THRY 8-K
Thryv Holdings, Inc. (THRY)
8-K
2022-05-04
For: 2022-05-04
View Original
Added on
April 07, 2026
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): May 4, 2022
(Exact name of registrant as specified in its charter)
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||
| (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):
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||||||||
The | ||||||||||||||
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 May 4, 2022, Thryv Holdings, Inc. (the “Company”) issued a press release announcing its earnings for the three months ended March 31, 2022. 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 May 4, 2022. A copy of the investor presentation 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 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit Number | Description | ||||
| 99.1 | |||||
| 99.2 | |||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | ||||
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: May 4, 2022 | By: | /s/ Paul D. Rouse | |||||||||
| Name: Paul D. Rouse | |||||||||||
| Title: Chief Financial Officer, Executive Vice President and Treasurer | |||||||||||
 | Exhibit 99.1 | |||||||
Thryv Grows SaaS Revenue 29% Year-Over-Year for First Quarter 2022
Raises Revenue Guidance for Full Year 2022
DALLAS, May 4, 2022 – Thryv Holdings, Inc. (NASDAQ:THRY) (“Thryv” or the “Company”), the small business platform for growing small and medium sized businesses (“SMBs”), announced that it grew SaaS revenue 29% year-over-year in Q1 of 2022 and is raising revenue guidance for full year 2022.
“We are pleased to report a strong first quarter,” said Joe Walsh, Chairman and CEO. “We saw an increase in revenue overall and outstanding growth in our SaaS revenue, ahead of our SaaS revenue guidance targets. In addition, we continue to drive new subscribers and expect double-digit subscriber growth in 2022. These results demonstrate that SMBs are starting the move to the cloud and modernize the way they run their businesses.”
“We are seeing this shift in the U.S. and also in our international operations, including our recent expansion to Canada. In support of our international expansion, we recently announced the hiring of Marie Caron as our President - International Markets. Marie's experience and her leadership will be critical in fueling our international expansion.”
“We also recently held a successful investor and analyst day in New York City, where we shared a longer term vision for Thryv, targeting $1 billion in SaaS revenue by 2027 and our plan for achieving that goal,” said Walsh. “We view the next ten years as the decade of cloud adoption by SMBs and we are well positioned to lead the category.”
First Quarter 2022 Financial Highlights:
Revenue
•Total SaaS1 revenue was $48.2 million, a 29.3% increase year-over-year
•Total Marketing Services revenue was $260.2 million, a 6.9% increase year-over-year
•Consolidated total revenue was $308.4 million, an increase of 9.9% year-over-year
Profitability
•Consolidated net income was $33.5 million
•Consolidated Adjusted EBITDA2 was $83.7 million, representing an Adjusted EBITDA margin of 27.1%
•Total SaaS3 Adjusted EBITDA loss was $6.8 million
1 Total SaaS revenue in the U.S. and International was $47.3 million and $0.8 million for the three months ended March 31, 2022, respectively.
2Adjusted EBITDA and Adjusted EBITDA margin are non-GAAP financial measures. See “Non-GAAP Measures” below for additional information.
3 Total SaaS Adjusted EBITDA loss in the U.S. and International was $4.4 million and $2.4 million for the three months ended March 31, 2022, respectively. Total SaaS Adjusted EBITDA loss is a non-GAAP financial measure. See “Supplemental Financial Information” below for more information.
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•Total Marketing Services4 Adjusted EBITDA was $90.5 million, representing an Adjusted EBITDA margin of 34.8%
•Consolidated Gross Profit was $197.9 million, an increase of 8.4% year-over-year
•Consolidated Adjusted Gross Profit5 was $207.7 million
•SaaS Adjusted Gross Profit6 was $30.4 million, representing an Adjusted Gross Profit Margin of 64.2%
SaaS Metrics
•SaaS monthly Average Revenue per Unit (“ARPU”)7 increased to $352 for the first quarter of 2022, compared to $304 in the first quarter of 2021
•Total SaaS clients increased by 3 thousand to 47 thousand for the first quarter of 2022
•Seasoned Net Dollar Retention8 was 93% at end of the first quarter of 2022
•SaaS monthly active users9 increased 16% year-over-year to 36 thousand active users. Daily and weekly users increased 21% year-over-year.
Outlook
Based on information available as of May 4, 2022, Thryv is raising guidance10 for the second quarter of 2022 and full year 2022 as indicated below:
For the second quarter of 2022, the Company expects:
•Total SaaS revenue in a range of $50.5 to $51.0 million
•Total SaaS Adjusted EBITDA loss11 in a range of $6.0 to $6.5 million
•Total Marketing Services revenue in a range of $255 to $260 million
For the full year 2022, the Company currently expects:
•Total SaaS revenue in a range of $208 to $209 million
•Total SaaS Adjusted EBITDA loss11 in a range of $21 to $25 million
•Total Marketing Services revenue in a range of $905 to $920 million
•Total Marketing Services Adjusted EBITDA12 in a range of $315 to $320 million
4 Total Marketing Services Adjusted EBITDA in the U.S. and International was $66.4 million and $24.1 million for the three months ended March 31, 2022, respectively. Total Marketing Services Adjusted EBITDA and Adjusted EBITDA margin are non-GAAP financial measures. See “Supplemental Financial Information” below for more information.
5 Adjusted Gross Profit is a non-GAAP financial measure. See “Non-GAAP Measures" below for additional information.
6 SaaS Adjusted Gross Profit and Adjusted Gross Profit margin are non-GAAP financial measures. See “Supplemental Financial Information” below for more information.
7 Defined as total client billings by month divided by the number of revenue-generating units during the month.
8 Seasoned Net Dollar Retention is defined as net dollar retention excluding clients acquired over the previous 12 months.
