Thryv Holdings, Inc.
For the period ended Sep 30, 2026. Filed Nov 9, 2026.
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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, 2026 · Filed Nov 9, 2026
THRY$1.28+8.9%Stored close · as of Nov 9, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-06-30; filed 2026-08-04.
0001556739-26-000040
Item 2. Management's Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-09-30; filed 2026-11-09.
0001556739-26-000052
Item 2. Management's Discussion and Analysis of Financial Condition and Results of OperationsThe 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 173 previous paragraphs and 179 current paragraphs.
91 unchanged; 50 reworded; 37 added; 32 removed; 0 previous and 1 current paragraphs rearranged.
Tables are not compared: 14 previous and 14 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 (37)
Current report
Print Divestiture
Current report
The Print Business' financial position and results of operations are presented as discontinued operations herein and comparable prior periods have been recast to reflect this change. Unless otherwise noted, all activities and amounts reported in this Quarterly Report relate to the Company's continuing operations and exclude activities and amounts related to the Print Business. See Note 2, Discontinued Operations to our consolidated financial statements included in Part I, Item 1 in this Quarterly Reportfor additional information.
Current report
Restructuring
Current report
During the three months ended June 30, 2026, the Company initiated an operational restructuring program designed to align its cost structure and operating model with its transition to a SaaS-focused business following the anticipated completion of the Print Transaction. The program is intended to improve organizational efficiency, simplify the Company's operating and technology infrastructure, and reduce ongoing operating costs. The program's primary actions include i) rightsizing the Company's workforce as the Company aligns its resources with its go-forward SaaS operations and product strategy, and ii) consolidating or terminating certain technology, service provider, and other contractual arrangements as the Company simplifies its technology footprint and operating infrastructure.
Current report
The Company expects the operational restructuring program to be substantially completed in 2027. Once fully implemented, these actions are expected to generate approximately $50.0 million to $55.0 million of gross annualized cost savings. The Company expects to realize the full annualized benefit of these actions beginning in 2028.
Current report
As of September 30, 2026, the Company has implemented a portion of the actions contemplated under the program, primarily related to workforce reductions. During thethree and nine months ended September 30, 2026, the Company incurred approximately $2.1 million and $5.2 million, respectively, of restructuring charges, which were recorded within General and administrative expense within the Consolidated Statements of Operations and Comprehensive (Loss) Income. The charges incurred through September 30, 2026 primarily consisted of employee severance and related benefit costs to be settled in cash.
Current report
The Company estimates that it will incur an additional $15.0 million to $20.0 million of restructuring costs through the expected completion of the program in 2027. The remaining costs are expected to primarily consist of employee severance and related benefit costs and costs associated with the termination or abandonment of contractual arrangements prior to the end of their contractual terms. The Company expects the majority of the remaining costs to result in cash expenditures through 2027. The timing and amount of the remaining charges may vary depending on the timing and execution of the planned restructuring actions.
Current report
The Print Transaction and operational restructuring activities are components of the Company's broader strategic transformation as we continue to simplify our business and focus our resources on our SaaS offerings and digital marketing solutions. We are continuing to evaluate our organizational structure, technology investments and cost base to better align our operations with this strategy.
Current report
The Print Businesswas historically reported within the Company's Marketing Services reportable segment. As a result of the classification of the Print Business as discontinued operations for all periods presented, the segment results have been recast to remove activity related to the Print Business.
Current report
SaaS clients decreased by 5 thousand, or 5%, as of September 30, 2026 as compared to September 30, 2025, due in part to a shift in the Company's sales strategy to place greater emphasis on deepening relationships with existing clients and increasing client spend through the adoption of additional products and services, rather than primarily focusing on new client acquisition. The decrease was partially offset by the conversion of our Digital marketing services products to our Thryv platform for clients.
Current report
Seasoned NRR decreased from 94% for thethree months ended September 30, 2025 to 89% for the three months ended September 30, 2026. The decrease was primarily attributable to higher revenue attrition from downgrades and cancellations among clients that had maintained a SaaS product for at least two years, which exceeded revenue growth from up-selling and cross-selling activities within this seasoned client base. In the third quarter of 2026, the Company refocused its product strategy on marketing-related offerings, including Marketing Center, the Thryv Growth Platform, and related add-on products, and reduced its emphasis on its broader end-to-end software offerings. Clients cancelled or downgraded certain products that are no longer being emphasized, which contributed to the decline in Seasoned NRR.
Current report
These impacts were partially offset by the conversion of marketing services products to the Thryv platform for clients that already had a SaaS product for at least two years. We continue to focus our sales efforts on deepening relationships with existing clients by increasing product adoption and client spend; however, during the three months ended September 30, 2026, these expansion activities were not sufficient to offset revenue lost from downgrades and cancellations within the seasoned client base.
