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Thryv Holdings Inc

For the period ended Sep 30, 2024. Filed Nov 7, 2024.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2024 · Filed Nov 7, 2024

THRY$1.18-1.3%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2024-06-30; filed 2024-08-01.

0001556739-24-000038

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2024-09-30; filed 2024-11-07.

0001556739-24-000055

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 152 previous paragraphs and 158 current paragraphs.

92 unchanged; 50 reworded; 15 added; 8 removed; 2 previous and 1 current paragraphs rearranged.

Tables are not compared: 12 previous and 12 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (15)

Current report

On October 31, 2024, the Company acquired all of the outstanding capital stock of Infusion Software, Inc. (“Keap”) for $80.0 million of cash, subject to adjustment. Keap was founded in 2001 and operates a SaaS e-mail marketing and sales platform for small businesses, including products to manage customers, customer relationship management, marketing and e-commerce. As of June 30, 2024, Keap's customer base consisted of approximately 17,000 subscribers.

Current report

To finance the purchase price, the Company closed an underwritten public offering of 5,715,000 shares of common stock, generating proceeds before expenses of $76.0 million and borrowed $5.5 million under its New ABL Facility.

Current report

(1) See “Non-GAAP Financial Measures” for a definition of Adjusted EBITDA and a reconciliation to Net income (loss), the most directly comparable measure presented in accordance with GAAP.

Current report

Thryv Marketing Services revenue decreased by $23.7 million, or 20.3%, for the three months ended September 30, 2024 compared to the three months ended September 30, 2023.

Current report

Additionally, depreciation and amortization expense decreased by $2.1 million due to the accelerated amortization method used by the Company.

Current report

General and administrative expense increased by $2.7 million, or 5.6%, for the three months ended September 30, 2024 compared to the three months ended September 30, 2023. The increase was primarily attributable to a $1.7 million increase in transaction costs related to the Keap acquisition and an increase in stock-based compensation expense of $1.3 million.

Current report

Impairment charges increased by $83.1 million for the three months ended September 30, 2024 compared to the three months ended September 30, 2023. Impairment charges of $83.1 million were recognized as a result of a goodwill impairment in our Thryv Marketing Services reporting unit during the three months ended September 30, 2024, while noimpairment charges were recognizedin our Thryv Marketing Services reporting unit during thethree months ended September 30, 2023.

Current report

(2) See “Non-GAAP Financial Measures” for a definition of Adjusted EBITDA and a reconciliation to Net income (loss), the most directly comparable measure presented in accordance with GAAP.

Current report

Thryv Marketing Services revenue decreased by $92.7 million, or 18.9%, for the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023.

Current report

Impairment charges increased by $83.1 million for the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023. Impairment charges of $83.1 million were recognized as a result of a goodwill impairment in our Thryv Marketing Services reporting unit during the nine months ended September 30, 2024, while noimpairment charges were recognizedin our Thryv Marketing Services reporting unit during thenine months ended September 30, 2023.

Current report

(3)Expenses related to the Keap Acquisition during the three and nine months ended September 30, 2024 and the Yellow Acquisition during the nine months ended September 30, 2023.
Removed paragraphs (8)

Previous report

(2) See “Non-GAAP Financial Measures” for a definition of Adjusted EBITDA and a reconciliation to Net income, the most directly comparable measure presented in accordance with GAAP.

Previous report

Thryv Marketing Services revenue decreased by $42.7 million, or 22.6%, for the three months ended June 30, 2024 compared to the three months ended June 30, 2023.

Previous report

(2) See “Non-GAAP Financial Measures” for a definition of Adjusted EBITDA and a reconciliation to Net (loss) income, the most directly comparable measure presented in accordance with GAAP.

Previous report

Thryv Marketing Services revenue decreased by $69.0 million, or 18.4%, for the six months ended June 30, 2024 compared to the six months ended June 30, 2023.

Previous report

(3)Expenses related to the Yellow Acquisition and other transaction costs.
Reworded paragraphs (50)

Previous wording

We are dedicated to supporting local, independent businesses and franchises by providing innovative marketing solutions and cloud-based tools to the entrepreneurs who run them. We are one of the largest providers of SaaS end-to-end customer experience tools and digital marketing solutions (“Digital”) to small-to-medium sized businesses (“SMBs”). Our solutions enable our SMB clients to generate new business leads, manage their customer relationships and run their day-to-day business operations. We serve approximately 310,000 SMB clients globally through two business segments: Thryv Marketing Services and Thryv SaaS.

Current wording

We are dedicated to supporting local, independent businesses and franchises by providing innovative marketing solutions and cloud-based tools to the entrepreneurs who run them. We are one of the largest providers of SaaS end-to-end customer experience tools and digital marketing solutions (“Digital”) to small-to-medium sized businesses (“SMBs”). Our solutions enable our SMB clients to generate new business leads, manage their customer relationships and run their day-to-day business operations. We serve approximately 300,000 SMB clients globally through two business segments: Thryv Marketing Services and Thryv SaaS.