9 Defined as a client with one or more users who log into our SaaS solutions at least once during the calendar month.
10 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.
11 A reconciliation of Total SaaS Adjusted EBITDA loss, a non-GAAP financial measure, to a corresponding GAAP measure is not available on a forward-looking basis without unreasonable efforts due to the unavailability of reconciling information, including income tax expense and net periodic pension cost.
12 A reconciliation of Total Marketing Services Adjusted EBITDA, a non-GAAP financial measure, to a corresponding GAAP measure is not available on a forward-looking basis without unreasonable efforts due to the unavailability of reconciling information, including income tax expense and net periodic pension cost.
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Earnings Conference Call Information
Thryv will host a conference call on Wednesday, May 4, 2022 at 4:30 p.m. (Eastern Time) to discuss the Company's first quarter results.
To register for this conference call, please use this link or visit Thryv's Investor Relations website at investor.thryv.com. After registering, a confirmation email will be sent, including dial-in details and a unique code for entry. We recommend registering a day in advance or at a minimum thirty minutes prior to the start of the call. A live webcast will also be available on the Investor Relations section of the Company's website at investor.thryv.com.
If you are unable to participate in the conference call, a replay will be available. To access the replay, please dial (800) 770-2030 or (647) 362-9199 and enter “87769.”
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Final Results
Thryv Holdings, Inc. and Subsidiaries
Consolidated Statements of Operations and Comprehensive Income
| Three Months Ended March 31, | ||||||||||||||
(in thousands, except share and per share data) | 2022 | 2021 | ||||||||||||
| Revenue | $ | 308,375 | $ | 280,606 | ||||||||||
| Cost of services | 110,519 | 98,160 | ||||||||||||
| Gross profit | 197,856 | 182,446 | ||||||||||||
| Operating expenses: | ||||||||||||||
| Sales and marketing | 93,955 | 76,540 | ||||||||||||
| General and administrative | 52,194 | 41,279 | ||||||||||||
| Total operating expenses | 146,149 | 117,819 | ||||||||||||
| Operating income | 51,707 | 64,627 | ||||||||||||
| Other income (expense): | ||||||||||||||
| Interest expense | (13,108) | (11,607) | ||||||||||||
| Interest expense, related party | (1,759) | (4,065) | ||||||||||||
| Other components of net periodic pension benefit (cost) | 70 | 453 | ||||||||||||
| Other income (expense) | 6,222 | (1,093) | ||||||||||||
| Income before income tax | 43,132 | 48,315 | ||||||||||||
| Income tax expense | (9,621) | (11,809) | ||||||||||||
| Net income | $ | 33,511 | $ | 36,506 | ||||||||||
| Other comprehensive income (loss): | ||||||||||||||
| Foreign currency translation adjustment | 5,448 | (2,967) | ||||||||||||
| Comprehensive income | $ | 38,959 | $ | 33,539 | ||||||||||
| Net income per common share: | ||||||||||||||
| Basic | $ | 0.98 | $ | 1.10 | ||||||||||
| Diluted | $ | 0.88 | $ | 1.07 | ||||||||||
| Weighted-average shares used in computing basic and diluted net income per common share: | ||||||||||||||
| Basic | 34,159,979 | 33,108,422 | ||||||||||||
| Diluted | 37,957,685 | 34,013,480 | ||||||||||||
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Thryv Holdings, Inc. and Subsidiaries
Consolidated Balance Sheets
| (in thousands, except share data) | March 31, 2022 | December 31, 2021 | |||||||||
| Assets | (unaudited) | ||||||||||
| Current assets | |||||||||||
| Cash and cash equivalents | $ | 21,446 | $ | 11,262 | |||||||
Accounts receivable, net of allowance of $17,702 in 2022 and $17,387 in 2021 | 305,729 | 279,053 | |||||||||
Contract assets, net of allowance of $59 in 2022 and $88 in 2021 | 4,062 | 5,259 | |||||||||
| Taxes receivable | 15,248 | 14,711 | |||||||||
| Prepaid expenses | 43,112 | 22,418 | |||||||||
| Indemnification asset | 24,746 | 24,346 | |||||||||
| Other current assets | 14,572 | 13,596 | |||||||||
| Total current assets | 428,915 | 370,645 | |||||||||
| Fixed assets and capitalized software, net | 49,965 | 50,938 | |||||||||
| Goodwill | 673,713 | 671,886 | |||||||||
| Intangible assets, net | 77,457 | 82,577 | |||||||||
| Deferred tax assets | 108,912 | 90,565 | |||||||||
| Other assets | 30,753 | 33,891 | |||||||||
| Total assets | $ | 1,369,715 | $ | 1,300,502 | |||||||
| Liabilities and Stockholders' Equity | |||||||||||
| Current liabilities | |||||||||||
| Accounts payable | $ | 16,433 | $ | 8,610 | |||||||
| Accrued liabilities | 146,350 | 131,813 | |||||||||
| Current portion of unrecognized tax benefits | 30,171 | 29,771 | |||||||||
| Contract liabilities | 61,471 | 51,726 | |||||||||
| Current portion of long-term debt | 70,000 | 70,000 | |||||||||
| Other current liabilities | 18,114 | 15,214 | |||||||||
| Total current liabilities | 342,539 | 307,134 | |||||||||
| Term Loan, net | 375,422 | 309,672 | |||||||||
| Term Loan, related party | 60,902 | 142,875 | |||||||||
| ABL Facility | 62,975 | 39,929 | |||||||||
| Pension obligations, net | 132,456 | 140,167 | |||||||||
| Deferred tax liabilities | 7,374 | 10,798 | |||||||||
| Other liabilities | 31,606 | 35,212 | |||||||||
