenue was $212.1 million. Our guidance range was $190-$200 million |
| --- | --- |
| ● | Total revenue was $246.9 million. Our guidance range was $223-$233 million |
| --- | --- |
| ● | Net income was $109.8 million |
| --- | --- |
| ● | Adjusted EBITDA was $71.6 million. Our guidance range was $58-$63 million |
| --- | --- |
Fiscal Year 2020 Financial Highlights:
| ● | SaaS revenue was $129.8 million. Our guidance was $128 million. |
|---|---|
| ● | Marketing Services revenue was $979.6 million. Our guidance range was $955-$965 million. |
| --- | --- |
| ● | Total revenue was $1,109.4 million. Our guidance range was $1,083-$1,093 million. |
| --- | --- |
| ● | Net income was $149.2 million. |
| --- | --- |
| ● | Adjusted EBITDA was $371.8 million. Our guidance range was $358-$363 million. |
| --- | --- |
Additional Business Highlights:
| ● | SaaS ARPU increased to $293 in the fourth quarter of 2020, up from $260 in the third quarter of 2020. |
|---|---|
| ● | Total SaaS clients ending the fourth quarter of 2020 was 44.0 thousand, flat when compared to the third quarter of 2020. |
| --- | --- |
| ● | SaaS monthly churn improved to 2.4% in the fourth quarter of 2020, down from 2.7% in the third quarter of 2020. |
| --- | --- |
2200 West Airfield Dr., TX 29, P.O. Box 619810, D/FW Airport, TX 75261 ⎪ thryv.com
| ● | Leverage Ratio (as defined in the Company’s credit agreement) was 1.3x in the fourth quarter of 2020 |
|---|---|
| ● | Total Debt repayment was $186.1 million for fiscal year 2020. Term loan and ABL ending balances for the fourth quarter of 2020 were $449.6 million and $79.2 million, respectively. |
| --- | --- |
Outlook:
The Company is updating guidance for fiscal year 2021 as indicated below.
| ● | SaaS revenue guidance range raised to $140 – $145 million, up from the previously announced $139 - $143 million |
|---|---|
| ● | Marketing Services revenue range maintained at $740 - $760 million |
| --- | --- |
The above guidance excludes the impact of the Sensis acquisition.
These statements are forward-looking and actual results may materially differ. Refer to the “Forward-Looking Statements” section below for information on the factors that could cause our actual results to materially differ from these forward-looking statements.
Earnings Conference Call Information
Thryv will host a conference call on Thursday, March 25, 2021 at 8:30 a.m. (Eastern Time) to discuss the Company’s fourth quarter and annual 2020 results. The conference call will be available via the Internet at www.thryv.com. There will be several slides accompanying the webcast. Please go to the website at least 15 minutes prior to the call to register, download and install any necessary software. The recorded webcast will also be available on the Company’s website.
If you are unable to participate in the conference call, a replay will be available. To access the replay, please dial (800) 585-8367 or (416) 621-4642 and enter “6411279.”