Previous wording

Our Thryv Marketing Services segment provides both print and digital solutions and generated$146.3 million and$189.0 million of consolidated revenue for the three months ended June 30, 2024 and 2023, respectively, and$305.6 million and$374.6 million of consolidated revenue for the six months ended June 30, 2024 and 2023, respectively. Our Marketing Services offerings include our owned and operated Print Yellow Pages (“Print”), which carry the “The Real Yellow Pages” tagline, our proprietary Internet Yellow Pages, known by the Yellowpages.com, Superpages.com, and Dexknows.com URLs, search engine marketing solutions and other digital media solutions, which include online display advertising, online presence, and search engine optimization tools. Our Thryv Marketing Services segment includes Thryv Australia Pty Ltd (“Thryv Australia”), and Yellow Holdings Limited (“Yellow”), a New Zealand marketing services company, which we acquired on April 3, 2023 for $8.9 million in cash(the “Yellow Acquisition”), subject to certain adjustments. Thryv Australia and Yellow serve approximately 85,000 and 17,000 Marketing Services SMBs, respectively, many of which we believe are ideal candidates for the Thryv platform.

Current wording

Our Thryv Marketing Services segment provides both print and digital solutions and generated$92.8 million and$116.5 million of consolidated revenue for the three months ended September 30, 2024 and 2023, respectively, and$398.4 million and$491.1 million of consolidated revenue for the nine months ended September 30, 2024 and 2023, respectively. Our Marketing Services offerings include our owned and operated Print Yellow Pages (“Print”), which carry the “The Real Yellow Pages” tagline, our proprietary Internet Yellow Pages, known by the Yellowpages.com, Superpages.com, and Dexknows.com URLs, search engine marketing solutions and other digital media solutions, which include online display advertising, online presence, and search engine optimization tools. Our Thryv Marketing Services segment includes Thryv Australia Pty Ltd (“Thryv Australia”), and Yellow Holdings Limited (“Yellow”), a New Zealand marketing services company, which we acquired on April 3, 2023 for $8.9 million in cash(the “Yellow Acquisition”), subject to certain adjustments. Thryv Australia and Yellow serve approximately 81,000 and 16,000 Marketing Services SMBs, respectively, many of which we believe are ideal candidates for the Thryv platform.

Previous wording

Our Thryv SaaS segment generated$77.8 million and$62.5 million of consolidated revenue for the three months ended June 30, 2024 and 2023, respectively and$152.1 million and$122.4 million of consolidated revenue for the six months ended June 30, 2024 and 2023, respectively. Our primary SaaS offerings are comprised of Thryv®, our flagship all-in-one small business management platform (“Thryv Platform”), which includes Command Center, Business Center, Marketing Center, ThryvPay SM, and Thryv Add-Ons. Thryv Command Center enables SMBs to centralize all their communications through a modular, easily expandable, and customizable platform. Command Center allows an SMB to do the following to provide a centralized inbox for all customer communication:

Current wording

Our Thryv SaaS segment generated$87.1 million and$67.4 million of consolidated revenue for the three months ended September 30, 2024 and 2023, respectively and$239.2 million and$189.7 million of consolidated revenue for the nine months ended September 30, 2024 and 2023, respectively. Our primary SaaS offerings are comprised of Thryv®, our flagship all-in-one small business management platform (“Thryv Platform”), which includes Command Center, Business Center, Marketing Center, ThryvPay SM, and Thryv Add-Ons. Thryv Command Center enables SMBs to centralize all their internal and external communications through a modular, easily expandable, and customizable platform. Command Center allows an SMB to do the following to provide a centralized inbox for all customer communication:

Previous wording

Thryv Business Center is designed to allow a SMB everything necessary to streamline day-to-day business, including customer relationship management, appointment scheduling, estimate and invoice creation, and online review management. Thryv Marketing Center is a fully integrated next generation marketing and advertising platform operated by the end user. Marketing Center contains everything a small business owner needs to market and grow their business effectively, including easy to understand, artificial intelligence (“AI”) driven analytics. ThryvPay SM, is our own branded payment solution that allows users to get paid via credit card and ACH and is tailored to service focused businesses that want to provide consumers safe, contactless, and fast-online payment options. Thryv Add-Ons include AI-assisted website development, SEO tools, Google Business Profile optimization, and Hub by Thryv SM. These optional platform subscription-based add-ons provide a seamless user experience for our end-users and drive higher engagement within the Thryv Platform while also producing incremental revenue growth.

Current wording

Thryv Business Center is designed to allow a SMB everything necessary to streamline day-to-day business operations, including customer relationship management, appointment scheduling, estimate and invoice creation, and online review management. Thryv Marketing Center is a fully integrated next generation marketing and advertising platform operated by the end user. Marketing Center contains everything a small business owner needs to market and grow their business effectively, including easy to understand, artificial intelligence (“AI”) driven analytics, and lead attribution, helping them understand what marketing is working for them. ThryvPay SM, is our own branded payment solution that allows users to get paid via credit card and ACH and is tailored to service focused businesses that want to provide consumers safe, contactless, and fast-online payment options. Thryv Add-Ons include AI-assisted website development, SEO tools, Google Business Profile optimization, Hub by Thryv SM, and Thryv Leads. These optional platform subscription-based add-ons provide a seamless user experience for our end-users and drive higher engagement within the Thryv Platform while also producing incremental revenue growth.

Previous wording

Our revenue growth is driven by our ability to attract and retain SMB clients. To do so, we must deliver solutions that address the challenges currently faced by SMBs at a value-based price point that SMBs can afford.

Current wording

Our revenue growth is driven by our ability to attract, retain, and expand the spend of SMB clients. To do so, we must deliver solutions that address the challenges currently faced by SMBs at a value-based price point that SMBs can afford.

