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EX-99.2 - EX-99.2 - Thryv Holdings, Inc.a3q20investorpresentatio.htm
8-K - 8-K - Thryv Holdings, Inc.thryv-earningsrelease8.htm
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Thryv® Reports Third Quarter 2020 Financial Results,
Provides Outlook for Remainder of Year


DALLAS, November 12, 2020– Thryv Holdings, Inc. (NASDAQ:THRY), the provider of Thryv® software, the end-to-end client experience platform for small businesses, today announced financial results for third quarter and provided forward-looking guidance for the remainder of 2020.
Key highlights:
Total revenue was $240.3 million for the quarter, a decrease of 25% from the third quarter of 2019
Revenue from the SaaS business was $31.8 million for the quarter, an increase of 2% from the third quarter of 2019
Marketing Services revenue was $208.5 million for the quarter, a decrease of 28% from the third quarter of 2019
Net loss was $0.1 million, or $0.00 per share, basic and diluted, for the quarter, compared to net loss of $0.3 million, or ($0.01) per share, basic and diluted, in the third quarter of 2019
Loss before income taxes was $24.4 million for the quarter, compared to income before income taxes of $1.1 million in the third quarter of 2019
Adjusted EBITDA was $69.3 million for the quarter, representing a 28.8% Adjusted EBITDA margin; compared to $98.3 million, or a 30.8% Adjusted EBITDA margin, in the third quarter of 2019
Net Leverage of 1.4x for the quarter, as defined by the Thryv, Inc. Credit Agreement

“This was a milestone quarter for Thryv as we re-entered the market as a public entity and saw our SaaS business return to growth,” said Thryv CEO Joe Walsh. “While the COVID-19 pandemic continued to hurt local businesses across America, the Thryv software platform helped small and medium-sized businesses survive by enabling them to do business virtually.”
“We continue to see a more engaged set of clients and higher usage of our software and expect that positive trend to continue into 2021. The direct listing on the Nasdaq underscored our belief in the long-term growth prospects of this business and the strategic steps we are taking to drive consistent value to shareholders.”
Thryv serves approximately 350,000 small-to medium-sized businesses (“SMB”) clients through two segments: SaaS and Marketing Services. Our SaaS offerings include Thryv, our flagship SMB end-to-end customer experience platform, and Thryv Leads, an automated lead generation service that integrates with our Thryv platform. Our Marketing Services segment provides both print and digital solutions, including our owned and operated Print Yellow Pages (“PYP”), which carry the “The Real Yellow Pages” tagline, our proprietary Internet Yellow Pages (“IYP”), known by the Yellowpages.com, Superpages.com, and Dexknows.com URLs and other digital media solutions.



2200 West Airfield Dr., TX 29, P.O. Box 619810, D/FW Airport, TX 75261 thryv.com

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Outlook
“For fiscal year 2020, we expect SaaS revenue of $128 million,” said Thryv CFO Paul Rouse. “This represents flat year-over-year growth when compared to fiscal year 2019. This implies SaaS revenue of $33 million for the fourth quarter, representing an anticipated year-over year increase in the low single digits. We believe SaaS will end 2020 with a solid run-rate and we are confident that momentum will continue into 2021.”  
 
In addition, for fiscal year 2020, we expect Marketing Services revenue in the range of $955 million to $965 million. This implies Marketing Services revenue in the range of $190 million to $200 million for the fourth quarter.”
 
For fiscal year 2020, Thryv expects Adjusted EBITDA in the range of $358 million to $363 million, which we calculate to an Adjusted EBITDA margin of 33% for fiscal year 2020 and implies fourth quarter Adjusted EBITDA in the range of $58 million to $63 million.

Non-GAAP Measures
In addition to financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”), this press release and the accompanying tables contain, and the conference call will contain, non-GAAP financial measures. We present non-GAAP measures including: Adjusted EBITDA, Adjusted EBITDA margin, and Free Cash Flow. The non-GAAP financial information is presented for supplemental informational purposes only and is not intended to be considered in isolation or as a substitute for, or superior to, financial information prepared and presented in accordance with GAAP. Please refer to the supplemental information presented in the tables for reconciliations of the non-GAAP financial measures used in this press release to the most comparable GAAP financial measures.