2200 West Airfield Dr., TX 29, P.O. Box 619810, D/FW Airport, TX 75261 ⎪ thryv.com
Final Audited Results
Thryv Holdings, Inc. and Subsidiaries
Condensed Consolidated Statements of Operations
(in thousands, except share and per share data)
| Three Months Ended<br><br> <br>December 31, | Years Ended<br><br> <br>December 31, | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2020 | 2019 | 2020 | 2019 | |||||||||
| Revenue | $ | 246,928 | $ | 345,130 | $ | 1,109,435 | $ | 1,421,374 | ||||
| Operating expenses: | ||||||||||||
| Cost of services (exclusive of depreciation and amortization) | 87,755 | 111,482 | 366,696 | 476,355 | ||||||||
| Sales and marketing | 61,067 | 86,097 | 263,006 | 352,740 | ||||||||
| General and administrative | 39,563 | 43,559 | 156,286 | 174,286 | ||||||||
| Depreciation and amortization | 35,640 | 50,985 | 146,523 | 206,270 | ||||||||
| Impairment charges | 5,497 | 611 | 24,911 | 5,670 | ||||||||
| Total operating expenses | 229,522 | 292,734 | 957,422 | 1,215,321 | ||||||||
| Operating income | 17,406 | 52,396 | 152,013 | 206,053 | ||||||||
| Other income (expense): | ||||||||||||
| Interest expense | (11,889 | ) | (16,183 | ) | (51,537 | ) | (68,181 | ) | ||||
| Interest expense, related party | (3,099 | ) | (5,700 | ) | (17,002 | ) | (24,770 | ) | ||||
| Other components of net periodic pension cost | (10,924 | ) | (33,364 | ) | (42,236 | ) | (53,161 | ) | ||||
| Loss on early extinguishment of debt | — | — | — | (6,375 | ) | |||||||
| (Loss) income before benefit (provision) for income taxes | (8,506 | ) | (2,851 | ) | 41,238 | 53,566 | ||||||
| Benefit (provision) for income taxes | 118,306 | 798 | 107,983 | (18,062 | ) | |||||||
| Net income (loss) | $ | 109,800 | $ | (2,053 | ) | $ | 149,221 | $ | 35,504 | |||
| Net income (loss) per common share: | ||||||||||||
| Basic | $ | 3.52 | $ | (0.06 | ) | $ | 4.73 | $ | 0.87 | |||
| Diluted | $ | 3.31 | $ | (0.06 | ) | $ | 4.42 | $ | 0.82 | |||
| Weighted-average shares used in computing basic and diluted net income (loss) per common share: | ||||||||||||
| Basic | 31,230,392 | 32,185,535 | 31,522,845 | 40,845,128 | ||||||||
| Diluted | 33,212,192 | 32,185,535 | 33,795,594 | 43,465,998 |
2200 West Airfield Dr., TX 29, P.O. Box 619810, D/FW Airport, TX 75261 ⎪ thryv.com
Thryv Holdings, Inc. and Subsidiaries
Consolidated Balance Sheets
(in thousands, except share data)
| December 31, 2019 | |||||
|---|---|---|---|---|---|
| Assets | |||||
| Current assets | |||||
| Cash and cash equivalents | 2,406 | $ | 1,912 | ||
| Accounts receivable, net of allowance of 33,030 and 26,828 | 296,570 | 369,690 | |||
| Contract assets, net of allowance of 338 and 0 | 10,975 | 11,682 | |||
| Taxes receivable | 9,229 | 37,460 | |||
| Prepaid expenses and other current assets | 26,172 | 28,036 | |||
| Indemnification asset | 24,346 | 29,789 | |||
| Total current assets | 369,698 | 478,569 | |||
| Fixed assets and capitalized software, net | 89,044 | 101,512 | |||
| Goodwill | 609,457 | 609,457 | |||
| Intangible assets, net | 31,777 | 147,480 | |||
| Deferred tax assets | 93,099 | — | |||
| Other assets | 21,902 | 51,274 | |||
| Total assets | 1,214,977 | $ | 1,388,292 | ||
| Liabilities and Stockholders’ Equity | |||||
| Current liabilities | |||||
| Accounts payable | 8,927 | $ | 16,067 | ||
| Accrued liabilities | 139,613 | 140,261 | |||
| Current portion of unrecognized tax benefits | 30,022 | 53,111 | |||
| Contract liabilities | 18,942 | 24,679 | |||
| Other current liabilities | 9,896 | 23,323 | |||
| Total current liabilities | 207,400 | 257,441 | |||
| Senior Term Loan, net of debt issuance costs of 445 and 593 | 335,683 | 420,036 | |||
| Senior Term Loan, related party | 113,482 | 189,371 | |||
| ABL Facility | 79,238 | 104,985 | |||
| Leaseback obligations | 54,798 | 55,537 | |||
| Pension obligations, net | 190,827 | 193,533 | |||
| Deferred tax liabilities | 508 | 54,738 | |||
| Other liabilities | 36,266 | 85,391 | |||
| Total long-term liabilities | 810,802 | 1,103,591 | |||
| Commitments and contingencies | |||||
| Stockholders’ equity | |||||
| Common stock - 0.01 par value, 250,000,000 shares authorized; 59,590,422, shares issued and 32,912,012 shares outstanding as of December 31, 2020; and 57,443,282 shares issued and<br> 33,490,526 shares outstanding as of December 31, 2019 | 596 | 574 | |||
| Additional paid-in capital | 1,059,624 | 1,008,701 | |||
| Treasury stock - 26,678,410 shares as of December 31, 2020 and 23,952,756 shares as of December 31, 2019 | (468,613 | ) | (437,962 | ) | |
| Accumulated deficit | (394,832 | ) | (544,053 | ) | |
| Total stockholders’ equity | 196,775 | 27,260 | |||
| Total liabilities and stockholders’ equity | 1,214,977 | $ | 1,388,292 |
All values are in US Dollars.