Previous wording

Our strategy is to expand the use of our solutions by introducing our SaaS solutions to new SMB clients, as well as our current Thryv Marketing Services clients. This strategy includes capitalizing on the increased needs of SMBs for solutions that facilitate a remote working environment and virtual interactions. This strategy will require substantial sales and marketing capital.

Current wording

Our strategy is to expand the use of our solutions by introducing our SaaS solutions to new SMB clients, as well as our current Thryv Marketing Services clients and our existing SaaS client base - offering them additional SaaS solutions. This strategy includes capitalizing on the increased needs of SMBs for solutions that facilitate a remote working environment and virtual interactions. This strategy will require substantial sales and marketing capital. This strategy poses a risk if our Marketing Services clients do not fully embrace the transition to SaaS solutions by increasing their spend.

Previous wording

Our growth prospects depend upon our ability to successfully develop new markets. We currently serve SMB markets in the United States, Australia, New Zealand and Canada and plan to leverage strategic acquisitions or initiatives to expand our client base domestically and enter new markets internationally. Identifying proper targets and executing strategic acquisitions may take substantial time and capital. On April 3, 2023, we completed the acquisition of Yellow, a New Zealand marketing services company. We believe that strategic acquisitions of marketing services companies globally will expand our client base and provide additional opportunities to offer our SaaS solutions.

Current wording

Our growth prospects depend upon our ability to successfully develop new markets. We currently serve SMB markets in the United States, Australia, New Zealand and Canada and plan to leverage strategic acquisitions or initiatives to expand our client base domestically and enter new markets internationally. Identifying proper targets and executing strategic acquisitions may take substantial time and capital. On October 31, 2024, we completed the acquisition of Keap. On April 3, 2023, we completed the acquisition of Yellow, a New Zealand marketing services company. We believe that strategic acquisitions of marketing services companies globally will expand our client base and provide additional opportunities to offer our SaaS solutions.

Previous wording

We recognize revenue for print services at a point in time upon delivery of the published PYP directories containing customer advertisements to the intended market. Our PYP directories typically have 12-month publication cycles in Australia, 18-month publication cycles in New Zealand, and 15 to 18-month publication cycles in the U.S. As a result, we typically record revenue for each publication only once every 12 to 18 months, depending on the publication cycle of the directory. The amount of revenue we recognize each quarter from our PYP directories is therefore directly related to the number of PYP directories we deliver to the intended market each quarter, which can vary based on the timing of the publication cycles.

Current wording

We recognize revenue for print services at a point in time upon delivery of the published PYP directories containing customer advertisements to the intended market. Our PYP directories typically have 12-month publication cycles in Australia, 18-month publication cycles in New Zealand, and 15 to 24-month publication cycles in the U.S. As a result, we typically record revenue for each publication only once every 12 to 24 months, depending on the publication cycle of the directory. The amount of revenue we recognize each quarter from our PYP directories is therefore directly related to the number of PYP directories we deliver to the intended market each quarter, which can vary based on the timing of the publication cycles.

Previous wording

Marketing Services clients decreased by 77 thousand, or 22%, as of June 30, 2024 as compared to June 30, 2023. The decrease in Marketing Services clients was related to the secular decline in the print media industry, significant competition in the digital media space, and from focusing on offering our SaaS solutions to our current Marketing Services clients.

Current wording

Marketing Services clients decreased by 84 thousand, or 25%, as of September 30, 2024 as compared to September 30, 2023. The decrease in Marketing Services clients was related to the secular decline in the print media industry, significant competition in the digital media space, and from focusing on offering our SaaS solutions to our current Marketing Services clients.

Previous wording

SaaS clients increased by 29 thousand, or 52%, as of June 30, 2024 as compared to June 30, 2023. The increase in SaaS clients resulted from focusing on offering our SaaS solutions to our current Marketing Services clients, as well as continuing to focus on new SaaS client acquisition through improved identification of prospects, improved selling methods, introduction of new product features, and a small but growing international footprint.

Current wording

SaaS clients increased by 30 thousand, or 45%, as of September 30, 2024 as compared to September 30, 2023. The increase in SaaS clients was primarily driven by the Company’s strategic decision during the fourth quarter of 2023 to accelerate the conversion of clients from its digital Marketing Services solutions to its SaaS solutions, as well as continuing to focus on new SaaS client acquisition through improved identification of prospects, improved selling methods, introduction of new product features, and a small but growing international footprint.

Previous wording

Total clients decreased by 68 thousand, or 18%, as of June 30, 2024 as compared to June 30, 2023. The primary driver of the decrease in total clients was the secular decline in the print media business combined with increasing competition in the digital media space, partially offset by an increase in SaaS clients.

Current wording

Total clients decreased by 69 thousand, or 19%, as of September 30, 2024 as compared to September 30, 2023. The primary driver of the decrease in total clients was the secular decline in the print media business combined with increasing competition in the digital media space, partially offset by an increase in SaaS clients.

Previous wording

Monthly ARPU for Marketing Services decreased by $21, or 13%, for the three months ended June 30, 2024 compared to the three months ended June 30, 2023, anddecreased by $22, or 13%, for the six months ended June 30, 2024 compared to the six months ended June 30, 2023. The decrease in ARPU for these periods was related to reduced spend by clients on our print media offerings due to the secular decline of the industry, caused by the continuing shift of advertising spend to larger digital media audiences. This decrease in ARPU was further driven by an ongoing reduction of our resale of high-spend, low margin third-party local search and display services that were not hosted on our owned and operated platforms.

