thryv-20220804
0001556739FALSE00015567392022-08-042022-08-04

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): August 4, 2022

THRYV HOLDINGS, INC.
(Exact name of registrant as specified in its charter)

Delaware001-3589513-2740040
(State or Other Jurisdiction
of Incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
2200 West Airfield Drive, P.O. Box 619810
D/FW Airport, TX
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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol(s)
Name of each exchange on which
registered
Common Stock, $0.01 par valueTHRY
The Nasdaq Stock Market LLC

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 August 4, 2022, Thryv Holdings, Inc. (the “Company”) issued a press release announcing its earnings for the three months ended June 30, 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 August 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 NumberDescription
99.1
99.2
104Cover 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: August 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 26% Year-Over-Year in Second Quarter 2022

Raises Revenue and EBITDA Guidance for Full Year 2022

DALLAS, August 4, 2022 – Thryv Holdings, Inc. (NASDAQ:THRY) (“Thryv” or the “Company”), the leading small business software platform, announced that it grew its SaaS revenue 26% year-over-year in the second quarter of 2022 and has raised revenue guidance for full year 2022.

“We are pleased to report a strong second quarter,” said Joe Walsh, Chairman and CEO. “We saw significant SaaS revenue growth, ahead of our SaaS revenue guidance targets. Importantly, this growth was driven by double-digit year-over-year increases in Thryv's SaaS subscribers, as well as continued improvements in average revenue per unit - or ARPU. We also had an excellent quarter in our Marketing Services business which benefited from our recent acquisition of Vivial.”

Because of the solid results exceeding guidance, Thryv is increasing the projected full year SaaS and Marketing Services revenue and Adjusted EBITDA.

“We are focused on driving growth, especially continued investment in subscriber growth, while ensuring we deliver on our guidance, both top line and bottom line," Walsh continued. "In support of our goal of driving SaaS subscriber growth, we recently announced the hiring of Tami Cannizzaro as our Chief Marketing Officer. Tami is making a difference already, driving performance in our inbound channel as well as enhancing support of Thryv's local sales team.”

"Our clients tend to be well established small businesses. They have historically been recession resilient as they mainly offer non-discretionary services. Adopting Thryv software allows these small businesses to more effectively manage their businesses, helping them reduce costs and improve their performance."

Second Quarter 2022 Financial Highlights:

Revenue
Total SaaS1 revenue was $52.2 million, a 26.1% increase year-over-year
Total Marketing Services revenue was $281.8 million, a 12.9% increase year-over-year
Consolidated total revenue was $334.0 million, an increase of 14.8% year-over-year

Profitability
Consolidated net income was $58.0 million
Consolidated Adjusted EBITDA2 was $116.0 million, representing an Adjusted EBITDA margin of 34.7%
1 Total SaaS revenue in the U.S. and International segments was $51.2 million and $1.0 million for the three months ended June 30, 2022, respectively.
2Adjusted EBITDA and Adjusted EBITDA margin are non-GAAP financial measures. See Non-GAAP Measures below for additional information.


Total SaaS3 Adjusted EBITDA loss was $2.2 million
Total Marketing Services4 Adjusted EBITDA was $118.2 million, representing an Adjusted EBITDA margin of 42.0%
Consolidated Gross Profit was $228.0 million, an increase of 27.8% year-over-year
Consolidated Adjusted Gross Profit5 was $237.3 million
SaaS Gross Profit was $32.6 million, representing a Gross Profit Margin of 62.4%
SaaS Adjusted Gross Profit6 was $33.7 million, representing an Adjusted Gross Profit Margin of 64.5%
SaaS Metrics
SaaS monthly Average Revenue per Unit (“ARPU”)7 increased to $358 for the second quarter of 2022, compared to $323 in the second quarter of 2021
Total SaaS clients increased 11% year-over-year to 50 thousand for the second quarter of 2022
Seasoned Net Dollar Retention8 was 91% at end of the second quarter of 2022
SaaS monthly active users9 increased 27% year-over-year to 38 thousand active users for the second quarter of 2022
ThryvPay annualized total payment volume of approximately $150 million for the second quarter of 2022
Outlook
Based on information available as of August 4, 2022, Thryv is raising guidance10 for the third quarter of 2022 and full year 2022 as indicated below:
For the third quarter of 2022, the Company expects:
Total SaaS revenue in a range of $53.7 to $54.2 million
Total SaaS Adjusted EBITDA loss11 in a range of $4.8 to $5.3 million
Total Marketing Services revenue in a range of $205.0 to $210.0 million