2200 West Airfield Dr., TX 29, P.O. Box 619810, D/FW Airport, TX 75261 ⎪ thryv.com
Thryv Holdings, Inc. and Subsidiaries
Consolidated Statements of Cash Flows
(in thousands)
| Years Ended December 31, | ||||||
|---|---|---|---|---|---|---|
| 2020 | 2019 | |||||
| Cash Flows from Operating Activities | ||||||
| Net income | $ | 149,221 | $ | 35,504 | ||
| Adjustments to reconcile net income to net cash provided by operating activities: | ||||||
| Depreciation and amortization | 146,523 | 206,270 | ||||
| Amortization of debt issuance costs | 1,068 | 1,123 | ||||
| Deferred income taxes | (147,329 | ) | (25,118 | ) | ||
| Provision for credit losses | 32,077 | 30,092 | ||||
| Provision for service credits | 32,550 | 25,467 | ||||
| Stock-based compensation (benefit) expense | (2,895 | ) | 14,119 | |||
| Other components of net periodic pension cost | 42,236 | 53,161 | ||||
| Loss on early extinguishment of debt | — | 6,375 | ||||
| Loss on disposal/write-off of fixed assets and capitalized software | 3,544 | 5,942 | ||||
| Impairment charges | 24,911 | 5,670 | ||||
| Non-cash loss (gain) from remeasurement of indemnification asset | 5,443 | 4,093 | ||||
| Changes in working capital items, excluding acquisitions: | ||||||
| Accounts receivable | 41,382 | 16,457 | ||||
| Contract assets | 369 | 1,515 | ||||
| Prepaid and other assets | 472 | 5,676 | ||||
| Accounts payable and accrued liabilities | (100,708 | ) | (69,244 | ) | ||
| Accrued income taxes, net | 14,547 | 4,376 | ||||
| Operating lease liability | (4,006 | ) | (10,587 | ) | ||
| Contract liabilities | (5,737 | ) | (6,391 | ) | ||
| Settlement of stock option liability | (896 | ) | (33,901 | ) | ||
| Net cash provided by operating activities | 232,772 | 270,599 | ||||
| Cash Flows from Investing Activities | ||||||
| Additions to fixed assets and capitalized software | (27,757 | ) | (26,065 | ) | ||
| Proceeds from the sale of building and fixed assets | 1,546 | 847 | ||||
| Acquisition of a business, net of cash acquired | — | (147 | ) | |||
| Net cash (used in) investing activities | (26,211 | ) | (25,365 | ) | ||
| Cash Flows from Financing Activities | ||||||
| Payments of Senior Term Loan | (113,747 | ) | (148,256 | ) | ||
| Payments of Senior Term Loan, related party | (46,643 | ) | (66,744 | ) | ||
| Proceeds from Senior Term Loan, net | — | 193,625 | ||||
| Proceeds from Senior Term Loan, related party | — | 225,000 | ||||
| Payments of Original Term Facility, upon extinguishment | — | — | ||||
| Payments of Original Term Facility, upon extinguishment, related party | — | — | ||||
| Payments of Original Term Facility, prior to extinguishment | — | — | ||||
| Payments of Original Term Facility, prior to extinguishment, related party | — | — | ||||
| Proceeds from ABL Facility | 1,143,700 | 1,142,717 | ||||
| Payments of ABL Facility | (1,169,446 | ) | (1,184,310 | ) | ||
| Purchase of treasury stock | (30,626 | ) | (437,962 | ) | ||
| Other | 10,695 | (1,561 | ) | |||
| Net cash (used in) financing activities | (206,067 | ) | (277,491 | ) | ||
| Increase (decrease) in cash and cash equivalents | 494 | (32,257 | ) | |||
| Cash and cash equivalents, beginning of period | 1,912 | 34,169 | ||||
| Cash and cash equivalents, end of period | $ | 2,406 | $ | 1,912 | ||
| Supplemental Information | ||||||
| Cash paid for interest | $ | 72,931 | $ | 81,543 | ||
| Cash paid for income taxes, net | $ | 24,799 | $ | 38,091 |
2200 West Airfield Dr., TX 29, P.O. Box 619810, D/FW Airport, TX 75261 ⎪ thryv.com
Non-GAAP Measures
Our audited results included in this press release include Adjusted EBITDA, which is not presented in accordance with U.S. generally accepted accounting principles (“GAAP”). This non-GAAP measure is presented for supplemental informational purposes only and is not intended to be considered in isolation or as a substitute for, or superior to, financial information prepared and presented in accordance with GAAP. Please refer to the supplemental information presented in the table below for a reconciliation of Adjusted EBITDA to net income, the most comparable GAAP financial measure.