| Total long-term liabilities | 670,735 | 678,653 | |||||||||
| Commitments and contingencies | |||||||||||
| Stockholders' equity | |||||||||||
Common stock - $0.01 par value, 250,000,000 shares authorized; 60,913,663 shares issued and 34,228,121 shares outstanding at March 31, 2022; and 60,830,853 shares issued and 34,145,311 shares outstanding at December 31, 2021 | 609 | 608 | |||||||||
| Additional paid-in capital | 1,087,054 | 1,084,288 | |||||||||
Treasury stock - 26,685,542 shares at March 31, 2022 and 26,685,542 shares at December 31, 2021 | (468,879) | (468,879) | |||||||||
| Accumulated other comprehensive income (loss) | (2,599) | (8,047) | |||||||||
| Accumulated deficit | (259,744) | (293,255) | |||||||||
| Total stockholders' equity | 356,441 | 314,715 | |||||||||
| Total liabilities and stockholders' equity | $ | 1,369,715 | $ | 1,300,502 | |||||||
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Thryv Holdings, Inc. and Subsidiaries
Consolidated Statements of Cash Flows
| Three Months Ended March 31, | |||||||||||
| (in thousands) | 2022 | 2021 | |||||||||
| Cash Flows from Operating Activities | (unaudited) | (unaudited) | |||||||||
| Net income | $ | 33,511 | $ | 36,506 | |||||||
| Adjustments to reconcile net income to net cash provided by operating activities: | |||||||||||
| Depreciation and amortization | 21,969 | 19,718 | |||||||||
| Amortization of debt issuance costs | 1,441 | 433 | |||||||||
| Deferred income taxes | (5,671) | (13,249) | |||||||||
| Provision for credit losses and service credits | 5,467 | 6,546 | |||||||||
| Stock-based compensation expense | 1,928 | 1,971 | |||||||||
| Other components of net periodic pension (benefit) | (70) | (453) | |||||||||
| Loss on foreign currency exchange rates | 1,077 | 835 | |||||||||
| Bargain purchase gain | (7,297) | — | |||||||||
| Other | 1,440 | 320 | |||||||||
| Changes in working capital items, excluding acquisitions: | |||||||||||
| Accounts receivable | (12,361) | 26,846 | |||||||||
| Contract assets | 1,285 | 1,446 | |||||||||
| Prepaid expenses and other assets | (6,920) | (10,998) | |||||||||
| Accounts payable and accrued liabilities | (9,775) | (57,861) | |||||||||
| Other liabilities | 3,303 | 2,144 | |||||||||
| Net cash provided by operating activities | 29,327 | 14,204 | |||||||||
| Cash Flows from Investing Activities | |||||||||||
| Additions to fixed assets and capitalized software | (3,999) | (3,668) | |||||||||
| Acquisition of a business, net of cash acquired | (22,003) | (174,190) | |||||||||
| Net cash (used in) investing activities | (26,002) | (177,858) | |||||||||
| Cash Flows from Financing Activities | |||||||||||
| Proceeds from Term Loan | — | 418,070 | |||||||||
| Proceeds from Term Loan, related party | — | 260,930 | |||||||||
| Payments of Term Loan | (15,444) | — | |||||||||
| Payments of Term Loan, related party | (2,056) | — | |||||||||
| Payments of Senior Term Loan | — | (335,821) | |||||||||
| Payments of Senior Term Loan, related party | — | (113,789) | |||||||||
| Proceeds from ABL Facility | 302,374 | 249,936 | |||||||||
| Payments of ABL Facility | (279,327) | (285,492) | |||||||||
| Proceeds from exercises of stock options and stock warrants | 839 | 1,560 | |||||||||
| Other | — | (3,598) | |||||||||
| Net cash provided by financing activities | 6,386 | 191,796 | |||||||||
| Effect of exchange rate changes on cash and cash equivalents | 541 | (707) | |||||||||
| Increase in cash and cash equivalents and restricted cash | 10,252 | 27,435 | |||||||||
| Cash and cash equivalents and restricted cash, beginning of period | 13,557 | 2,406 | |||||||||
| Cash and cash equivalents and restricted cash, end of period | $ | 23,809 | $ | 29,841 | |||||||
| Supplemental Information | |||||||||||
| Cash paid for interest | $ | 11,966 | $ | 17,286 | |||||||
| Cash paid for income taxes, net | $ | 15,421 | $ | 15,753 | |||||||
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| Three Months Ended March 31, | Change | ||||||||||||||||||||||
| 2022 | 2021 | Amount | % | ||||||||||||||||||||
| (in thousands of $) | |||||||||||||||||||||||
| Revenue | |||||||||||||||||||||||
| Marketing Services | $ | 212,533 | $ | 227,933 | $ | (15,400) | (6.8) | % | |||||||||||||||
| SaaS | 47,343 | 37,251 | 10,092 | 27.1 | % | ||||||||||||||||||
Thryv International(1) | 48,499 | 15,422 | 33,077 | 214.5 | % | ||||||||||||||||||
| Consolidated Revenue | $ | 308,375 | $ | 280,606 | $ | 27,769 | 9.9 | % | |||||||||||||||
| Marketing Services | $ | 136,510 | $ | 156,161 | $ | (19,651) | (12.6) | % | |||||||||||||||
| SaaS | 29,409 | 23,167 | 6,242 | 26.9 | % | ||||||||||||||||||
Thryv International(1) | 31,937 | 3,118 | 28,819 | 924.3 | % | ||||||||||||||||||
| Segment Gross Profit | $ | 197,856 | $ | 182,446 | $ | 15,410 | 8.4 | % | |||||||||||||||
| Segment EBITDA | |||||||||||||||||||||||
| Marketing Services | $ | 66,395 | $ | 98,631 | $ | (32,236) | (32.7) | % | |||||||||||||||
| SaaS | (4,364) | 316 | (4,680) | (1,481.0) | % | ||||||||||||||||||
Thryv International (1) | 21,686 | 5,986 | 15,700 | 262.3 | % | ||||||||||||||||||
| Consolidated Adjusted EBITDA | $ | 83,717 | $ | 104,933 | $ | (21,216) | (20.2) | % | |||||||||||||||
(1) Thryv International includes Thryv Australia revenue subsequent to the March 1, 2021 acquisition date.