3 Total SaaS Adjusted EBITDA in the U.S. was $0.2 million and Total SaaS International Adjusted EBITDA loss was $2.4 million for the three months ended June 30, 2022.
4 Marketing Services Adjusted EBITDA in the U.S. and International segments was $83.7 million and $34.5 million for the three months ended June 30, 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.


For the full year 2022, the Company expects:
Total SaaS revenue in a range of $209.5 to $211.0 million
Total SaaS Adjusted EBITDA loss11 in a range of $16.0 to $19.0 million
Total Marketing Services revenue in a range of $955.0 to $970.0 million
Total Marketing Services Adjusted EBITDA12 in a range of $335.0 to $340.0 million


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.


Earnings Conference Call Information
Thryv will host a conference call on Thursday, August 4, 2022 at 8:30 a.m. (Eastern Time) to discuss the Company's second quarter 2022 results.

For analysts to register for this conference call, please use this link. To listen to the webcast, 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.”





Final Results

Thryv Holdings, Inc. and Subsidiaries
Consolidated Statements of Operations and Comprehensive Income (Loss)

Three Months EndedSix Months Ended
June 30,June 30,
(in thousands, except share and per share data)2022202120222021
Revenue$333,995 $291,047 $642,370 $571,653 
Cost of services 106,013 112,607 216,532 210,767 
Gross profit227,982 178,440 425,838 360,886 
Operating expenses:
Sales and marketing91,813 87,394 185,768 163,934 
General and administrative52,650 33,100 104,844 74,379 
Impairment charges222 3,611 222 3,611 
Total operating expenses144,685 124,105 290,834 241,924 
Operating income83,297 54,335 135,004 118,962 
Other income (expense):
Interest expense(13,756)(14,502)(26,864)(26,109)
Interest expense, related party(896)(4,668)(2,655)(8,733)
Other components of net periodic pension benefit9,153 272 9,223 725 
Other income (expense)2,404 (2,966)8,626 (4,059)
Income before income tax (expense)80,202 32,471 123,334 80,786 
Income tax (expense)(22,200)(8,112)(31,821)(19,921)
Net income$58,002 $24,359 $91,513 $60,865 
Other comprehensive income (loss):
Foreign currency translation adjustment(10,139)(1,478)(4,691)(4,445)
Comprehensive income$47,863 $22,881 $86,822 $56,420 
Net income per common share:
Basic$1.69 $0.72 $2.68 $1.82 
Diluted$1.61 $0.66 $2.47 $1.72 
Weighted-average shares used in computing basic and diluted net income per common share:
Basic34,250,706 33,622,666 34,205,593 33,367,734 
Diluted36,137,989 36,687,030 37,048,087 35,352,445 