We believe that this non-GAAP financial measure provide useful information about our financial performance, enhances the overall understanding of our past performance and future prospects and allows for greater transparency with respect to important metrics used by our management for financial and operational decision-making. We believe that this measure provides an additional tool for investors to use in comparing our core financial performance over multiple periods with other companies in our industry. However, it is important to note that the particular items we exclude from, or include in, our non-GAAP financial measures may differ from the items excluded from, or included in, similar non-GAAP financial measures used by other companies in the same industry.
2200 West Airfield Dr., TX 29, P.O. Box 619810, D/FW Airport, TX 75261 ⎪ thryv.com
The following is a reconciliation of Adjusted EBITDA to its most directly comparable GAAP measure, net income (in thousands):
| Three Months Ended December 31, | Year Ended December 31, | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2020 | 2019 | 2020 | 2019 | |||||||||
| Reconciliation of Adjusted EBITDA | ||||||||||||
| Net income (loss) | $ | 109,800 | $ | (2,053 | ) | $ | 149,221 | $ | 35,504 | |||
| Interest expense | 14,988 | 21,883 | 68,539 | 92,951 | ||||||||
| (Benefit) provision for income taxes ^(1)^ | (118,306 | ) | (798 | ) | (107,983 | ) | 18,062 | |||||
| Depreciation and amortization expense | 35,640 | 50,985 | 146,523 | 206,270 | ||||||||
| Loss on early extinguishment of debt | — | — | — | 6,375 | ||||||||
| Restructuring and integration expenses ^(2)^ | 4,557 | 9,098 | 28,459 | 40,290 | ||||||||
| Transaction costs ^(3)^ | 6,320 | 5,938 | 20,999 | 6,081 | ||||||||
| Stock-based compensation expense (benefit) ^(4)^ | 1,300 | 4,583 | (2,895 | ) | 14,119 | |||||||
| Other components of net periodic pension cost ^(5)^ | 10,924 | 33,364 | 42,236 | 53,161 | ||||||||
| Non-cash loss (gain) from remeasurement of indemnification asset ^(6)^ | 1,565 | (553 | ) | 5,443 | 4,093 | |||||||
| Impairment charges ^(7)^ | 5,497 | 611 | 24,911 | 5,670 | ||||||||
| Other ^(8)^ | (654 | ) | (553 | ) | (3,614 | ) | (943 | ) | ||||
| Adjusted EBITDA | $ | 71,631 | $ | 122,505 | $ | 371,839 | $ | 481,633 | ||||
| ^(1)^ | Income tax benefit of $118.3 million and $108.0 million recorded during the three months and year ended December 31, 2020, respectively, is primarily attributable to a partial release of the Company’s valuation allowance on the basis of<br> management’s reassessment of the amount of its deferred tax assets that are more likely than not to be realized. | |||||||||||
| --- | --- | |||||||||||
| ^(2)^ | For the three months and year ended December 31, 2020, expenses relate to periodic efforts to enhance efficiencies and reduce costs, and include severance benefits, loss on disposal of fixed assets and capitalized software, and costs<br> associated with abandoned facilities and system consolidation. A portion of the severance benefits, amounting to $5.0 million, resulted from COVID-19. For the three months and year ended December 31, 2019, restructuring and integration<br> charges include severance benefits, facility exit costs, system consolidation and integration costs, and professional consulting and advisory services costs related to the YP Acquisition. | |||||||||||
| --- | --- | |||||||||||
| ^(3)^ | Expenses related to the Company’s direct listing and other transaction costs. | |||||||||||
| --- | --- | |||||||||||
| ^(4)^ | The Company records stock-based compensation expense related to the amortization of grant date fair value of the Company’s stock-based compensation awards. Prior to October 1, 2020, stock-based compensation expense includes the<br> remeasurement of these awards at each period end. | |||||||||||
| --- | --- |
2200 West Airfield Dr., TX 29, P.O. Box 619810, D/FW Airport, TX 75261 ⎪ thryv.com
| ^(5)^ | Other components of net periodic pension cost are from our non-contributory defined benefit pension plans that are currently frozen and incur no additional service costs. The most significant component of other components of net periodic<br> pension cost relates to the mark to market pension remeasurement. |