Non-GAAP Measures
Our results included in this press release include Adjusted EBITDA, Adjusted EBITDA margin and Adjusted Gross Profit, which are not presented in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures are presented for supplemental informational purposes only and are 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 below for a reconciliation of Adjusted EBITDA to Net income and Adjusted Gross Profit to Gross profit. Both Net income and Gross profit are the most comparable GAAP financial measure to Adjusted EBITDA and Adjusted Gross Profit, respectively. Adjusted EBITDA margin is defined as Adjusted EBITDA divided by revenue.
We believe that these non-GAAP financial measures provide useful information about our financial performance, enhance the overall understanding of our past performance 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 additional tools 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.
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The following is a reconciliation of Adjusted EBITDA to its most directly comparable GAAP measure, Net income:
| Three Months Ended March 31, | ||||||||||||||
| (in thousands) | 2022 | 2021 | ||||||||||||
| Reconciliation of Adjusted EBITDA | ||||||||||||||
| Net income | $ | 33,511 | $ | 36,506 | ||||||||||
| Interest expense | 14,867 | 15,672 | ||||||||||||
| Income tax expense | 9,621 | 11,809 | ||||||||||||
| Depreciation and amortization expense | 21,969 | 19,718 | ||||||||||||
| Loss on early extinguishment of debt | — | 299 | ||||||||||||
Restructuring and integration expenses (1) | 5,827 | 9,234 | ||||||||||||
Transaction costs (2) | 1,720 | 10,546 | ||||||||||||
Stock-based compensation expense (3) | 1,928 | 1,971 | ||||||||||||
Other components of net periodic pension (benefit) cost (4) | (70) | (453) | ||||||||||||
Non-cash (gain) from remeasurement of indemnification asset (5) | (400) | — | ||||||||||||
Other (6) | (5,256) | (369) | ||||||||||||
| Adjusted EBITDA | $ | 83,717 | $ | 104,933 | ||||||||||
(1)For the three months ended March 31, 2022 and 2021, 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 associated with abandoned facilities and system consolidation.
(2)Expenses related to our direct listing, Thryv Australia and Vivial acquisitions and other transaction costs.
(3)We record stock-based compensation expense related to the amortization of grant date fair value of the Company’s stock-based compensation awards. Additionally, stock-based compensation expense includes the remeasurement of these awards at each period end, prior to October 1, 2020.
(4)Other components of net periodic pension cost is 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 pension cost relates to the mark-to-market pension remeasurement.
(5)In connection with the YP Acquisition, the seller indemnified us 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.
(6)Other primarily includes expenses related to potential non income-based tax liabilities. Additionally, during the three months ended March 31, 2022, Other includes the bargain purchase gain as a result of the Vivial Acquisition and foreign exchange-related expense.
The following is a reconciliation of Adjusted Gross Profit, to its most directly comparable GAAP measure, Gross profit:
| Three Months Ended March 31, 2022 | |||||||||||||||||||||||
| (in thousands) | Marketing Services | SaaS | International | Consolidated | |||||||||||||||||||
| Reconciliation of Adjusted Gross Profit | |||||||||||||||||||||||
| Gross profit | $ | 136,510 | $ | 29,409 | $ | 31,937 | $ | 197,856 | |||||||||||||||
| Plus: | |||||||||||||||||||||||
| Depreciation and amortization expense | 4,395 | 979 | 4,442 | 9,816 | |||||||||||||||||||
| Stock-based compensation expense | 61 | 15 | — | 76 | |||||||||||||||||||
| Adjusted Gross Profit | $ | 140,966 | $ | 30,403 | $ | 36,379 | $ | 207,748 | |||||||||||||||
| Gross Margin | 64.2 | % | 62.1 | % | 65.9 | % | 64.2 | % | |||||||||||||||
| Adjusted Gross Margin | 66.3 | % | 64.2 | % | 75.0 | % | 67.4 | % | |||||||||||||||
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| Three Months Ended March 31, 2021 | |||||||||||||||||||||||
| (in thousands) | Marketing Services | SaaS | International | Consolidated | |||||||||||||||||||
| Reconciliation of Adjusted Gross Profit | |||||||||||||||||||||||
| Gross profit | $ | 156,161 | $ | 23,167 | $ | 3,118 | $ | 182,446 | |||||||||||||||
| Plus: | |||||||||||||||||||||||
| Depreciation and amortization expense | 4,619 | 755 | 5,870 | 11,244 | |||||||||||||||||||
| Stock-based compensation expense | 70 | 11 | — | 81 | |||||||||||||||||||
| Adjusted Gross Profit | $ | 160,850 | $ | 23,933 | $ | 8,988 | $ | 193,771 | |||||||||||||||
| Gross Margin | 68.5 | % | 62.2 | % | 20.2 | % | 65.0 | % | |||||||||||||||
| Adjusted Gross Margin | 70.6 | % | 64.2 | % | 58.3 | % | 69.1 | % | |||||||||||||||
Supplemental Financial Information
The following supplemental financial information provides Revenue, Adjusted EBITDA and Adjusted EBITDA Margin by (i) Marketing Services businesses in the U.S., International and in Total and (ii) SaaS businesses in the U.S., International and in Total. Total SaaS Adjusted EBITDA and Adjusted EBITDA margin are non-GAAP financial measures. Total Marketing Services Adjusted EBITDA and Adjusted EBITDA margin are also non-GAAP financial measures. These non-GAAP financial measures are presented for supplemental informational purposes only and are 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 below for a reconciliation of these non-GAAP financial measures to the corresponding segment financial measures presented in accordance with GAAP.