Thryv Holdings, Inc. and Subsidiaries
Consolidated Balance Sheets
(in thousands, except share data)June 30, 2022December 31, 2021
Assets(unaudited)
Current assets
Cash and cash equivalents$13,746 $11,262 
Accounts receivable, net of allowance of $16,077 in 2022 and $17,387 in 2021
296,619 279,053 
Contract assets, net of allowance of $50 in 2022 and $88 in 2021
3,554 5,259 
Taxes receivable14,821 14,711 
Prepaid expenses32,463 22,418 
Indemnification asset25,233 24,346 
Other current assets13,470 13,596 
Total current assets399,906 370,645 
Fixed assets and capitalized software, net45,078 50,938 
Goodwill668,821 671,886 
Intangible assets, net61,387 82,577 
Deferred tax assets118,639 90,565 
Other assets26,503 33,891 
Total assets$1,320,334 $1,300,502 
Liabilities and Stockholders' Equity
Current liabilities
Accounts payable$8,254 $8,610 
Accrued liabilities143,559 131,813 
Current portion of unrecognized tax benefits30,658 29,771 
Contract liabilities24,041 51,726 
Current portion of long-term debt70,000 70,000 
Other current liabilities17,069 15,214 
Total current liabilities293,581 307,134 
Term Loan, net382,254 309,672 
Term Loan, related party30,348 142,875 
ABL Facility56,609 39,929 
Pension obligations, net115,655 140,167 
Deferred tax liabilities2,224 10,798 
Other liabilities28,049 35,212 
Total long-term liabilities615,139 678,653 
Commitments and contingencies
Stockholders' equity
Common stock - $0.01 par value, 250,000,000 shares authorized; 61,121,058 shares issued and 34,435,516 shares outstanding at June 30, 2022; and 60,830,853 shares issued and 34,145,311 shares outstanding at December 31, 2021
611 608 
Additional paid-in capital1,094,362 1,084,288 
Treasury stock - 26,685,542 shares at June 30, 2022 and December 31, 2021
(468,879)(468,879)
Accumulated other comprehensive income (loss)(12,738)(8,047)
Accumulated deficit(201,742)(293,255)
Total stockholders' equity411,614 314,715 
Total liabilities and stockholders' equity$1,320,334 $1,300,502 


Thryv Holdings, Inc. and Subsidiaries
Consolidated Statements of Cash Flows
Six Months Ended June 30,
(in thousands)20222021
Cash Flows from Operating Activities(unaudited)(unaudited)
Net income$91,513 $60,865 
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization42,561 49,626 
Amortization of debt issuance costs2,883 1,930 
Deferred income taxes(16,752)(51,439)
Provision for credit losses and service credits13,043 9,011 
Stock-based compensation expense5,738 3,892 
Other components of net periodic pension (benefit)(9,223)(725)
Impairment charges222 3,611 
(Gain) loss on foreign currency exchange rates(1,622)640 
Bargain purchase gain(7,005)— 
Other801 2,504 
Changes in working capital items, excluding acquisitions:
Accounts receivable(10,298)70,491 
Contract assets1,793 2,402 
Prepaid expenses and other assets7,922 (7,567)
Accounts payable and accrued liabilities(29,472)(47,875)
Other liabilities(35,201)(15,564)
Net cash provided by operating activities56,903 81,802 
Cash Flows from Investing Activities
Additions to fixed assets and capitalized software(9,648)(14,315)
Proceeds from the sale of fixed assets— 63 
Acquisition of a business, net of cash acquired(22,777)(174,190)
Net cash (used in) investing activities(32,425)(188,442)
Cash Flows from Financing Activities
Proceeds from Term Loan— 418,070 
Proceeds from Term Loan, related party— 260,930 
Payments of Term Loan(36,828)(62,089)
Payments of Term Loan, related party(5,672)(25,911)
Payments of Senior Term Loan— (335,821)
Payments of Senior Term Loan, related party— (113,789)
Proceeds from ABL Facility488,547 545,809 
Payments of ABL Facility(471,866)(567,025)
Proceeds from exercises of stock options and stock warrants4,338 17,265 
Other— (13,960)
Net cash (used in) provided by financing activities(21,481)123,479 
Effect of exchange rate changes on cash and cash equivalents(627)(819)
Increase in cash and cash equivalents and restricted cash2,370 16,020 
Cash and cash equivalents and restricted cash, beginning of period13,557 2,406 
Cash and cash equivalents and restricted cash, end of period$15,927 $18,426 
Supplemental Information
Cash paid for interest$24,915 $37,608 
Cash paid for income taxes, net$36,934 $38,411 


The following tables summarize the operating results of the Company's reportable segments:

Three Months Ended June 30,Change
(in thousands of $)20222021Amount%
Revenue
Thryv U.S. (1)
Marketing Services$222,570 $202,795 $19,775 9.8 %
SaaS51,167 41,386 9,781 23.6 %
Thryv International (2)
Marketing Services59,218 46,857 12,361 26.4 %
SaaS1,040 1,031 NM
Consolidated Revenue$333,995 $291,047 $42,948 14.8 %
Segment Gross Profit
Thryv U.S. (1)
Marketing Services$151,774 $136,831 $14,943 10.9 %
SaaS32,092 25,314 6,778 26.8 %
Thryv International (2)
Marketing Services43,627 16,290 27,337 167.8 %
SaaS489 484 NM
Consolidated Segment Gross Profit$227,982 $178,440 $49,542 27.8 %
Segment EBITDA
Thryv U.S. (1)
Marketing Services$83,674 $82,684 $990 1.2 %
SaaS197 (2,119)2,316 109.3 %
Thryv International (2)
Marketing Services34,545 16,183 18,362 113.5 %
SaaS(2,416)(2,421)NM
Consolidated Adjusted EBITDA$116,000 $96,753 $19,247 19.9 %

(1)    Thryv U.S. includes Vivial results of operations subsequent to the January 21, 2022 acquisition date.
(2)    Thryv International includes Thryv Australia results of operations subsequent to the March 1, 2021 acquisition date.


Six Months Ended June 30,Change
(in thousands of $)20222021Amount%
Revenue
Thryv U.S. (1)
Marketing Services$435,103 $430,728 $4,375 1.0 %
SaaS98,510 78,637 19,873 25.3 %
Thryv International (2)
Marketing Services106,882 62,279 44,603 71.6 %
SaaS1,875 1,866 NM
Consolidated Revenue$642,370 $571,653 $70,717 12.4 %
Segment Gross Profit
Thryv U.S. (1)
Marketing Services$288,284 $292,992 $(4,708)(1.6)%
SaaS61,501 48,481 13,020 26.9 %
Thryv International (2)
Marketing Services75,343 19,408 55,935 288.2 %
SaaS710 705 NM
Consolidated Segment Gross Profit$425,838 $360,886 $64,952 18.0 %
Segment EBITDA
Thryv U.S. (1)
Marketing Services$150,069 $181,315 $(31,246)(17.2)%
SaaS(4,167)(1,803)(2,364)(131.1)%
Thryv International (2)
Marketing Services58,642 22,169 36,473 164.5 %
SaaS(4,827)(4,832)NM
Consolidated Adjusted EBITDA$199,717 $201,686 $(1,969)(1.0)%

(1)    Thryv U.S. includes Vivial results subsequent to the January 21, 2022 acquisition date.
(2)    Thryv International includes Thryv Australia results 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.
The following is a reconciliation of Adjusted EBITDA to its most directly comparable GAAP measure, Net income:
Three Months Ended June 30,Six Months Ended June 30,
(in thousands)2022202120222021
Reconciliation of Adjusted EBITDA
Net income$58,002 $24,359 $91,513 $60,865 
Interest expense14,652 19,170 29,519 34,842 
Income tax expense22,200 8,112 31,821 19,921 
Depreciation and amortization expense20,592 29,908 42,561 49,626 
Loss on early extinguishment of debt— 3,110 — 3,409 
Restructuring and integration expenses (1)
4,822 3,489 10,649 12,723 
Transaction costs (2)
1,616 5,440 3,336 15,986 
Stock-based compensation expense (3)
3,810 1,921 5,738 3,892 
Other components of net periodic pension (benefit) cost (4)
(9,153)(272)(9,223)(725)
Non-cash (gain) from remeasurement of indemnification asset (5)
(487)(844)(887)(844)
Impairment charges 222 3,611 222 3,611 
Other (6)
(276)(1,251)(5,532)(1,620)
Adjusted EBITDA$116,000 $96,753 $199,717 $201,686 
(1)For the three and six months ended June 30, 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 (benefit) 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 (benefit) 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 and foreign exchange-related expense.. Additionally, during the six months ended June 30, 2022, Other includes the bargain purchase gain as a result of the Vivial Acquisition.