We believe that these non-GAAP financial measures provide useful information about our financial performance, enhance the overall understanding of our past performance and future prospects and allow for greater transparency with respect to important metrics used by our management for financial and operational decision-making. We believe that these measures provide an additional tool for investors to use in comparing our core financial performance over multiple periods with other companies in our industry. However, it is important to note that the particular items we exclude from, or include in, our non-GAAP financial measures may differ from the items excluded from, or included in, similar non-GAAP financial measures used by other companies in the same industry.

The Company is unable to reconcile the forward-looking non-GAAP measures, Adjusted EBITDA and Adjusted EBITDA margin, discussed during today’s third quarter 2020 earnings call because not all of the information necessary for a quantitative reconciliation of these forward-looking non-GAAP measures to the most directly comparable GAAP financial measure, is available to the Company without unreasonable efforts. For the same reasons, the Company is unable to address the significance of the unavailable information; however, the GAAP measures could be materially different than the non-GAAP measures.


2200 West Airfield Dr., TX 29, P.O. Box 619810, D/FW Airport, TX 75261 thryv.com

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Thryv Holdings, Inc. and Subsidiaries
Condensed Consolidated Statements of Operations
(in thousands, except share and per share data)
(unaudited)

Three Months Ended
September 30,
Nine Months Ended
September 30,
2020201920202019
Revenue$240,325 $319,116 $862,507 $1,076,244 
Operating expenses:
Cost of services (exclusive of depreciation and amortization)87,347 109,588 278,941 364,873 
Sales and marketing60,775 83,730 201,939 266,643 
General and administrative34,176 34,352 116,723 130,727 
Depreciation and amortization35,454 50,471 110,883 155,285 
Impairment charges1,184 60 19,414 5,059 
Total operating expenses218,936 278,201 727,900 922,587 
Operating income21,389 40,915 134,607 153,657 
Other income (expense):
Interest expense(11,442)(17,464)(39,648)(51,998)
Interest expense, related party(4,167)(6,202)(13,903)(19,070)
Other components of net periodic pension cost(30,175)(16,111)(31,312)(19,797)
Loss on early extinguishment of debt— — — (6,375)
(Loss) income before benefit (provision) for income taxes(24,395)1,138 49,744 56,417 
Benefit (provision) for income taxes24,250 (1,410)(10,323)(18,860)
Net (loss) income$(145)$(272)$39,421 $37,557 
Net (loss) income per common share:
Basic$— $(0.01)$1.25 $0.87 
Diluted$— $(0.01)$1.16 $0.82 
Weighted-average shares used in computing basic and diluted net (loss) income per common share:
Basic30,857,617 33,468,556 31,621,039 43,323,602 
Diluted30,857,617 33,468,556 33,990,771 46,028,655 




2200 West Airfield Dr., TX 29, P.O. Box 619810, D/FW Airport, TX 75261 thryv.com

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Thryv Holdings, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets
(in thousands, except share data)

September 30, 2020December 31, 2019
(unaudited)
Assets
Current assets
Cash and cash equivalents$1,771 $1,912 
Accounts receivable, net of allowance of $34,535 and $26,828326,240 369,690 
Contract assets, net of allowance of $404 and $012,484 11,682 
Taxes receivable27,818 37,460 
Deferred costs11,821 15,321 
Prepaid expenses and other18,203 12,715 
Indemnification asset25,911 29,789 
Total current assets424,248 478,569 
Fixed assets and capitalized software, net86,429 101,512 
Operating lease right-of-use assets, net20,015 39,046 
Goodwill609,457 609,457 
Intangible assets, net60,561 147,480 
Debt issuance costs2,760 3,451 
Other assets10,576 8,777 
Total assets$1,214,046 $1,388,292 
Liabilities and Stockholders' Equity
Current liabilities
Accounts payable$16,215 $16,067 
Accrued liabilities165,903 140,261 
Current portion of financing obligations698 580 
Current portion of operating lease liability5,947 9,579 
Accrued interest9,899 13,164 
Current portion of unrecognized tax benefits32,259 53,111 
Contract liabilities18,769 24,679 
Total current liabilities249,690 257,441 
Senior Term Loan, net of debt issuance costs of $482 and $593348,528 420,036 
Senior Term Loan, related party155,600 189,371 
ABL Facility81,641 104,985 
Financing obligations, net of current portion55,005 55,537 
Pension obligations, net198,290 193,533 
Stock option liability37,661 43,026 
Long-term disability insurance10,003 10,874 
Deferred tax liabilities12,391 54,738 
Unrecognized tax benefits, net of current portion1,911 1,833 
2200 West Airfield Dr., TX 29, P.O. Box 619810, D/FW Airport, TX 75261 thryv.com