Current wording

Monthly ARPU for Marketing Services decreased by $29, or 19%, for the three months ended September 30, 2024 compared to the three months ended September 30, 2023, anddecreased by $24, or 15%, for the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023. The decrease in ARPU for these periods was related to reduced spend by clients on our print media offerings due to the secular decline of the industry, caused by the continuing shift of advertising spend to larger digital media audiences. This decrease in ARPU was further driven by an ongoing reduction of our resale of high-spend, low margin third-party local search and display services that were not hosted on our owned and operated platforms.

Previous wording

Monthly ARPU for SaaS decreased by $44, or 12%, during the three months ended June 30, 2024 compared to the three months ended June 30, 2023, anddecreased by$28, or 7%, for the six months ended June 30, 2024 compared to the six months ended June 30, 2023. The decrease in SaaS ARPU during the three months ended June 30, 2024 resulted from our strategic decision to accelerate the conversion of clients from digital Marketing Services solutions to SaaS solutions at a price lower than some of our SaaS products. The sale of our newer Marketing Center product to our SaaS clients offset a portion of the SaaS decline.

Current wording

Monthly ARPU for SaaS decreased by $58, or 16%, during the three months ended September 30, 2024 compared to the three months ended September 30, 2023, anddecreased by$40, or 11%, for the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023. The decrease in SaaS ARPU during the three months ended September 30, 2024 resulted from our strategic decision to accelerate the conversion of clients from digital Marketing Services solutions to SaaS solutions at a price lower than some of our SaaS products. The sale of our newer Marketing Center product to our SaaS clients offset a portion of the SaaS decline.

Previous wording

Revenue decreased by $27.3 million, or 10.9%, for the three months ended June 30, 2024 compared to the three months ended June 30, 2023. The decrease was driven by a decrease in Thryv Marketing Services revenue of $42.7 million, partially offset by an increase in Thryv SaaS revenue of $15.3 million.

Current wording

Revenue decreased by $4.0 million, or 2.2%, for the three months ended September 30, 2024 compared to the three months ended September 30, 2023. The decrease was driven by a decrease in Thryv Marketing Services revenue of $23.7 million, partially offset by an increase in Thryv SaaS revenue of $19.7 million.

Previous wording

Print revenue decreased by $3.9 million, or 4.5%, for the three months ended June 30, 2024 compared to the three months ended June 30, 2023. This decrease in Print revenue was primarily driven by the impact of publication timing differences of our U.S directories, as a result of our Print agreements having greater than 12 month terms, as well as the continued secular decline in U.S. and international industry demand for Print services.

Current wording

Print revenue increased by $22.0 million, or 98.8%, for the three months ended September 30, 2024 compared to the three months ended September 30, 2023. This increase in Print revenue was primarily driven by the impact of publication timing differences of our U.S directories, as a result of our Print agreements having greater than 12 month terms. This increase was partially offset by the continued secular decline in U.S. and international industry demand for Print services.

Previous wording

Print revenue is recognized upon delivery of the published directories. Individual published directories have different publication cycles, with a typical lifecycle of 18 months for U.S. directories. As a result of recognizing revenue upon delivery, we typically record revenue for each published U.S. directory only once every 18 months, depending on the publication cycle of the individual published directory, which does not make comparing quarterly revenue year-over-year fully representative of actual demand trends due to timing of publication cycles. The Company recognized revenue for more published directories during the three months ended June 30, 2024 compared to the three months ended June 30, 2023. This increase in published directories was more than offset by the secular decline in industry demand for Print services, resulting in an overall 33% decline in revenue for the quarter when comparing on a publication-by-publication basis.

Current wording

Print revenue is recognized upon delivery of the published directories. Individual published directories have different publication cycles, with a typical lifecycle of 18 months for U.S. directories. As a result of recognizing revenue upon delivery, we typically record revenue for each published U.S. directory only once every 18 months, depending on the publication cycle of the individual published directory, which does not make comparing quarterly revenue year-over-year fully representative of actual demand trends due to timing of publication cycles. The Company recognized revenue for more published directories during the three months ended September 30, 2024 compared to the three months ended September 30, 2023. This increase in published directories was partially offset by the secular decline in industry demand for Print services, resulting in an overall 24% decline in revenue for the quarter when comparing on a publication-by-publication basis.

Previous wording

Digital revenue decreased by $38.8 million, or 37.9%, for the three months ended June 30, 2024 compared to the three months ended June 30, 2023. The decrease was primarily driven by a continued trending decline in the Company’s Marketing Services client base and significant competition in the consumer search and display space, particularly from large, well-capitalized businesses such as Google, Yelp and Facebook. Digital revenue further decreased as a result of the Company’s strategic decision during the fourth quarter of 2023 to accelerate the upgrade of clients from its digital Marketing Services solutions to its SaaS solutions.

Current wording

Digital revenue decreased by $45.6 million, or 48.4%, for the three months ended September 30, 2024 compared to the three months ended September 30, 2023. The decrease was primarily driven by the Company’s strategic decision during the fourth quarter of 2023 to accelerate the upgrade of clients from its digital Marketing Services solutions to its SaaS solutions. Digital revenue further decreased due to a continued trending decline in the Company’s Marketing Services client base and significant competition in the consumer search and display space, particularly from large, well-capitalized businesses such as Google, Yelp and Facebook.

