The unaudited pro forma condensed combined balance sheet and statement of operations as of and for the three months ended March 31, 2021 were derived from LiveVox’s unaudited consolidated financial statements as of and for the three months ended March 31, 2021, which is included elsewhere in this current report on Form 8-K, and Crescent’s unaudited financial statements as of and for the three months ended March 31, 2021, which is incorporated herein by reference.

The unaudited pro forma condensed combined statement of operations for the year ended December 31, 2020 was derived from LiveVox’s audited consolidated statement of operations and comprehensive loss for the year ended December 31, 2020 and Crescent’s restated audited statement of operations for the year ended December 31, 2020, which are incorporated herein by reference.

ASSETS

Current Assets:

Cash

Restricted cash, current

Accounts receivable

Deferred sales commissions, current

Prepaid expenses and other current assets

Total Current Assets

Property and equipment, net

Goodwill

Intangible assets, net

Operating lease right-of-use assets

Deposits and other

Deferred sales commissions, net of current

Cash and investments held in Trust Account

Deferred tax asset

Restricted cash, net of current portion

Total Assets

LIABILITIES & STOCKHOLDERS’ EQUITY

Current Liabilities:

Accounts payable

Accrued franchise and income taxes

Accrued expenses

Deferred revenue, current

Advance from related party

Current portion of term loan

Current portion of operating lease liabilities

Current portion of capital lease obligations

Total Current Liabilities

Long Term Liabilities:

Warrant liability

Forward Purchase Agreement liability

Line of Credit

Term loan, net of current portion

Capital lease obligations, net of current portion

Operating lease liabilities, net of current portion

Deferred tax liability, net

Other long-term liabilities

Deferred underwriting fee payable

Deferred revenue, net of current

Total Liabilities

Redeemable Class A common stock

Stockholders’ Equity:

Preferred stock

Class A common stock

Class F common stock

Additional paid-in capital

Accumulated other comprehensive income (loss)

Retained earnings (accumulated deficit)

Total Stockholders’ Equity

Total Liabilities & Stockholders’ Equity

Revenue

Cost of revenue

Gross Profit

Operating Expenses:

Sales and marketing expense

General and administrative expense

Research and development expense

Total Operating Expense

Income (Loss) from Operations

Change in fair value of the Warrant liability

Change in the fair value of the Forward Purchase Agreement

Interest income from Trust Account

Interest expense (income), net

Other expense (income), net

(Loss) income before income taxes

Provision for income taxes

Net (loss) income

Pro forma weighted average common shares outstanding - basic and diluted

Pro forma net income (loss) per share – basic and diluted

Revenue

Cost of revenue

Gross Profit

Operating Expenses:

Sales and marketing expense

General and administrative expense

Research and development expense

Total Operating Expense

Income (Loss) from Operations

Change in fair value of the Warrant liability

Change in the fair value of the Forward Purchase Agreement

Offering cost associated with Warrants recorded as liabilities

Interest income from Trust Account

Interest expense (income), net

Other expense (income), net

(Loss) income before income taxes

Provision for income taxes

Net (loss) income

Pro forma weighted average common shares outstanding – basic and diluted

Pro forma net income (loss) per share – basic and diluted

LiveVox Stockholders have retained 75.7% of the Company’s voting rights;

The LiveVox management team comprises all key management positions of the Company; and

LiveVox Stockholders represent a majority of the Company’s Board of Directors.

Represents the reclassification of $253.5 million in cash and investments held in Crescent’s Trust Account to cash and cash equivalents to effectuate the Business Combination.

Represents $25.0 million in cash received by Crescent from the purchase of 2,500,000 shares of Class A Stock and 833,333 warrants by Crescent pursuant to the Forward Purchase Agreement.

Reflects the proceeds of $75.0 million from the issuance and sale of 7,500,000 shares of Class A Stock at $10.00 per share to PIPE Investors.