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Operating lease liability, net of current portion25,848 28,783 
Other liabilities623 875 
Total long-term liabilities927,501 1,103,591 
Commitments and contingencies (see Note 12)
Stockholders' equity
Common stock - $0.01 par value, 250,000,000 shares authorized; 57,469,391, shares issued and 30,903,450 shares outstanding at September 30, 2020; and 57,443,282 shares issued and 33,490,526 shares outstanding at December 31, 2019575 574 
Additional paid-in capital1,008,243 1,008,701 
Treasury stock - 26,565,941 shares at September 30, 2020 and 23,952,756 shares at December 31, 2019(467,331)(437,962)
Accumulated deficit(504,632)(544,053)
Total stockholders' equity36,855 27,260 
Total liabilities and stockholders' equity$1,214,046 $1,388,292 

Thryv Holdings, Inc. and Subsidiaries
Condensed Consolidated Statements of Cash Flows
(in thousands)
(unaudited)
Nine Months Ended September 30,
20202019
Cash Flows from Operating Activities
Net income$39,421 $37,557 
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization110,883 155,285 
Amortization of debt issuance costs801 856 
Deferred income taxes(42,346)(25,517)
Provision for bad debt27,709 21,945 
Provision for service credits28,268 20,752 
Stock-based compensation (benefit) expense(4,195)9,536 
Other components of net periodic pension cost31,312 19,797 
Loss on early extinguishment of debt— 6,375 
Loss on disposal/write-off of fixed assets and capitalized software3,476 5,294 
Impairment charges19,414 5,059 
Non-cash loss from remeasurement of indemnification asset3,878 4,646 
Changes in working capital items, excluding acquisitions:
Accounts receivable15,742 51,659 
Contract assets(803)1,885 
Deferred costs3,500 4,105 
Prepaid and other assets(7,285)(8,822)
Accounts payable and accrued liabilities(81,292)(89,270)
Accrued income taxes, net36,912 11,217 
Operating lease liability(3,998)(7,078)
2200 West Airfield Dr., TX 29, P.O. Box 619810, D/FW Airport, TX 75261 thryv.com

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Contract liabilities(5,911)(3,236)
Settlement of stock option liability(896)(33,901)
Net cash provided by operating activities174,590 188,144 
Cash Flows from Investing Activities
Additions to fixed assets and capitalized software(17,030)(13,296)
Proceeds from the sale of building and fixed assets1,546 846 
Acquisition of a business, net of cash acquired— (147)
Net cash (used in) investing activities(15,484)(12,597)
Cash Flows from Financing Activities
Payments of Senior Term Loan(72,629)(108,262)
Payments of Senior Term Loan, related party(32,761)(48,738)
Proceeds from Senior Term Loan, net— 193,625 
Proceeds from Senior Term Loan, related party— 225,000 
Proceeds from ABL Facility868,811 814,672 
Payments of ABL Facility(892,155)(844,586)
Payments of financing obligations(414)(946)
Debt issuance costs— (774)
Purchase of treasury stock (see Note 9)(30,626)(437,962)
Proceeds from private placement445 — 
Proceeds from exercise of stock options82 439 
Net cash (used in) financing activities(159,247)(207,532)
(Decrease) in cash and cash equivalents(141)(31,985)
Cash and cash equivalents, beginning of period1,912 34,169 
Cash and cash equivalents, end of period$1,771 $2,184 
Supplemental Information
Cash paid for interest$56,845 $58,972 
Cash paid for income taxes, net$15,757 $33,159 