The following tables set forth reconciliations of Adjusted Gross Profit and Adjusted Gross Margin, to their most directly comparable GAAP measures, Gross profit and Gross margin:
Three Months Ended June 30, 2022
Thryv U.S.Thryv International
(in thousands)Marketing ServicesSaaSMarketing ServicesSaaSTotal
Reconciliation of Adjusted Gross Profit
Gross profit$151,774 $32,092 $43,627 $489 $227,982 
Plus:
Depreciation and amortization expense4,393 1,012 3,666 66 9,137 
Stock-based compensation expense 105 26 — — 131 
Adjusted Gross Profit$156,272 $33,130 $47,293 $555 237,250 
Gross Margin68.2 %62.7 %73.7 %47.0 %68.3 %
Adjusted Gross Margin70.2 %64.7 %79.9 %53.4 %71.0 %
Three Months Ended June 30, 2021
Thryv U.S.Thryv International
(in thousands)Marketing ServicesSaaSMarketing ServicesSaaSTotal
Reconciliation of Adjusted Gross Profit
Gross profit$136,831 $25,314 $16,290 $$178,440 
Plus:
Depreciation and amortization expense4,424 901 11,489 16,817 
Stock-based compensation expense 68 15 — — 83 
Adjusted Gross Profit$141,323 $26,230 $27,779 $$195,340 
Gross Margin67.5 %61.2 %34.8 %55.6 %61.3 %
Adjusted Gross Margin69.7 %63.4 %59.3 %88.9 %67.1 %


Six Months Ended June 30, 2022
Thryv U.S.Thryv International
(in thousands)Marketing ServicesSaaSMarketing ServicesSaaSTotal
Reconciliation of Adjusted Gross Profit
Gross profit$288,284 $61,501 $75,343 $710 $425,838 
Plus:
Depreciation and amortization expense8,788 1,991 8,032 142 18,953 
Stock-based compensation expense 166 41 — — 207 
Adjusted Gross Profit$297,238 $63,533 $83,375 $852 $444,998 
Gross Margin66.3 %62.4 %70.5 %37.9 %66.3 %
Adjusted Gross Margin68.3 %64.5 %78.0 %45.4 %69.3 %

Six Months Ended June 30, 2021
Thryv U.S.Thryv International
(in thousands)Marketing ServicesSaaSMarketing ServicesSaaSTotal
Reconciliation of Adjusted Gross Profit
Gross profit$292,992 $48,481 $19,408 $$360,886 
Plus:
Depreciation and amortization expense9,043 1,656 17,359 28,061 
Stock-based compensation expense 138 26 — — 164 
Adjusted Gross Profit$302,173 $50,163 $36,767 $$389,111 
Gross Margin68.0 %61.7 %31.2 %55.6 %63.1 %
Adjusted Gross Margin70.2 %63.8 %59.0 %88.9 %68.1 %


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 June 30, 2022
(in thousands)Marketing ServicesSaaS
U.S.InternationalTotalU.S.InternationalTotal
Revenue$222,570 $59,218 $281,788 $51,167 $1,040 $52,207 
Adjusted EBITDA83,674 34,545 118,219 197 (2,416)(2,219)
Adjusted EBITDA Margin37.6 %58.3 %42.0 %0.4 %(232.3)%(4.3)%

Three Months Ended June 30, 2021
(in thousands)Marketing ServicesSaaS
U.S.InternationalTotalU.S.InternationalTotal
Revenue$202,795 $46,857 $249,652 $41,386 $$41,395 
Adjusted EBITDA82,684 16,183 98,867 (2,119)(2,114)
Adjusted EBITDA Margin40.8 %34.5 %39.6 %(5.1)%55.6 %(5.1)%

Six Months Ended June 30, 2022
(in thousands)Marketing ServicesSaaS
U.S.InternationalTotalU.S.InternationalTotal
Revenue$435,103 $106,882 $541,985 $98,510 $1,875 $100,385 
Adjusted EBITDA150,069 58,642 208,711 (4,167)(4,827)(8,994)
Adjusted EBITDA Margin34.5 %54.9 %38.5 %(4.2)%(257.4)%(9.0)%

Six Months Ended June 30, 2021
(in thousands)Marketing ServicesSaaS
U.S.InternationalTotalU.S.InternationalTotal
Revenue$430,728 $62,279 $493,007 $78,637 $$78,646 
Adjusted EBITDA181,315 22,169 203,484 (1,803)(1,798)
Adjusted EBITDA Margin42.1 %35.6 %41.3 %(2.3)%55.6 %(2.3)%


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.