We believe that these non-GAAP financial measures provide useful information about our global SaaS and Marketing Services financial performance, enhance the overall understanding of our global SaaS and Marketing Services past financial performance 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 additional tools for investors to use in comparing our core financial performance over multiple periods.
| Three Months Ended March 31, 2022 | |||||||||||||||||||||||||||||||||||
| (in thousands) | Marketing Services | SaaS | |||||||||||||||||||||||||||||||||
| US | International | Total | US | International | Total | ||||||||||||||||||||||||||||||
| Revenue | $ | 212,533 | $ | 47,664 | $ | 260,197 | $ | 47,343 | $ | 835 | $ | 48,178 | |||||||||||||||||||||||
| Adjusted EBITDA | 66,395 | 24,097 | 90,492 | (4,364) | (2,411) | (6,775) | |||||||||||||||||||||||||||||
| Adjusted EBITDA Margin | 31.2 | % | 50.6 | % | 34.8 | % | (9.2) | % | (288.7) | % | (14.1) | % | |||||||||||||||||||||||
| Three Months Ended March 31, 2021 | |||||||||||||||||||||||||||||||||||
| (in thousands) | Marketing Services | SaaS | |||||||||||||||||||||||||||||||||
| US | International | Total | US | International | Total | ||||||||||||||||||||||||||||||
| Revenue | $ | 227,933 | $ | 15,422 | $ | 243,355 | $ | 37,251 | $ | — | $ | 37,251 | |||||||||||||||||||||||
| Adjusted EBITDA | 98,631 | 5,986 | 104,617 | 316 | — | 316 | |||||||||||||||||||||||||||||
| Adjusted EBITDA Margin | 43.3 | % | 38.8 | % | 43.0 | % | 0.8 | % | NM | 0.8 | % | ||||||||||||||||||||||||
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Forward-Looking Statements
Certain statements contained herein are not historical facts, constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 and involve a number of risks and uncertainties. Statements that include the words “may”, “will”, “could”, “should”, “would”, “believe”, “anticipate”, “forecast”, “estimate”, “expect”, “preliminary”, “intend”, “plan”, “target”, “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. These forward-looking statements are based on our current expectations and beliefs concerning future developments and their potential effect on us. While management believes that these forward-looking statements are reasonable as and when made, there can be no assurance that future developments affecting us will be those that we anticipate. 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 as well as the risks and uncertainties set forth in the Company's most recent Annual Report on Form 10-K and subsequent Quarterly Reports on From 10-Q filed with the Securities and Exchange Commission. 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.
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. (NASDAQ: THRY) is a global software and marketing services company that empowers small- to medium-sized businesses (“SMBs”), franchises and agencies to grow and modernize their operations so they can compete and win in today's economy. Over 46,000 businesses use our award-winning SaaS platform, Thryv®, to manage their end-to-end customer experience, which has helped businesses across the U.S. and overseas grow their bottom line. Thryv also manages digital and print presence for over 400,000 businesses, connecting these SMBs to local consumers via proprietary local search portals and print directories. For more information about Thryv Holdings, Inc, visit thryv.com.
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Media Contact:
Charity Lacey
Gregory FCA
Office: 619.368.4373
Investor Contact:
Cameron Lessard
Thryv, Inc.
214.773.7022
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©2022 Thryv, Inc. All Rights Reserved. Exhibit 99.2 1ST QUARTER 2022 INVESTOR PRESENTATION
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,’’ ‘targets,’’ 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 presentation contains non-GAAP financial measures. We present non-GAAP financial measures including adjusted EBITDA, adjusted EBITDA margin, adjusted gross profit, and adjusted gross 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 presentation 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 our industry. This Presentation also includes certain forward-looking non-GAAP financial measures, such as adjusted EBITDA margin and adjusted gross margin. We calculate forward- looking non-GAAP financial measures based on internal forecasts that omit certain amounts that would be included in GAAP financial measures. We have not provided quantitative reconciliations of these forward-looking non-GAAP financial measures to the most directly comparable forward-looking GAAP financial measures because the excluded items are not available on a prospective basis without unreasonable efforts. SAFE HARBOR
H A R D I N P A I N T I N G C O M P A N Y S TA N H A R D I N 2020S: THE DECADE OF SMB SAAS
KEY INVESTMENT HIGHLIGHTS HIGHLY PREDICTABLE MARKETING SERVICES SEGMENT Strong visibility and high sustained EBITDA margins. Company has generated $1.5b in FCF since 2016. SIGNIFICANT CROSS-SELL SAAS OPPORTUNITY Significant whitespace of 400K legacy clients. EFFICIENT CUSTOMER ACQUISITION STRATEGY Cross-sell, new acquisition channels, franchise, and vast SMB referral network. BEST-IN-CLASS SAAS PLATFORM Purpose-built, powerful, and easy-to-use software tailored to the needs of SMB. MASSIVE MARKET OPPORTUNITY Established service-based SMBs with 2-50 employees. Global TAM > 8M businesses ($40B annual spend) EXPERIENCED MANAGEMENT TEAM Tenured industry professionals with SMB domain expertise and strong track record of successful pivots, transformations, and acquisitions. MEGA-TREND Thryv to benefit from cloud adoption as SMBs accelerate transition to cloud to more efficiently manage and grow their businesses. COMPELLING FINANCIAL MODEL Positioned for durable long-term revenue growth. Targeting $1B in SaaS revenue by 2027; $4B by 2032.