Reflects the $35.9 million of cash paid and 3,591,644 shares of Class A Stock issued under the LiveVox Bonus Plans as part of the Business Combination, which includes the settlement of $0.8 million recognized as accrued expense on the balance sheet as of March 31, 2021.

Represents $0.8 million of cash bonus paid to LiveVox executive as part of the Business Combination

Represents the $2.0 million cash consideration paid into escrow under the terms of the Merger Agreement.

Represents $4.7 million used to repay amounts borrowed by LiveVox under its Line of Credit under the terms of the Merger Agreement, including settlement of accrued interest.

Represents the payment of Crescent’s acquisition-related transaction costs of approximately $31.1 million incurred as part of the Business Combination. Crescent’s transaction costs include the payment of $8.8 million of underwriting costs incurred as part of Crescent’s IPO that were deferred and committed to be paid upon the consummation of a business combination.

Represents the payment of LiveVox’s acquisition-related transaction costs of approximately $6.0 million, $4.3 million of which is capitalized as part of the Business Combination. As of March 31, 2021, $3.6 million was capitalized as deferred offering costs and $5.1 million was accrued for as accounts payable and accrued expenses. The remaining transaction expenses of approximately $0.2 million are reflected as if incurred on January 1, 2020, the date the Business Combination occurred for the purposes of the unaudited pro forma condensed combined statements of operations.

Represents the payment of $0.1 million of the Company’s accrued franchise and income taxes and $0.7 million of the Company’s accrued professional services fees at the closing of the Business Combination.

Reflects the reclassification of $205.7 million of Class A common stock subject to possible redemption to permanent equity.

Represents the recapitalization of 1,000 shares of LiveVox common stock into 66,637,092 shares of Class A Stock. This excludes the 3,591,644 Class A Stock issued under the LiveVox Bonus Plans as described in Note (d).

Reflects the redemption of 15,321,467 shares for aggregate redemption payments of $155.4 million allocated to Class A Stock and additional paid-in capital at par value of $0.0001 per share and at a redemption price of $10.14 per share based on the fair value of the cash and investments held in the Trust Account as of March 31, 2021 of $253.5 million.

Reflects the cancellation of 2,725,000 shares of Class F Stock and the conversion of the remaining 3,525,000 million shares of Class F Stock into 3,325,000 shares of Class A Stock, 2,543,750 of which are placed into an escrow account pursuant to the terms of the Merger Agreement. The parties to the Share Escrow Agreement, agreed and the shareholders approved in a special meeting held on June 16, 2021 to reduce by 200,000 the number of shares of Class A Stock (as such stock will exist following its conversion from Class F Stock at the time of the Business Combination) that the Sponsor would otherwise place into escrow at the time of the Business Combination.

Reflects $22.1 million of compensation cost related to the Finders Agreement.

Represents the elimination of Crescent’s historical retained earnings balance, after recording Crescent’s acquisition-related transaction costs and compensation costs as noted in Note (h) and Note (o), respectively.

Reflects the elimination of the historical Forward Purchase Agreement liability offset by the fair value of the 833,333 Forward Purchase Warrants issued under the Forward Purchase Agreement dated January 13, 2021. As the Forward Purchase Warrants have the same terms as the Private Placement Warrants so long as they are held by a Crescent Fund, they are reflected on the unaudited pro forma condensed combined balance sheet as derivative liabilities.

Represents the portion of LiveVox’s $4.3 million of capitalized offering costs related to the Private Placement Warrants and Forward Purchase Warrants which have been expensed in the unaudited pro forma condensed combined statement of operations.

Reflects the change in accounting treatment of the Public Warrants, representing the derecognition of the Crescent Public Warrant liabilities and the recognition of LiveVox Public Warrants in permanent equity after consummation of the Business Combination.

Represents the elimination of Crescent’s historical general and administrative expenses paid to an affiliate under the Administrative Support Agreement that terminated upon the Business Combination.

Represents the elimination of management fees and expense reimbursements to GGC Administration, L.P. under an advisory agreement between LiveVox and GGC Administration, L.P., which terminated upon the Business Combination.