Thryv Holdings, Inc. and Subsidiaries
Free Cash Flow
(in thousands)
(unaudited)
Nine Months Ended September 30,
20202019
Net cash provided by operating activities$ 174,590 $ 188,144 
Additions to fixed assets and capitalized software(17,030)(13,296)
Free Cash Flow$ 157,560 $ 174,848
2200 West Airfield Dr., TX 29, P.O. Box 619810, D/FW Airport, TX 75261 thryv.com

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The following is a reconciliation of Adjusted EBITDA to its most directly comparable GAAP measure, net income (in thousands):
Three Months Ended September 30,Nine Months Ended September 30,
2020201920202019
Reconciliation of Adjusted EBITDA
Net (loss) income$(145)$(272)$39,421 $37,557 
Interest expense15,609 23,666 53,551 71,068 
(Benefit) provision for income taxes(24,250)1,410 10,323 18,860 
Depreciation and amortization expense35,454 50,471 110,883 155,285 
Loss on early extinguishment of debt— — — 6,375 
Restructuring and integration expenses (1)
6,710 8,288 23,902 31,192 
Transaction costs (2)
4,913 143 14,679 143 
Stock-based compensation expense (benefit) (3)
1,289 (4,863)(4,195)9,536 
Other components of net periodic pension cost (4)
30,175 16,111 31,312 19,797 
Non-cash (gain) loss from remeasurement of indemnification asset (5)
(540)3,736 3,878 4,646 
Impairment charges (6)
1,184 60 19,414 5,059 
Other (7)
(1,105)(410)(2,960)$(390)
Adjusted EBITDA$69,294 $98,340 $300,208 $359,128 
(1)For the three and nine months ended September 30, 2019, restructuring and integration charges include severance benefits, facility exit costs, system consolidation and integration costs, and professional consulting and advisory services costs related to the YP Acquisition. For the three and nine months ended September 30, 2020, expenses relate to periodic efforts to enhance efficiencies and reduce costs, and include severance benefits, loss on disposal of fixed assets and capitalized software, and costs associated with abandoned facilities and system consolidation. A portion of the severance benefits, amounting to $5.0 million, resulted from COVID-19.
(2)Expenses related to the Company's direct listing and other transaction costs.
(3)Company records stock-based compensation expense related to the amortization of grant date fair value of the Company’s liability classified stock-based compensation awards. Additionally, stock-based compensation expense includes the remeasurement of these awards at each period end.
(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. As a result of an interim actuarial valuation due to the settlements of the pension plans, the Company recognized a remeasurement loss of $29.5 million and $30.2 million in the three and nine months ended September 30, 2020, respectively, and a remeasurement loss of $13.6 million in both the three and nine months ended September 30, 2019.
2200 West Airfield Dr., TX 29, P.O. Box 619810, D/FW Airport, TX 75261 thryv.com

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(5)In connection with the YP Acquisition, the seller provided the Company indemnity for future potential losses associated with certain federal and state tax positions taken in tax returns filed by the seller prior to the Acquisition Date. The indemnity covers potential losses in excess of $8.0 million and is capped at an amount equal to the lesser of the uncertain tax position liability or the current fair value of the 1,804,715 shares of the Company's common stock issued to the seller as part of the purchase consideration.

(6)Impairment charges of $1.2 million and $19.4 million recorded during the three and nine months ended September 30, 2020, respectively, are primarily due to the Company closing certain office buildings as part of becoming a “Remote First” company and consolidating operations at certain locations. Impairment charges of $0.1 million and $5.1 million recorded during the three nine months ended September 30, 2019, respectively, are due to consolidating operations at certain locations and are included in Restructuring and integration charges in the condensed consolidated statements of operations.

(7)Other primarily includes expenses related to potential non-income-based tax liabilities.