THE DECADE OF SMBs SAAS 2020s 2010s2020s 2010s DECADE OF ENTERPRISE SAAS DECADE OF SMB SAAS
Consumers Are Trained SMBs Are Ready Tools Are Better WHY IS THIS MEGA-TREND HAPPENING NOW?
SMB SAAS ADOPTION 77% 64% ONE PROVIDER 64% want to buy from one provider. MULTIPLE SAAS APPS 77% of of SMBs need a platform with all tools in one place. Decision Analyst, Q1 2022, SMB SaaS Adoption Study.
W H Y T H R Y V W I L L W I N KEY BENEFITS TO SMB Drives Growth Saves Time/Get Organized Freedom/Mobility
z ADDRESSING A LARGE MARKET OPPORTUNITY • 2-50 Employees • Service-based Businesses • Established Businesses TAM: SMBs IN THE U.S. WE CAN POTENTIALLY SERVE. 4M SMBs WORLDWIDE WE CAN POTENTIALLY SERVE. 8M • $500K in Annual Revenue
W H Y T H R Y V W I L L W I N WIN, KEEP & GROW HIGH QUALITY BUSINESS EASIER FOR CONSUMER BETTER SEO INTEROPERABILITY OFFICE IN YOUR POCKET BETTER GMB RANKINGS (SEO) REPEAT BUSINESS MORE REFERRALSSEAMLESS SOLUTION
W H Y T H R Y V W I L L W I N INTEROPERABILITY
LIFETIME VALUE CUSTOMER W H Y T H R Y V W I L L W I N WE MAKE THE CONSUMER EXPERIENCE BETTER FINDS SMB Via Website/ GMB MAKES APPOINTMENT Via Thryv Calendar GETS REMINDER Via Thryv Scheduler RECEIVES DOCUMENTS/ ESTIMATES/INVOICES Via Thryv Document Sharing MAKES PAYMENT Via ThryvPay. Credit Card Stored For Future MAKES REFERRALS Via Thryv Texting Referral Tool GETS REMINDER Automated Future Business Offers RETRIEVE HISTORY Info Stored Of All Interactions CONSUMER
INBOUND PARTNER FRANCHISE U N F A I R S A L E S A D V A N T A G E EXPANDING & MATURING SALES CHANNELS NEW ACQUISITION CHANNELS LOCAL CHANNELS INSIDE OUTSIDE Large base of existing marketing services customers for prospecting (Zoos). TEAM SELLING
U N F A I R S A L E S A D V A N T A G E CLIENT ADORED - INDUSTRY RECOGNIZED
P R O D U C T I N N O V A T I O N EVOLVING & EXPANDING Thryv Everything an SMB needs to run their day-to-day business and deliver an exceptional customer experience.
2 0 2 1 2 H - 2 0 2 2 2 0 2 3 2 0 2 4 2 0 2 5 P R O D U C T I N N O V A T I O N EVOLVING & EXPANDING
E N G A G E C U S T O M E R A S A N O R T H S T A R R E I M A G I N I N G T H E C U S T O M E R E X P E R I E N C E RETENTION GROWTH & ACCOUNT MANAGEMENT ONBOARDING TIME TO FIRST VALUE (TTFV) SERVICE AS A DIFFERENTIATOR UNDERSTANDING & SOLVING THEIR PROBLEM SOLVING ADDITIONAL PROBLEMS OVER TIME LEADS TO RETENTION & GROWTH
150K SUBSCRIBERS $1B REVENUE 20% ADJUSTED EBITDA MARGIN 75% SAAS REVENUE OF CONSOLIDATED REVENUE 5 Y E A R SAAS TARGETS 75% GROSS MARGIN 100% NET DOLLAR RETENTION • Go-to-Market Expansion • Product Innovation • Macro Trend SMBs Moving To CloudC ATA L Y S T S
500K SUBSCRIBERS $4B REVENUE >20% ADJUSTED EBITDA MARGIN 1 0 Y E A R SAAS TARGETS • Go-to-Market Expansion • Product Innovation • Macro Trend SMBs Moving To CloudC ATA L Y S T S >95% SAAS REVENUE OF CONSOLIDATED REVENUE >75% GROSS MARGIN >100% NET DOLLAR RETENTION
FINANCIAL REVIEW Q1 2022
©2022 Thryv, Inc. All Rights Reserved. F I N A N C I A L R E V I E W 1ST QUARTER HIGHLIGHTS $ in thousands 2022 2021 YoY % Total SaaS Revenue $48,178 $37,251 +29.3% Adjusted EBITDA (6,775) 316 Adjusted EBITDA Margin (14.1%) 0.8% Total Marketing Services Revenue $260,197 $243,355 +6.9% Adjusted EBITDA 90,492 104,617 Adjusted EBITDA Margin 34.8% 43.0% Consolidated Revenue $308,375 $280,606 +9.9% Adjusted EBITDA 83,717 104,933 Adjusted EBITDA Margin 27.1% 37.4% 1st Quarter Note: Vivial contributed $23 million to Marketing Services Revenue in Q1-22
F I N A N C I A L R E V I E W SAAS HIGHLIGHTS +29% YoY 47K End Q1-22 +16% YoY $101M Annualized Spend $37.3 $48.2 Q1-21 Q1-22 Revenue Revenue Growth Growing Subscribers ARPU Expansion ThryvPay TPV