Previous wording

Thryv SaaS revenue increased by $15.3 million, or 24.6%, for the three months ended June 30, 2024 compared to the three months ended June 30, 2023. The increase was driven by increased demand for our Thryv SaaS solutions as SMBs accelerate their move away from manual processes and towards cloud platforms to more efficiently manage and grow their businesses, and by our success in re-focusing our go-to-market and onboarding strategy to target higher value clients. SaaS revenue also increased as a result of the Company’s strategic decision during the fourth quarter of 2023 to accelerate the conversion of clients from its digital Marketing Services solutions to its SaaS solutions.

Current wording

Thryv SaaS revenue increased by $19.7 million, or 29.2%, for the three months ended September 30, 2024 compared to the three months ended September 30, 2023. The increase was primarily driven by the Company’s strategic decision during the fourth quarter of 2023 to accelerate the conversion of clients from its digital Marketing Services solutions to its SaaS solutions. SaaS revenue also increased as a result of increased demand for our Thryv SaaS solutions as SMBs accelerate their move away from manual processes and towards cloud platforms to more efficiently manage and grow their businesses, and by our success in re-focusing our go-to-market and onboarding strategy to target higher value clients.

Previous wording

Cost of services decreased by $15.8 million, or 17.3%, for the three months ended June 30, 2024 compared to the three months ended June 30, 2023. This decrease was primarily driven by the corresponding decline in revenue and strategic cost saving initiatives. Specifically, we reduced printing, distribution, digital and fulfillment costs by $7.3 million, contract services by $3.4 million, software expense by $1.7 million, and employee-related expenses by $1.3 million. Additionally, depreciation and amortization expense decreased by $1.8 million, driven by the accelerated amortization method used by the Company.

Current wording

Cost of services decreased by $12.3 million, or 15.3%, for the three months ended September 30, 2024 compared to the three months ended September 30, 2023. This decrease was primarily driven by the corresponding decline in revenue and strategic cost saving initiatives. Specifically, we reduced printing, distribution, digital and fulfillment costs by $3.6 million, contract services by $2.5 million, employee-related expenses by $2.3 million, and software expense by $1.3 million.

Previous wording

Gross profit decreased by $12.7 million, or 4.0%, for the six months ended June 30, 2024 compared to the six months ended June 30, 2023. Our gross margin increased by 260 basis points to 66.0% for the six months ended June 30, 2024 compared to 63.4% for the six months ended June 30, 2023. The decrease in Gross profit was primarily due to a decrease in Marketing Services revenue, partially offset by an increase in SaaS revenue and a decrease in cost of services as a result of decline in revenue and strategic cost saving initiatives.

Current wording

Gross profit increased by $8.3 million, or 8.0%, for the three months ended September 30, 2024 compared to the three months ended September 30, 2023. Our gross margin also increased by 590 basis points to 62.3% for the three months ended September 30, 2024 compared to 56.4% for the three months ended September 30, 2023. This increase was primarily due to an increase in sales of our higher margin SaaS solutions and the reduction of our resale of high-spend, low margin third-party local search and display services that were not hosted on our owned and operated platforms. Additionally, the increase was due to a decrease in cost of services as a result of the decline in revenue and strategic cost saving initiatives.

Previous wording

Sales and marketing expense decreased by $10.3 million, or 13.6%, for the three months ended June 30, 2024 compared to the three months ended June 30, 2023. The decrease was primarily attributable to a decrease in employee-related costs and contract services expense of$4.7 million due to strategic cost-saving initiatives, a decrease in sales commissions of$3.4 million due to new sales commissions plans and revised targets and a decrease in advertising expenses of$0.9 million.

Current wording

Sales and marketing expense decreased by $8.3 million, or 11.1%, for the three months ended September 30, 2024 compared to the three months ended September 30, 2023. The decrease was primarily attributable to a decrease in employee-related costs of $1.8 million and a decrease in contract services expense of $1.8 million due to strategic cost-saving initiatives, a decrease in advertising expenses of $1.7 million, a decrease in stock-based compensation expense of $0.8 million, and a decrease in sales commissions of $0.7 million due to new sales commissions plans and revised targets. Additionally, depreciation and amortization expense decreased $1.2 million due to the accelerated amortization method used by the Company.

Previous wording

Interest expense decreased by $4.1 million, or 25.3%, for the three months ended June 30, 2024 compared to the three months ended June 30, 2023, driven primarily by the lower outstanding debt balances resulting from the New Term Loan and New ABL Facility as well as lower interest rates on our New Term Loan and New ABL Facility.

Current wording

Interest expense decreased by $3.6 million, or 23.9%, for the three months ended September 30, 2024 compared to the three months ended September 30, 2023, driven primarily by lower outstanding debt balances as well as lower interest rates.

Previous wording

Other components of net periodic pension cost decreased by $0.3 million for the three months ended June 30, 2024. This decrease was primarily due a decrease of$2.6 million in interest cost, due to lower interest rates, partially offset by a settlement gain of$0.4 million and a remeasurement gain of $1.3 million that was recorded during thethree months ended June 30, 2023. No settlement gain or remeasurement gain was recorded during the three months ended June 30, 2024.