Earnings Conference Call Information
Thryv will host a conference call on Thursday, November 12, 2020 at 8:30 a.m. (Eastern Time) to discuss the Company's third quarter 2020 results. The conference call will be available via the Internet at www.thryv.com. There will be several slides accompanying the webcast. Please go to the website at least 15 minutes prior to the call to register, download and install any necessary software. The recorded webcast will also be available on the Company's website.

If you are unable to participate in the conference call, a replay will be available. To access the replay, please dial (888) 869-1189 or (706) 643-5902 and enter "1446957".

About Thryv Holdings, Inc.
The company owns the easy-to-use Thryv® end-to-end customer experience software built for small business that helps over 40,000 SaaS clients with the daily demands of running a business. With Thryv, they can get the job, manage the job and get credit. Thryv’s award-winning platform provides modernized business functions, allowing small-to-medium-sized businesses (SMB) to reach more customers, stay organized, get paid faster and generate reviews. These include building a digital customer database, automated marketing through email and text, updating business listings across the internet, scheduling online appointments, sending notifications and reminders, managing ratings and reviews, generating estimates and invoices and processing payments.
Thryv supports franchise operators and multi-location business owners with Hub by Thryv™, a software console that enables businesses managers to oversee their operations using the Thryv software.
Thryv also connects local businesses to consumer services through our search, display and social media management products, our print directories featuring The Real Yellow Pages® tagline, and our local search portals, which operate under the DexKnows.com®, Superpages.com® and Yellowpages.com URLs and reach some 35 million monthly visitors. For more information about the company, visit thryv.com.
2200 West Airfield Dr., TX 29, P.O. Box 619810, D/FW Airport, TX 75261 thryv.com

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Thryv delivers business services to more than 360,000 SMBs across America that enable them to compete and win in today’s economy.
Forward-Looking Statements
Some statements included in this release constitute forward-looking statements. Statements that include the words “may”, “will”, “could”, “should”, “would”, “believe”, “anticipate”, “forecast”, “estimate”, “expect”, “preliminary”, “intend”, “plan”, “project”, “outlook” and similar statements of a future or forward-looking nature identify forward-looking statements. You should not place undue reliance on these statements, as they are not guarantees of future performance. Forward-looking statements provide current expectations with respect to our financial performance and future events with respect to our business and industry in general. Forward-looking statements are based on certain assumptions and include any statement that does not directly relate to any historical or current fact. Accordingly, there are or will be important factors that could cause our actual results to differ materially from those indicated in these statements. We believe that these factors include, but are not limited to, the risks related to the following: risks related to the COVID-19 pandemic, the Company’s ability to maintain adequate liquidity to fund operations; the Company’s future operating and financial performance; limitations on our operating and strategic flexibility and the ability to operate our business, finance our capital needs or expand business strategies under the terms of our credit facilities; our ability to retain existing business and obtain and retain new business; general economic or business conditions affecting the markets we serve; declining use of print yellow page directories by consumers; our ability to collect trade receivables from clients to whom we extend credit; credit risk associated with our reliance on small and medium sized businesses as clients; our ability to attract and retain key managers; increased competition in our markets; our ability to obtain future financing due to changes in the lending markets or our financial position; our ability to maintain agreements with major Internet search and local media companies; reduced advertising spending and increased contract cancellations by our clients, which causes reduced revenue; and our ability to anticipate or respond effectively to changes in technology and consumer preferences. All subsequent written and oral forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by such cautionary statements.

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. 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.

Media Contact:
Paige Blankenship
Thryv, Inc.
972.453.3012
paige.blankenship@thryv.com

Investor Contact:
2200 West Airfield Dr., TX 29, P.O. Box 619810, D/FW Airport, TX 75261 thryv.com

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Cameron Lessard 
Thryv, Inc.
214.773.7022 
cameron.lessard@thryv.com  

KJ Christopher
Thryv, Inc.
972.453.7068
KJ.Christopher@thryv.com

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2200 West Airfield Dr., TX 29, P.O. Box 619810, D/FW Airport, TX 75261 thryv.com