F I N A N C I A L R E V I E W SAAS METRICS Q1 2022 Q1 2022 Q1 2022 MONTHLY ACTIVE USER (MAU) GROWTH SEASONED NET DOLLAR RETENTION (NDR) Q1 2021 Q1 2022 94% 93% BALANCED AND EFFICIENT CUSTOMER ACQUISITION STRATEGY MARKETING SERVICES “ZOO” CONVERSIONS NEW CHANNELS 36K31K REFERRALS FROM “ZOO” New to Thryv
F I N A N C I A L R E V I E W TOTAL MARKETING SERVICES (23%) (22%) (23%) (21%) (22%) (22%) (21%) (21%) (22%) (21%) (21%) (22%) (19%) Q1'19 Q2'19 Q3'19 Q4'19 Q1'20 Q2'20 Q3'20 Q4'20 Q1'21 Q2'21 Q3'21 Q4'21 Q1'22 MARKETING SERVICES BILLINGS (YoY %) Note: Excludes Vivial Holdings Q1-22 Q1-21 Marketing Services Billings (millions) $222.6 $275.5 YoY % (19%) (22%)
39% 36% 36% 37% 39% 35% $1,243M $1,660M $1,293M $980M $942M $912.5M 2017 2018 2019 2020 2021 2022E Marketing Services Adjusted EBITDA Margin Marketing Services Revenue $ 2 0 0 M F I N A N C I A L R E V I E W TOTAL MARKETING SERVICES High Sustained Adjusted EBITDA Margins
EBITDA GROWTH FREE CASH FLOW GROWTH REVENUE GROWTH REINVESTMENT IN GROWTH PRODUCT INNOVATION SUBSCRIBER GROWTH INTERNATIONAL EXPANSION M&A STAKEHOLDER VALUE CREATION F I N A N C I A L R E V I E W THRYV POSITIONED TO CREATE LONG-TERM STAKEHOLDER VALUE
Q2 2022 FY 2022 MANAGEMENT COMMENTARY TOTAL SAAS REVENUE $50.5 to $51.0 Million $208 to $209 Million • FY22 guidance range raised from $206 to $208 Million Adjusted EBITDA $6.0 to $6.5 Million Loss $21 to $25 Million Loss • Company expects FY22 SaaS Adj EBITDA margin in range of -10% to -12%, consistent with FY21 TOTAL MARKETING SERVICES REVENUE $255 to $260 Million $905 to $920 Million • FY22 guidance range raised from $870 to $890 Million • Q3-21: Range of $195 to $200 Million • Q4-21: Range of $195 to $200 Million Adjusted EBITDA $315 to $320 Million • FY22 EBITDA guidance range raised. Company expects FY22 Marketing Services EBITDA margin of ~35% 2nd QUARTER & FY 2022 OUTLOOK Company Updates Guidance For FY22
APPENDIX
APPENDIX SEGMENT RESULTS Three Months Ended March 31, 2022 (in thousands) Marketing Services SaaS Thryv International Total Revenue $ 212,533 $ 47,343 $ 48,499 $ 308,375 Segment Gross profit 136,510 29,409 31,937 197,856 Segment Adjusted EBITDA 66,395 (4,364) 21,686 83,717 Three Months Ended March 31, 2021 (in thousands) Marketing Services SaaS Thryv International Total Revenue $ 227,933 $ 37,251 $ 15,422 $ 280,606 Segment Gross profit 156,161 23,167 3,118 182,446 Segment Adjusted EBITDA 98,631 316 5,986 104,933
$ IN THOUSANDS Q1-20 Q2-20 Q3-20 Q4-20 Q1-21 Q2-21 Q3-21 Q4-21 FY20 FY21 Q1-22 Net Income (loss) $ 28,102 $ 11,464 $ (145) $ 109,800 $ 36,506 $ 24,359 $ 35,624 $ 5,088 $ 149,221 $ 101,577 $ 33,511 Interest expense 19,930 18,012 15,609 14,988 15,672 19,170 16,546 14,986 68,539 66,374 14,867 Income tax expense (benefit) 13,409 21,164 (24,250) (118,306) 11,809 8,112 13,802 (986) (107,983) 32,737 9,621 Dep. and amort. expense 37,823 37,606 35,454 35,640 19,718 29,908 31,049 24,798 146,523 105,473 21,969 Restructuring and integration exp. 9,845 7,347 6,710 4,557 9,234 3,489 2,312 3,109 28,459 18,145 5,827 Transaction costs 6,534 3,232 4,913 6,320 10,546 5,440 3,987 5,086 20,999 25,059 1,720 Stock-based comp. (benefit) exp. (6,064) 580 1,289 1,300 1,971 1,921 2,340 1,862 (2,895) 8,094 1,928 Other components of net periodic pension cost (benefit) 201 936 30,175 10,924 (453) (272) (273) (13,831) 42,236 (14,829) (70) Loss (gain) on remeasurement of indemnification asset 3,801 617 (540) 1,565 — (844) (404) 1,247 5,443 (1) (400) Impairment charges 98 18,132 1,184 5,497 — 3,611 — — 24,911 3,611 — Other (900) (955) (1,105) (654) (70) 1,859 (2,624) 5,119 (3,614) 4,283 (5,256) Adjusted EBITDA $ 112,779 $ 118,135 $ 69,294 $ 71,631 $ 104,933 $ 96,753 $ 102,359 $ 46,478 $ 371,839 $ 350,523 $ 83,717 APPENDIX NON-GAAP FINANCIAL RECONCILIATION *Figures may not foot due to rounding.