|---|---|
| ^(6)^ | In connection with the YP Acquisition, the seller provided the Company indemnity for future potential losses associated with certain federal and state tax positions taken in tax returns filed by the seller prior to the acquisition date.<br> The indemnity covers potential losses in excess of $8.0 million and is capped at an amount equal to the lesser of the uncertain tax position liability or the current fair value of the 1,804,715 shares of the Company’s common stock issued to<br> the seller as part of the purchase consideration. |
| --- | --- |
| ^(7)^ | Impairment charges of $5.5 million and $24.9 million recorded during the three months and year ended December 31, 2020, respectively, are primarily due to the Company closing certain office buildings as part of becoming a “Remote First”<br> company and consolidating operations at certain locations. Impairment charges of $0.6 million and $5.7 million recorded during the three months and year ended December 31, 2019, respectively, are due to consolidating operations at certain<br> locations and are included in Restructuring and integration charges in the consolidated statements of operations. |
| --- | --- |
| ^(8)^ | Other primarily includes expenses related to potential non-income based tax liabilities. |
| --- | --- |
Forward-Looking Statements
Some statements included in this release constitute forward-looking statements. Statements that include the words “may”, “will”, “could”, “should”, “would”, “believe”, “anticipate”, “forecast”, “estimate”, “expect”, “preliminary”, “intend”, “plan”, “project”, “outlook”, “future”, “forward”, “guidance” and similar statements of a future or forward-looking nature identify forward-looking statements. These statements are not guarantees of future performance. Forward-looking statements provide current expectations with respect to our financial performance and future events with respect to our business and industry in general. Forward-looking statements are based on certain assumptions and include any statement that does not directly relate to any historical or current fact. Accordingly, there are or will be important factors that could cause our actual results to differ materially from those indicated in these statements. We believe that these factors include, but are not limited to, the risks related to the following: risks related to the ongoing COVID-19 pandemic, the Company’s ability to maintain adequate liquidity to fund operations; the Company’s future operating and financial performance; the Company’s ability to consummate acquisitions, or, if consummated, to successfully integrate acquired businesses into the Company’s operations, the Company’s ability to recognize the benefits of acquisitions, or the failure of an acquired company to achieve its plans and objectives; limitations on our operating and strategic flexibility and the ability to operate our business, finance our capital needs or expand business strategies under the terms of our credit facilities; our ability to retain existing business and obtain and retain new business; general economic or business conditions affecting the markets we serve; declining use of print yellow page directories by consumers; our ability to collect trade receivables from clients to whom we extend credit; credit risk associated with our reliance on small and medium sized businesses as clients; our ability to attract and retain key managers; increased competition in our markets; our ability to obtain future financing due to changes in the lending markets or our financial position; our ability to maintain agreements with major Internet search and local media companies; reduced advertising spending and increased contract cancellations by our clients, which causes reduced revenue; and our ability to anticipate or respond effectively to changes in technology and consumer preferences. All subsequent written and oral forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by such cautionary statements.