Media Contact:
Charity Lacey
Gregory FCA
Office: 619.368.4373
[email protected]




Investor Contact:  
Cameron Lessard 
Thryv, Inc.
214.773.7022 
[email protected]  
  
 


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Exhibit 99.2 2ND QUARTER 2022 INVESTOR PRESENTATION


 
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21 Q2 2022


 
22 2nd QUARTER HIGHLIGHTS Note: Vivial contributed $30 million to Marketing Services Revenue in Q2-22 ($53 million YTD) 2nd Quarter $ in thousands 2022 2021 YoY% Total SaaS Revenue $52,207 $41,395 26.1% Adjusted EBIDTA (2,219) (2,114) Adjusted EBIDTA Margin (4.3)% (5.1)% Total Marketing Services Revenue $281,788 $249,652 12.9% Adjusted EBIDTA 118,219 98,867 Adjusted EBIDTA Margin 42.0% 39.6% Consolidated Revenue $333,995 $291,047 14.8% Adjusted EBIDTA 116,000 96,753 Adjusted EBIDTA Margin 34.7% 33.2%


 
23 FINANCIAL REVIEW SAAS HIGHLIGHTS $41.4 $52.2 Revenue Q2-21 Q2-22 +26% YoY +11% YoY +11% YoY $150M Annualized Spend Revenue Growth Growing Subscribers ARPU Expansion ThryvPay TPV


 
24 Q2 2022 Q2 2021 Q2 2022 MONTHLY ACTIVE USER (MAU) GROWTH SEASONED NET DOLLAR RETENTION (NDR) 38K30K +27% YoY FINANCIAL REVIEW SAAS METRICS Q2 2021 Q2 2022 91%96%


 
25 Note: Excludes Vivial Holdings Q2-22 Q2-21 Marketing Services Billings (millions) $216.4 $261.9 YoY % (17%) (21%) FINANCIAL REVIEW TOTAL MARKETING SERVICES MARKETING SERVICES BILLINGS (YoY%) (23)% (22)% (23)% (21)% (22)% (22)% (21)% (21)% (22)% (21)% (21)% (22)% (19)% (17)% 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 Q2 '22


 
26 $200M FINANCIAL REVIEW TOTAL MARKETING SERVICES High Sustained Adjusted EBITDA Margins 2022E 2021 2020 2019 2018 2017 Marketing Services Adjusted EBITDA Margin Marketing Services Revenue $962.5M $942M $980M $1,293M $1,660M $1,243M 35% 39% 37% 36% 36% 39% 2022E is midpoint of guidance.


 
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28 Q3 2022 FY 2022 MANAGEMENT COMMENTARY TOTAL SAAS REVENUE $53.7 to $54.2 million $209.5 to $211.0 million • FY22 guidance raised from previous guidance range of $208.0 to $209.0 million Adjusted EBITDA $4.8 to $5.3 million loss $16.0 to $19.0 million loss • FY22 guidance improved from previous guidance range of $21.0 to $25.0 million loss TOTAL MARKETING SERVICES REVENUE $205.0 to $210.0 million $955.0 to $970.0 million • FY22 guidance raised from previous guidance range of $905 to $920 million Adjusted EBITDA $335.0 to $340.0 million • FY22 EBITDA guidance raised from previous guidance range of $315 to $320 million • Company expects FY22 Marketing Services EBITDA margin of ~35% 3rd QUARTER & FY 2022 OUTLOOK Company Updates Guidance For FY22