Current wording

Other components of net periodic pension cost decreased by $0.3 million for the three months ended September 30, 2024. This decrease was primarily due a decrease of$0.3 million in interest cost, due to lower interest rates. No settlement gain or remeasurement gain was recorded during the three months ended September 30, 2024.

Previous wording

Other expense increased by $5.4 million for the three months ended June 30, 2024. This increase was primarily due to a loss on extinguishment of debt of $6.6 million recorded during the three months ended June 30, 2024, partially offset by an increase in foreign-currency related gain of $1.2 million.

Current wording

Other income (expense) increased by $1.1 million for the three months ended September 30, 2024. This increase was primarily due to an increase in foreign-currency related gain of $0.2 million during the three months ended September 30, 2024 compared to a foreign-currency related loss of $0.9 million during the three months ended September 30, 2023.

Previous wording

The Company's effective tax rate (“ETR”) was 54.4% and (27.3%) for the three months ended June 30, 2024 and 2023, respectively. The Company's ETR differs from the U.S. statutory rate of 21% primarily due to permanent differences including state taxes, non-deductible executive compensation, non-U.S. taxing jurisdictions, tax credits, change in valuation allowance due to expiring net operating losses, and the discrete impact of the debt refinancing discussed in Note 8, Debt Obligations.

Current wording

The Company's effective tax rate (“ETR”) was 5.3% and 27.5% for the three months ended September 30, 2024 and 2023, respectively. The Company's ETR differs from the U.S. Federal statutory rate of 21% primarily due to permanent differences including state taxes, non-deductible executive compensation, non-U.S. taxing jurisdictions, tax credits, change in valuation allowance due to expiring net operating losses, and the discrete impact of interest accrual on uncertain tax positions, goodwill impairment as further discussed in Note 5, Goodwill and Intangible Assets, and the debt refinancing discussed in Note 8, Debt Obligations.

Previous wording

Adjusted EBITDA decreased by $14.5 million, or 11.3%, for the six months ended June 30, 2024 compared to the six months ended June 30, 2023. The decrease in Adjusted EBITDA was primarily driven by the secular decline in our Thryv Marketing Services segment. The decrease was partially offset by the growth in our Thryv SaaS segment. See “Non-GAAP Financial Measures” for a definition of Adjusted EBITDA and a reconciliation to Net income, the most directly comparable measure presented in accordance with GAAP.

Current wording

Adjusted EBITDA increased by $12.3 million, or 167.7%, for the three months ended September 30, 2024 compared to the three months ended September 30, 2023. The increase in Adjusted EBITDA was primarily driven by the increase in sales of our higher margin SaaS solutions. The increase was partially offset by the secular decline in our Thryv Marketing Services segment. See “Non-GAAP Financial Measures” for a definition of Adjusted EBITDA and a reconciliation to Net income (loss), the most directly comparable measure presented in accordance with GAAP.

Previous wording

Comparison of the Six Months Ended June 30, 2024 to the Six Months Ended June 30, 2023

Current wording

Comparison of the Nine Months Ended September 30, 2024 to the Nine Months Ended September 30, 2023

Previous wording

Revenue decreased by $39.3 million, or 7.9%, for the six months ended June 30, 2024 compared to the six months ended June 30, 2023. The decrease was driven by a decrease in Thryv Marketing Services revenue of $69.0 million partially offset by an increase in Thryv U.S. SaaS revenue of $29.7 million.

Current wording

Revenue decreased by $43.2 million, or 6.4%, for the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023. The decrease was driven by a decrease in Thryv Marketing Services revenue of $92.7 million partially offset by an increase in Thryv U.S. SaaS revenue of $49.4 million.

Previous wording

Print revenue increased by $3.4 million, or 2.1%, for the six months ended June 30, 2024 compared to the six months ended June 30, 2023. This increase in Print revenue was primarily driven by the impact of publication timing differences, as a result of our Print agreements having greater than 12 month terms, and the continued secular decline in industry demand for Print services, which is partially offset by increasing the terms of our new Print publications from 15 months to 18 months.

Current wording

Print revenue increased by $25.4 million, or 13.6%, for the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023. This increase in Print revenue was primarily driven by the impact of publication timing differences, as a result of our Print agreements having greater than 12 month terms. This increase was partially offset by the continued secular decline in U.S. and international industry demand for Print services.

Previous wording

Print revenue is recognized upon delivery of the published directories. Individual published directories have different publication cycles, with a typical lifecycle of 18 months for U.S. directories. As a result of recognizing revenue upon delivery, we typically record revenue for each published U.S. directory only once every 18 months, depending on the publication cycle of the individual published directory, which does not make comparing revenue year-over-year fully representative of actual demand trends due to timing of publication cycles. The Company recognized revenue for more published directories during the six months ended June 30, 2024 compared to the six months ended June 30, 2023. This increase in published directories was partially offset the secular decline in industry demand for Print services, resulting in an overall 32% decline in revenue for the six months ended June 30, 2024 when comparing on a publication-by-publication basis.

Current wording

Print revenue is recognized upon delivery of the published directories. Individual published directories have different publication cycles, with a typical lifecycle of 18 months for U.S. directories. As a result of recognizing revenue upon delivery, we typically record revenue for each published U.S. directory only once every 18 months, depending on the publication cycle of the individual published directory, which does not make comparing revenue year-over-year fully representative of actual demand trends due to timing of publication cycles. The Company recognized revenue for more published directories during the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023. This increase in published directories was partially offset the secular decline in industry demand for Print services, resulting in an overall 30% decline in revenue for the nine months ended September 30, 2024 when comparing on a publication-by-publication basis.