2200 West Airfield Dr., TX 29, P.O. Box 619810, D/FW Airport, TX 75261 ⎪ thryv.com
If one or more events related to these or other risks or uncertainties materialize, or if our underlying assumptions prove to be incorrect, actual results may differ materially from what we anticipate. For these reasons, we caution you against relying on forward-looking statements. All forward-looking statements included in this press release are expressly qualified in their entirety by the foregoing cautionary statements. These forward-looking statements speak only as of the date hereof and, other than as required by law, we undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
About Thryv Holdings, Inc.
Thryv Holdings, Inc. owns the easy-to-use Thryv® end-to-end customer experience software built for growing small to medium sized businesses (SMBs) that helps over 40,000 SaaS clients with the daily demands of running a business. With Thryv®, SMBs can get the job, manage the job and get credit. Thryv’s award-winning platform provides modernized business functions, allowing SMBs to reach more customers, stay organized, get paid faster and generate reviews. These functions include building a digital customer database, automated marketing through email and text, updating business listings across the internet, scheduling online appointments, sending notifications and reminders, managing ratings and reviews, generating estimates and invoices, and processing payments.
Thryv supports franchise operators and multi-location business owners with Hub by Thryv™, a software console that enables businesses managers to oversee their operations using the Thryv® software.
Thryv also connects local businesses to consumer services through our search, display and social media management products, our print directories featuring The Real Yellow Pages® tagline, and our local search portals, which operate under the DexKnows.com®, Superpages.com® and Yellowpages.com URLs and reach some 35 million monthly visitors. For more information about the company, visit thryv.com.
Thryv delivers business services to more than 400,000 SMBs worldwide that enable these SMBs to compete and win in today’s economy.
On March 1, 2021, Thryv announced it closed the acquisition of Sensis, Australia’s leading digital, marketing and directory services provider, which helps Australians connect and engage through its leading platforms, digital consumer businesses (Yellow, White Pages, True Local and Whereis), search engine marketing and optimization services, website products, social, data and mapping solutions, and through its digital agency Found. Sensis is also Australia’s largest print directory publisher including the Yellow and White Pages.
Headquartered in Melbourne, Sensis has a sales presence in all states and territories across Australia.
2200 West Airfield Dr., TX 29, P.O. Box 619810, D/FW Airport, TX 75261 ⎪ thryv.com
Media Contact:
Paige Blankenship
Thryv, Inc.
972.453.3012
paige.blankenship@thryv.com
Will Clarke
Sensis
+61 (0) 488 345 464
Will.clarke@sensis.com.au
Investor Contacts:
Cameron Lessard
Thryv, Inc.
214.773.7022
cameron.lessard@thryv.com
KJ Christopher
Thryv, Inc.