 
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30 APPENDIX SEGMENT RESULTS Six Months Ended June 30, 2022 Thryv U.S Thryv International (in thousands) Marketing Services SaaS Marketing Services SaaS Total Revenue $ 435,103 $ 98,510 $ 106,882 $ 1,875 $ 642,370 Segment Gross Profit 288,284 61,501 75,343 710 425,838 Segment Adjusted EBITDA 150,069 (4,167) 58,642 (4,827) 199,717 Six Months Ended June 30, 2021 Thryv U.S Thryv International (in thousands) Marketing Services SaaS Marketing Services SaaS Total Revenue $ 430,728 $ 78,637 $ 62,279 $ 9 $ 571,653 Segment Gross Profit 292,992 48,481 19,408 5 360,886 Segment Adjusted EBITDA 181,315 (1,803) 22,169 5 201,686 Three Months Ended June 30, 2021 Thryv U.S Thryv International (in thousands) Marketing Services SaaS Marketing Services SaaS Total Revenue $ 202,795 $ 41,386 $ 46,857 $ 9 $ 291,047 Segment Gross Profit 136,831 25,314 16,290 5 178,440 Segment Adjusted EBITDA 82,684 (2,119) 16,183 5 96,753 Three Months Ended June 30, 2022 Thryv U.S Thryv International (in thousands) Marketing Services SaaS Marketing Services SaaS Total Revenue $ 222,570 $ 51,167 $ 59,218 $ 1,040 $ 333,995 Segment Gross Profit 151,774 32,092 43,627 489 227,982 Segment Adjusted EBITDA 83,674 197 34,545 (2,416) 116,000


 
31 $ IN THOUSANDS Q1-21 Q2-21 Q3-21 Q4-21 FY21 Q1-22 Q2-22 YTD Q2-22 Net Income $ 36,506 $ 24,359 $ 35,624 $ 5,088 $ 101,577 $ 33,511 $ 58,002 $ 91,513 Interest expense 15,672 19,170 16,546 14,986 66,374 14,867 14,652 29,519 Income tax expense (benefit) 11,809 8,112 13,802 (986) 32,737 9,621 22,200 31,821 Depreciation and amortization expense 19,718 29,908 31,049 24,798 105,473 21,969 20,592 42,561 Restructuring and integration expense 9,234 3,489 2,312 3,109 18,145 5,827 4,822 10,649 Transaction costs 10,546 5,440 3,987 5,086 25,059 1,720 1,616 3,336 Stock-based compensation expense 1,971 1,921 2,340 1,862 8,094 1,928 3,810 5,738 Other components of net periodic pension (benefit) (453) (272) (273) (13,831) (14,829) (70) (9,153) (9,223) (Gain) loss on remeasurement of indemnification asset — (844) (404) 1,247 (1) (400) (487) (887) Impairment charges — 3,611 — — 3,611 — 222 222 Other (70) 1,859 (2,624) 5,119 4,283 (5,256) (276) (5,532) Adjusted EBITDA $ 104,933 $ 96,753 $ 102,359 $ 46,478 $ 350,523 $ 83,717 $ 116,000 $ 199,717 APPENDIX NON-GAAP FINANCIAL RECONCILIATION *Figures may not foot due to rounding.


 
32 Reconciliation of Adjusted Gross Profit to Gross profit APPENDIX NON-GAAP FINANCIAL RECONCILIATION Three Months Ended June 30, 2022 Thryv U.S Thryv International (in thousands) Marketing Services SaaS Marketing Services SaaS Consolidated Reconciliation of Adjusted Gross Profit Gross profit $ 151,774 $ 32,092 $ 43,627 $ 489 $ 227,982 Plus: Depreciation and amortization expense 4,393 1,012 3,666 66 9,137 Stock-based compensation expense 105 26 — — 131 Adjusted Gross Profit $ 156,272 $ 33,130 $ 47,293 $ 555 $ 237,250 Gross Margin 68.2 % 62.7 % 73.7 % 47.0 % 68.3 % Adjusted Gross Margin 70.2 % 64.7 % 79.9 % 53.4 % 71.0 % Three Months Ended June 30, 2021 Thryv U.S Thryv International (in thousands) Marketing Services SaaS Marketing Services SaaS Consolidated Reconciliation of Adjusted Gross Profit Gross profit $ 136,831 $ 25,314 $ 16,290 $ 5 $ 178,440 Plus: Depreciation and amortization expense 4,424 901 11,489 3 16,817 Stock-based compensation expense 68 15 — — 83 Adjusted Gross Profit $ 141,323 $ 26,230 $ 27,779 $ 8 $ 195,340 Gross Margin 67.5 % 61.2 % 34.8 % 55.6 % 61.3 % Adjusted Gross Margin 69.7 % 63.4 % 59.3 % 88.9 % 67.1 %