Previous wording

Digital revenue decreased by $72.4 million, or 34.4%, for the six months ended June 30, 2024 compared to the six months ended June 30, 2023. The decrease was primarily driven by a continued trending decline in the Company’s Marketing Services client base and significant competition in the consumer search and display space, particularly from large, well-capitalized businesses such as Google, Yelp and Facebook. Digital revenue further decreased as a result of the Company’s strategic decision during the fourth quarter of 2023 to accelerate the upgrade of clients from its digital Marketing Services solutions to its SaaS solutions.

Current wording

Digital revenue decreased by $118.0 million, or 38.7%, for the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023. The decrease was primarily driven by the Company’s strategic decision during the fourth quarter of 2023 to accelerate the upgrade of clients from its digital Marketing Services solutions to its SaaS solutions. Digital revenue further decreased due to a continued trending decline in the Company’s Marketing Services client base and significant competition in the consumer search and display space, particularly from large, well-capitalized businesses such as Google, Yelp and Facebook.

Previous wording

Thryv SaaS revenue increased by $29.7 million, or 24.3%, for the six months ended June 30, 2024 compared to the six months ended June 30, 2023. The increase was driven by increased demand for our Thryv SaaS solutions as SMBs accelerate their move away from manual processes and towards cloud platforms to more efficiently manage and grow their businesses, and by our success in re-focusing our go-to-market and onboarding strategy to target higher value clients. SaaS revenue also increased as a result of the Company’s strategic decision during the fourth quarter of 2023 to accelerate the conversion of clients from its digital Marketing Services solutions to its SaaS solutions.

Current wording

Thryv SaaS revenue increased by $49.4 million, or 26.0%, for the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023. The increase was primarily driven by the Company’s strategic decision during the fourth quarter of 2023 to accelerate the conversion of clients from its digital Marketing Services solutions to its SaaS solutions. SaaS revenue also increased as a result of increased demand for our Thryv SaaS solutions as SMBs accelerate their move away from manual processes and towards cloud platforms to more efficiently manage and grow their businesses, and by our success in re-focusing our go-to-market and onboarding strategy to target higher value clients.

Previous wording

Cost of services decreased by $26.6 million, or 14.6%, for the six months ended June 30, 2024 compared to the six months ended June 30, 2023. This decrease was primarily driven by the corresponding decline in revenue and strategic cost saving initiatives. Specifically, we reduced printing, distribution and digital fulfillment support costs by $12.1 million, contract services by $6.5 million, employee-related expenses by $2.4 million and software expense by $2.2 million. Additionally, depreciation and amortization expense decreased $3.0 million due to the accelerated amortization method used by the Company.

Current wording

Cost of services decreased by $38.9 million, or 14.8%, for the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023. This decrease was primarily driven by the corresponding decline in revenue and strategic cost saving initiatives. Specifically, we reduced printing, distribution and digital fulfillment support costs by $15.8 million, contract services by $8.5 million, employee-related expenses by $4.7 million and software expense by $3.5 million. Additionally, depreciation and amortization expense decreased $5.1 million due to the accelerated amortization method used by the Company.

Previous wording

Gross profit decreased by $11.5 million, or 7.2%, for the three months ended June 30, 2024 compared to the three months ended June 30, 2023. The decrease in Gross profit was primarily due to a decrease in Marketing Services revenue, partially offset by an increase in SaaS revenue and a decrease in cost of services as a result of the decline in revenue and strategic cost saving initiatives. Our gross margin increased by 260 basis points to 66.3% for the three months ended June 30, 2024 compared to 63.7% for the three months ended June 30, 2023. This increase was primarily due to an increase in sales of our higher margin SaaS solutions and the reduction of our resale of high-spend, low margin third-party local search and display services that were not hosted on our owned and operated platforms.

Current wording

Gross profit decreased by $4.3 million, or 1.0%, for the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023. The decrease in Gross profit was primarily due to a decrease in Marketing Services revenue, partially offset by an increase in SaaS revenue and a decrease in cost of services as a result of decline in revenue and strategic cost saving initiatives. Our gross margin increased by 350 basis points to 65.0% for the nine months ended September 30, 2024 compared to 61.5% for the nine months ended September 30, 2023. This increase was primarily due to an increase in sales of our higher margin SaaS solutions and the reduction of our resale of high-spend, low margin third-party local search and display services that were not hosted on our owned and operated platforms.

Previous wording

Sales and marketing expense decreased by $16.5 million, or 10.9%, for the six months ended June 30, 2024 compared to the six months ended June 30, 2023. The decrease was primarily attributable to a decrease in employee-related costs and contract services expense of $7.5 million due to strategic cost-saving initiatives, a decrease in sales commissions of $4.5 million due to new sales commissions plans and revised targets, a decrease in stock-based compensation of $2.3 million and a decrease in advertising expenses of $1.0 million.

Current wording

Sales and marketing expense decreased by $24.8 million, or 10.9%, for the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023. The decrease was primarily attributable to a decrease in employee-related costs and contract services expense of $11.7 million due to strategic cost-saving initiatives, a decrease in sales commissions of $5.3 million due to new sales commissions plans and revised targets, a decrease in stock based compensation expense of $3.0 million, and a decrease in advertising expenses of $2.7 million. Additionally, depreciation and amortization expense decreased $1.9 million due to the accelerated amortization method used by the Company.