972.453.7068
kj.christopher@thryv.com
2200 West Airfield Dr., TX 29, P.O. Box 619810, D/FW Airport, TX 75261 ⎪ thryv.com
Exhibit 99.2
Investor SupplementFourth Quarter 2020
Safe Harbor This Presentation may include certain forward-looking statements, including, without limitation, statements concerning the conditions of our industry and our operations, performance, and financial condition, including, in particular, statements relating to our business, growth strategies, product development efforts, and future expenses. Forward-looking statements can be identified by words such as ‘‘anticipates,’’ ‘‘intends,’’ ‘‘plans,’’ ‘‘seeks,’’ ‘‘believes,’’ ‘‘estimates,’’ ‘‘expects,’’ and similar references to future periods, or by the inclusion of forecasts or projections. Forward-looking statements are based on our current expectations and assumptions regarding our business, the economy, and other future conditions. Because forward-looking statements relate to the future, by their nature, they are subject to inherent uncertainties and risks (some of which are beyond our control) and changes in circumstances or other assumptions that may cause actual results or performance to be materially different from those expressed or implied by these forward-looking statements. As a result, our actual results may differ materially from those contemplated by the forward-looking statements. Except as required by law, we are under no obligation to, and expressly disclaim any obligation to, update or alter any forward-looking statements whether as a result of any such changes, new information, subsequent events or otherwise.Market data and industry information used throughout this Presentation are based on management’s knowledge of the industry and the good faith estimates of management. We also relied, to the extent available, upon management’s review of independent industry surveys and publications and other publicly available information prepared by a number of third party sources. All of the market data and industry information used in this Presentation involves a number of assumptions and limitations, and you are cautioned not to give undue weight to such estimates. Although we believe that these sources are reliable, we cannot guarantee the accuracy or completeness of this information, and we have not independently verified this information. While we believe the estimated market position, market opportunity and market size information included in this presentation are generally reliable, such information, which is derived in part from management’s estimates and beliefs, is inherently uncertain and imprecise. Projections, assumptions and estimates of our future performance and the future performance of the industry in which we operate are necessarily subject to a high degree of uncertainty and risk due to a variety of factors. These factors could cause results to differ materially from those expressed in our estimates and beliefs and in the estimates prepared by independent parties. You should not construe the contents of this Presentation as legal, tax, accounting or investment advice or a recommendation to take (or refrain from taking) any particular action. You should consult your own counsel and tax and financial advisors as to legal and related matters concerning the matters described herein.In addition to financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”), this press release and the accompanying tables contain, and the conference call will contain, non-GAAP financial measures. We present non-GAAP measures including: adjusted EBITDA, and adjusted EBITDA margin. The non-GAAP financial information is presented for supplemental informational purposes only and is not intended to be considered in isolation or as a substitute for, or superior to, financial information prepared and presented in accordance with GAAP. Please refer to the supplemental information presented in the tables for reconciliations of the non-GAAP financial measures used in this press release to the most comparable GAAP financial measures.We believe that these non-GAAP financial measures provide useful information about our financial performance, enhance the overall understanding of our past performance and future prospects and allow for greater transparency with respect to important metrics used by our management for financial and operational decision-making. We believe that these measures provide an additional tool for investors to use in comparing our core financial performance over multiple periods with other companies in our industry. However, it is important to note that the particular items we exclude from, or include in, our non-GAAP financial measures may differ from the items excluded from, or included in, similar non-GAAP financial measures used by other companies in the same industry.Financial results are presented herein were prepared in accordance with ASC 606 “Revenue Recognition” and ASC 842 “Leases” 2
Fourth Quarter Highlights 3 SaaSRevenue of $34.9M, up 8% YoYBillings of $38.8M, up 13% YoYARPU increased to $293, compared to $260 in Q3 2020Churn improved to 2.4%, compared to 2.7% in Q3 2020Ending Clients 44k, flat when compared to Q3 f Marketing ServicesRevenue of $212.1M, down 32% YoYBillings of $232.5M, down 21% YoY33% EBITDA Margin Debt RepaymentDebt Repayment of $57.4MLeverage Ratio was 1.3x (fifth consecutive quarter under 1.5x)
4th Quarter & FY 2020 Revenue Highlights 4 Key Highlights:Q4 SaaS revenue increased +8% YoY and returned to annual growth as revenue and client mix improved following strategic shift to focus up-marketAs expected, FY 2020 Marketing Services revenue declined 24% influenced by print publication timing differences throughout the year
Historical Segment Financials 5 Key Highlights:SaaS revenue accelerated to end FY 2020 as demand for cloud-based software increased.SaaS revenue increased sequentially and YoY in Q4 2020.Marketing Services decline rate less in 1H 2020 than 2H 2020 due to print publication timing. Despite lumpiness, annual revenue decline and high EBITDA margins consistent with prior years.