 
33 Reconciliation of Adjusted Gross Profit to Gross profit APPENDIX NON-GAAP FINANCIAL RECONCILIATION Six Months Ended June 30, 2022 Thryv U.S Thryv International (in thousands) Marketing Services SaaS Marketing Services SaaS Consolidated Reconciliation of Adjusted Gross Profit Gross profit $ 288,284 $ 61,501 $ 75,343 $ 710 $ 425,838 Plus: Depreciation and amortization expense 8,788 1,991 8,032 142 18,953 Stock-based compensation expense 166 41 — — 207 Adjusted Gross Profit $ 297,238 $ 63,533 $ 83,375 $ 852 $ 444,998 Gross Margin 66.3 % 62.4 % 70.5 % 37.9 % 66.3 % Adjusted Gross Margin 68.3 % 64.5 % 78.0 % 45.4 % 69.3 % Six Months Ended June 30, 2021 Thryv U.S Thryv International (in thousands) Marketing Services SaaS Marketing Services SaaS Consolidated Reconciliation of Adjusted Gross Profit Gross profit $ 292,992 $ 48,481 $ 19,408 $ 5 $ 360,886 Plus: Depreciation and amortization expense 9,043 1,656 17,359 3 28,061 Stock-based compensation expense 138 26 — — 164 Adjusted Gross Profit $ 302,173 $ 50,163 $ 36,767 $ 8 $ 389,111 Gross Margin 68.0 % 61.7 % 31.2 % 55.6 % 63.1 % Adjusted Gross Margin 70.2 % 63.8 % 59.0 % 88.9 % 68.1 %


 
34 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 June 30, 2022 (in thousands) Marketing Services SaaS U.S. International Total Marketing Services U.S. International Total SaaS Revenue $ 222,570 $ 59,218 $ 281,788 $ 51,167 $ 1,040 $ 52,207 Adjusted EBITDA 83,674 34,545 118,219 197 (2,416) (2,219) Adjusted EBITDA Margin 37.6 % 58.3 % 42.0 % 0.4 % (232.3) % (4.3) % Three Months Ended June 30, 2021 (in thousands) Marketing Services SaaS U.S. International Total Marketing Services U.S. International Total SaaS Revenue $ 202,795 $ 46,857 $ 249,652 $ 41,386 $ 9 $ 41,395 Adjusted EBITDA 82,684 16,183 98,867 (2,119) 5 (2,114) Adjusted EBITDA Margin 40.8 % 34.5 % 39.6 % (5.1) % 55.6 % (5.1) %


 
35 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. Six Months Ended June 30, 2022 (in thousands) Marketing Services SaaS US International Total Marketing Services US International Total SaaS Revenue $ 435,103 $ 106,882 $ 541,985 $ 98,510 $ 1,875 $ 100,385 Adjusted EBITDA 150,069 58,642 208,711 (4,167) (4,827) (8,994) Adjusted EBITDA Margin 34.5 % 54.9 % 38.5 % (4.2) % (257.4) % (9.0) % Six Months Ended June 30, 2021 (in thousands) Marketing Services SaaS US International Total Marketing Services US International Total SaaS Revenue $ 430,728 $ 62,279 $ 493,007 $ 78,637 $ 9 $ 78,646 Adjusted EBITDA 181,315 22,169 203,484 (1,803) 5 (1,798) Adjusted EBITDA Margin 42.1 % 35.6 % 41.3 % (2.3) % 55.6 % (2.3) %


 
36