Reconciliation of Adjusted Gross Profit to Gross profit APPENDIX NON-GAAP FINANCIAL RECONCILIATION Three Months Ended March 31, 2022 (in thousands) Marketing Services SaaS International Consolidated Reconciliation of Adjusted Gross Profit Gross profit $ 136,510 $ 29,409 $ 31,937 $ 197,856 Plus: Depreciation and amortization expense 4,395 979 4,442 9,816 Stock-based compensation expense 61 15 — 76 Adjusted Gross Profit $ 140,966 $ 30,403 $ 36,379 $ 207,748 Gross Margin 64.2 % 62.1 % 65.9 % 64.2 % Adjusted Gross Margin 66.3 % 64.2 % 75.0 % 67.4 % Three Months Ended March 31, 2021 (in thousands) Marketing Services SaaS International Consolidated Reconciliation of Adjusted Gross Profit Gross profit $ 156,161 $ 23,167 $ 3,118 $ 182,446 Plus: Depreciation and amortization expense 4,619 755 5,870 11,244 Stock-based compensation expense 70 11 — 81 Adjusted Gross Profit $ 160,850 $ 23,933 $ 8,988 $ 193,771 Gross Margin 68.5 % 62.2 % 20.2 % 65.0 % Adjusted Gross Margin 70.6 % 64.2 % 58.3 % 69.1 %
APPENDIX SUPPLEMENTAL FINANCIAL INFORMATION The supplemental financial information provides Revenue, Adjusted EBITDA and Adjusted EBITDA Margin by (i) Marketing Services businesses in the U.S., International and in Total and (ii) SaaS businesses in the U.S., International and in Total. Total SaaS Adjusted EBITDA and Adjusted EBITDA margin are non-GAAP financial measures. Total Marketing Services Adjusted EBITDA and Adjusted EBITDA margin are also non-GAAP financial measures. These non-GAAP financial measures are presented for supplemental informational purposes only and are not intended to be considered in isolation or as a substitute for, or superior to, financial information prepared and presented in accordance with GAAP. Three Months Ended March 31, 2022 (in thousands) Marketing Services SaaS US International Total Marketing Services US International Total SaaS Revenue $ 212,533 $ 47,664 $ 260,197 $ 47,343 $ 835 $ 48,178 Adjusted EBITDA 66,395 24,097 90,492 (4,364) (2,411) (6,775) Adjusted EBITDA Margin 31.2 % 50.6 % 34.8 % (9.2)% (288.7)% (14.1)% Three Months Ended March 31, 2021 (in thousands) Marketing Services SaaS US International Total Marketing Services US International Total SaaS Revenue $ 227,933 $ 15,422 $ 243,355 $ 37,251 $ — $ 37,251 Adjusted EBITDA 98,631 5,986 104,617 316 — 316 Adjusted EBITDA Margin 43.3 % 38.8 % 43.0 % 0.8 % NM 0.8 %
APPENDIX DEFINITIONS Definitions of key terms used in this presentation are as follows: Total SaaS revenue consists of SaaS revenue recognized by our domestic and foreign operations. Total Marketing Services revenue consists of SaaS revenue recognized by our domestic and foreign operations. Total SaaS Adjusted EBITDA1 consists of Adjusted EBITDA recognized by our domestic and foreign operations. Total Marketing Services1 Adjusted EBITDA consists of Adjusted EBITDA recognized by our domestic and foreign operations. Adjusted EBITDA2: Defined as Net income plus Interest expense, Income tax expense, Depreciation and amortization expense, Loss on early extinguishment of debt, Restructuring and integration expenses, Transaction costs, Stock-based compensation expense, and non-operating expenses, such as, Other components of net periodic pension (benefit) cost, Non-cash (gain) loss from remeasurement of indemnification asset, and certain unusual and non-recurring charges that might have been incurred. Adjusted Gross Profit and Adjusted Gross Profit Margin2: Defined as Gross profit and Gross margin, respectively, adjusted to exclude the impact of depreciation and amortization expense and stock-based compensation expense. Average Revenue per Unit (“ARPU”): Defined as total client billings by month divided by the number of revenue-generating units during the month. Seasoned Net Dollar Retention: Defined as net dollar retention excluding clients acquired over the previous 12 months. SaaS Monthly Active Users: Defined as a client with one or more users who log into our SaaS solutions at least once during the calendar month. 1The supplemental financial information provides Revenue, Adjusted EBITDA and Adjusted EBITDA Margin by (i) Marketing Services businesses in the U.S., International and in Total and (ii) SaaS businesses in the U.S., International and in Total. Total SaaS Adjusted EBITDA and Adjusted EBITDA margin are non-GAAP financial measures. Total Marketing Services Adjusted EBITDA and Adjusted EBITDA margin are also non-GAAP financial measures. These non-GAAP financial measures are presented for supplemental informational purposes only and are not intended to be considered in isolation or as a substitute for, or superior to, financial information prepared and presented in accordance with GAAP. 2Results included in this presentation include Adjusted EBITDA, Adjusted EBITDA margin and Adjusted Gross Profit, which are not presented in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures are presented for supplemental informational purposes only and are 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 in the Appendix for a reconciliation of Adjusted EBITDA to Net income and Adjusted Gross Profit to Gross profit. Both Net income and Gross profit are the most comparable GAAP financial measure to Adjusted EBITDA and Adjusted Gross Profit, respectively. Adjusted EBITDA margin is defined as Adjusted EBITDA divided by revenue. We believe that these non-GAAP financial measures provide useful information about our financial performance, enhance the overall understanding of our past performance 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 additional tools 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.