SaaS 2020 Quarterly Financial Highlights 6 SaaS business accelerating due to SMB industry tailwinds and product innovation. Business has returned to growth trajectory with renewed focus on our core target market Positive momentum will carry into 2021 and beyond. SaaS business benefitting from scaling of operations with healthy EBITDA margins.
Marketing Services 2020 Quarterly Financial Highlights 7 Gradual structural change in market driving predictable declines Current industry has significant runway left with sales canvass process allowing for strong visibility into future revenuesPrint remains strong within target demo (55+, suburban, homeowners)3.8 billion references representing over 90% of industry totalHighly variable cost structure to maintain strong EBITDA margins for many years Source of low CAC for conversion into Thryv SaaS platform
Historical Segment Billings 8 Marketing Services billings rate of decline has stayed very consistent over time and has shown improvementPrint directories are published on a 15-month cycle and billed ratably ensuring a predictable stream of cash inflowManagement considers billings a useful operational metric for the business
SaaS Metrics 9
Engagement 10 +47% YoY
Enhanced CRM – Announced March 2021 11 Enables more robust customizable 1-to-many relationships Thryv now enables SMBs to track, and manage their day-to-day work.
12 Expands Thryv InternationallyProvides access to market of +100k SMBs in AustraliaLess highly-penetrated market than U.S. Simple IntegrationSensis well-run asset with +40% EBITDA marginsEnglish-speaking countrySubstantially similar to Thryv’s Marketing Services business AccretiveFavorable purchase price of <2x FY2020 EBITDA (audited) SynergiesInitial cost savings of AU$10 millionSignificant revenue synergy opportunity from SaaS cross-sell Acquisition of Sensis HoldingsClosed March 1, 2021
ThryvPay Update 13 ThryvPay shows strength in use and adoption since Q4 2020 launch$8M TPV1,300 merchant sign-ups Requesting payments with Thryv digital invoices has greatly reduced friction and helps clients get paid faster Minimizes late or missed payments thru scheduled pay, installment, and membership plans Avg Transaction Size ~$400
FY 2021 Outlook 14 FY 2021 Management Commentary SaaS Revenue $140 to $145 million Raised from $139 to $143 millionLow double-digit growth in 1H 2021 Marketing Services Revenue $740M to $760 million Maintaining guidance due to visibility in sales canvass process Q1: $214 to $217 millionQ2: $192 to $197 millionQ3: $192 to $197 millionQ4: $142 to $149 million Note: Guidance does not include impact from Sensis acquisition
15 EngagementContinue to educate clients on features and how to leverage capabilities within platformExpand app marketplace and drive time in-app Drive Cloud Adoption In SMB MarketAggressively sell Thryv via new channels as business environment recoversConvert “unclouded”Efficiently effectively onboard clients Sensis Integration & SaaS LaunchConnect the two businessesPenetrate existing Sensis clientsSign new clients De-leverCapital allocation priorities focus on paying down debtManage to high EBITDA margins and continue to de-lever Top Priorities for FY 2021
16 Appendix
Appendix: Non-GAAP Financial Reconciliation 17