Represents $0.8 million of cash bonus paid to LiveVox executive as part of the Business Combination as described in Note (e). The cash bonus is reflected as if incurred on January 1, 2020, the date the Business Combination occurred for the purposes of the unaudited pro forma condensed combined statements of operations. This is a non-recurring item.

Reflects the total transaction costs to be expensed for LiveVox in the statement of operations for the year ended December 31, 2020 as described in Note (i) above. Transaction costs are reflected as if incurred on January 1, 2020, the date the Business Combination occurred for the purposes of the unaudited pro forma condensed combined statements of operations. This is a non-recurring item.

Represents the one-time expense of $35.1 million related to the cash paid under the LiveVox Bonus Plans and an additional $35.9 million related to equity issued under the LiveVox Bonus Plans as part of the Business Combination as described in Note (d). The remaining expense of $0.8 million was recognized in the historical income statement of LiveVox.

Reflects the (1) elimination of the historical change in the fair value of Forward Purchase Agreement liability and (2) includes the change in fair value of the 833,333 Forward Purchase Warrants issued under the Forward Purchase Agreement dated January 13, 2021 as described in Note (q) above.

Reflects the derecognition of the changes in fair value of the Crescent Public Warrant liabilities as described in Note (s).

Reflects expense in the statement of operations related to the reclassification of issuance costs as described in Note (r) above. Transaction costs are reflected as if incurred on January 1, 2020, the date the Business Combination occurred for the purposes of the unaudited pro forma condensed combined statements of operations. This is a non-recurring item.

Represents the elimination of historical interest income recognized on the cash and investments held within Crescent’s Trust Account.

Represents the elimination of historical interest expense recognized by LiveVox on amounts drawn under the Line of Credit, net of unused fees, that was repaid as described in Note (g).

Represents the impact of the Business Combination on the provision for income taxes, which was estimated using Crescent’s federal and state blended statutory tax rate of 26.6% for the three months ended March 31, 2021 and for the year ended December 31, 2020.

Represents the net loss per share calculated using the historical weighted average shares outstanding, and the issuance of additional shares in connection with the Business Combination, assuming the shares were outstanding since January 1, 2020, the beginning of the earliest period presented. As the Business Combination is being reflected as if it had occurred at the beginning of the periods presented, the calculation of weighted average shares outstanding for basic and diluted net loss per share assumes that the shares issuable relating to the Business Combination have been outstanding for the entire periods presented. The unaudited pro forma condensed combined financial information has been prepared for the three months ended March 31, 2021 and year ended December 31, 2020:

Pro forma net income (loss)

Weighted average number of shares of Class A Stock – basic and diluted

Net income (loss) per share of Class A Stock – basic and diluted ⁽¹⁾

Weighted average number of shares of Class A Stock – basic and diluted

the Company’s public stockholders

Holders of the Company’s founder shares (2)

Forward Purchase

PIPE Investors

LiveVox Holdings, Inc. (3)

For the purpose of calculating diluted loss per share, it was assumed that all outstanding warrants of the Company sold in the IPO and the Private Placement Warrants and Forward Purchase Warrants are exchanged for Class A Stock. However, since this results in anti-dilution, the effect of such exchange was not included in the calculation of diluted loss per share.

The pro forma basic and diluted shares of the holders of the Company’s founder shares exclude 2,543,750 Lock-Up Shares that were placed into escrow at the closing of the Business Combination. The Company has deemed that these Lock-Up Shares are not participating securities, as the holder does not have the nonforfeitable right to participate in the distribution of earnings with the common shareholders if the earnout share price thresholds are not achieved.

The pro forma basic and diluted shares of LiveVox Holdings, Inc. include 3,591,644 shares to be issued under the LiveVox Bonus Plans and exclude 5,000,000 Earn-Out Shares that will be placed into escrow at the closing of the Business Combination. The Company has deemed that these Earn-Out Shares are not participating securities, as the holder does not have the nonforfeitable right to participate in the distribution of earnings with the common shareholders if the earnout considerations are not satisfied.