Previous wording

General and administrative expense increased by $2.9 million, or 2.8%, for the six months ended June 30, 2024 compared to the six months ended June 30, 2023. The increase was primarily attributable to an increase in employee-related costs of $3.4 million, an increase in severance expense of $3.2 million, an increase in stock-based compensation of $2.7 million, an increase in third-party fees associated with our debt refinancing of $2.0 million, and an increase in bad debt expense of $1.7 million. The increase was partially offset by the absence of a $10.7 million loss on settlement of indemnification asset that was recorded during the six months ended June 30, 2023.

Current wording

General and administrative expense increased by $5.6 million, or 3.7%, for the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023. The increase was primarily attributable to an increase in stock-based compensation expense of $4.0 million, an increase in employee-related costs of $3.0 million, an increase in severance expense of $3.5 million, an increase in third-party fees associated with our debt refinancing of $2.0 million, an increase in bad debt expense of $1.9 million, an increase in transaction costs of $1.3 million related to the Keap acquisition, and an increase in contract services expense of $0.9 million. The increase was partially offset by the absence of a $10.7 million loss on settlement of indemnification asset that was recorded during the nine months ended September 30, 2023.

Previous wording

Interest expense decreased by $7.2 million, or 22.1%, for the six months ended June 30, 2024 compared to the six months ended June 30, 2023, driven primarily by the lower outstanding debt balances resulting from our New Term Loan, Term Loan and New ABL Facility, as well as lower interest rates on our New Term Loan and New ABL Facility.

Current wording

Interest expense decreased by $10.9 million, or 22.7%, for the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023, driven primarily by lower outstanding debt balances, as well as lower interest rates.

Previous wording

Other components of net periodic pension cost increasedby$1.2 million for the six months ended June 30, 2024. This increase was primarily due to the absence of a settlement gain of $0.4 million and a remeasurement gain of $1.3 million that was recorded during the six months ended June 30, 2023. No settlement gain or remeasurement gain was recorded during thesix months ended June 30, 2024.

Current wording

Other components of net periodic pension cost increasedby$0.9 million for the nine months ended September 30, 2024. This increase was primarily due to the absence of a settlement gain of $0.4 million and a remeasurement gain of $1.4 million that was recorded during the nine months ended September 30, 2023. No settlement gain or remeasurement gain was recorded during thenine months ended September 30, 2024. Additionally, the increase was due to a lower return on plan assets of$0.7 million. These increases were partially offset by lower interest cost of $1.6 million, due to lower interest rates.

Previous wording

Other expense increasedby$7.4 million for the six months ended June 30, 2024 compared to the six months ended June 30, 2023. The increase was primarily due to a loss on extinguishment of debt of$6.6 million recorded during thesix months ended June 30, 2024, as well as in increase in foreign-currency related loss of$0.8 million during the six months ended June 30, 2024 compared to thesix months ended June 30, 2023.

Current wording

Other expense increasedby$6.3 million for the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023. The increase was primarily due to a loss on extinguishment of debt of$6.6 million recorded during thenine months ended September 30, 2024. This increase was partially offset by a decrease in foreign-currency related loss of$0.3 million during the nine months ended September 30, 2024 compared to thenine months ended September 30, 2023.

Previous wording

The Company's effective tax rate (“ETR”) was 46.2% and 4.1% for the six months ended June 30, 2024 and 2023, respectively. The Company's ETR differs from the U.S. statutory rate of 21% primarily due to permanent differences including state taxes, non-deductible executive compensation, non-U.S. taxing jurisdictions, tax credits, change in valuation allowance due to expiring net operating losses, andthe discrete impact of the debt refinancing discussed in Note 8, Debt Obligations.

Current wording

The Company's effective tax rate (“ETR”) was(8.8%) and 83.9% for the nine months ended September 30, 2024 and 2023, respectively. The Company's ETR differs from the U.S. Federal statutory rate of 21% primarily due to permanent differences including state taxes, non-deductible executive compensation, non-U.S. taxing jurisdictions, tax credits, change in valuation allowance due to expiring net operating losses, andthe discrete impact of interest accrual on uncertain tax positions, goodwill impairment as further discussed in Note 5, Goodwill and Intangible Assets, and the debt refinancing discussed in Note 8, Debt Obligations.

Showing the first 40 of 50 pairs. Open the source sections for the rest.

Rearranged current paragraphs (1)

Current report — wording carried from elsewhere

Company's voting securities. As of September 30, 2024, 31.8% of the New Term Loan was held by a related party who was an equity holder of the Company as of that date.
Rearranged previous paragraphs (2)

Previous report — wording carried elsewhere

(1) Consolidated results of operations includes Yellow's results of operations subsequent to the April 3, 2023 acquisition date.

Previous report — wording carried elsewhere

General and administrative expense decreased by $1.9 million, or 3.5%, for the three months ended June 30, 2024 compared to the three months ended June 30, 2023. The decrease was primarily attributable to the absence of an $11.5 million loss on settlement of indemnification asset that was recorded during the three months ended June 30, 2023. The decrease was partially offset by an increase in employee-related costs of $2.8 million, an increase in third-party fees associated with our debt refinancing of $2.0 million, an increase in severance expense of $1.3 million, and an increase in stock-based compensation of $1.2 million.