Current report
(1) See “Non-GAAP Financial Measures” for a definition of Adjusted EBITDA and a reconciliation to Loss from continuing operations, the most directly comparable measure presented in accordance with GAAP.
Current report
Sales and marketing expense decreased by $10.9 million, or 19.6%, for the three months ended September 30, 2026 compared to the three months ended September 30, 2025. The decrease was primarily due to a decrease in employee-related expenses, including commissions expenses, of $8.6 million, a decrease in contract services expenses of $1.1 million, and a decrease in stock-based compensation expense of $0.8 million.
Current report
Research and development expense decreased by $2.3 million, or 21.7%, for the three months ended September 30, 2026 compared to the three months ended September 30, 2025. The decrease was primarily due to a decrease in employee-related expenses of $1.4 million and a decrease in contract services expenses of $0.7 million.
Current report
General and administrative expense decreased by $8.5 million, or 19.1%, for the three months ended September 30, 2026 compared to the three months ended September 30, 2025. The decrease was primarily attributable to a decrease in employee-related expenses of $4.2 million, a decrease in stock-based compensation expense of $1.0 million, a decrease in contract services expenses of $3.3 million, and a decrease in restructuring and integration expenses of $1.2 million.
Current report
Impairment Charges
Current report
Non-cash impairment charges of $94.8 million were recognized as a result of a goodwill impairment in our SaaS reporting unit during the three months ended September 30, 2026. No impairment charges were recorded during the three months ended September 30, 2025. See Note 5, Goodwill and Intangible Assets, to our consolidated financial statements included in Part I, Item 1 in this Quarterly Report for additional information.
Current report
Other income increased by less than $0.1 million for the three months ended September 30, 2026 due to an increase in foreign-currency related gain.
Current report
Income Tax Benefit
Current report
Loss from continuing operations was$116.0 million for the three months ended September 30, 2026 compared to$24.9 million for thethree months ended September 30, 2025. Adjusted EBITDA was $4.2 million for the three months ended September 30, 2026 compared to an Adjusted EBITDA loss of $4.6 million the three months ended September 30, 2025. The$8.8 million net increase in Adjusted EBITDA was primarily attributable to a decrease in costs outpacing the decreases in revenue. The decreased costs were primarily the result of costs savings initiatives. See “Non-GAAP Financial Measures” for a definition of Adjusted EBITDA and a reconciliation to Loss from continuing operations, the most directly comparable measure presented in accordance with GAAP.
Current report
(1) See “Non-GAAP Financial Measures” for a definition of Adjusted EBITDA and a reconciliation to Loss from continuing operations, the most directly comparable measure presented in accordance with GAAP.
Current report
Cost of services decreased by $8.6 million, or 5.6%, for the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025. This decrease was primarily driven by the corresponding decline in revenue and by strategic cost saving initiatives. Specifically, we reduced contract services expenses by $11.6 million. This decrease was partially offset by increases in traffic and fulfillment costs of $2.8 million and an increase in depreciation and amortization expense of $1.2 million due to increased capitalized software placed in service during the period.
Current report
Sales and marketing expense decreased by $31.3 million, or 18.6%, for the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025. The decrease was primarily due to a decrease in employee-related expenses, including sales commissions, of $23.6 million, a decrease in advertising and marketing expenses of $0.9 million, a decrease in contract services expenses of $1.5 million, a decrease in software expenses of $1.4 million, and a decrease in stock-based compensation expenses of $3.0 million.
Current report
Research and development expense decreased by $2.3 million, or 7.6%, for the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025, primarily due to decreases in employee-related expenses of $2.4 million.
Current report
Impairment Charges
Current report
Non-cash impairment charges of $94.8 million were recognized as a result of a goodwill impairment in our SaaS reporting unit during the nine months ended September 30, 2026. No impairment charges were recorded during the nine months ended September 30, 2025. See Note 5, Goodwill and Intangible Assets, to our consolidated financial statements included in Part I, Item 1 in this Quarterly Report for additional information.
Current report
Other Income
Current report
Other income decreased$1.9 million for thenine months ended September 30, 2026 due to a decrease in foreign-currency related gain.
Current report
Income Tax Benefit
Current report
Loss from continuing operations was$153.5 million for thenine months ended September 30, 2026 compared to$74.5 million for the nine months ended September 30, 2025. Adjusted EBITDA was $11.9 million for the nine months ended September 30, 2026 compared to an Adjusted EBITDA loss of $7.0 million for the nine months ended September 30, 2025. The net increase of $18.9 million in Adjusted EBITDA was primarily attributable to a decrease in costs outpacing the decreases in revenue. The decreased costs were primarily the result of costs savings initiatives. See “Non-GAAP Financial Measures” for a definition of Adjusted EBITDA and a reconciliation to Loss from continuing operations, the most directly comparable measure presented in accordance with GAAP.
Current report
As discussed in Note 1, Description of Business and Summary of Significant Accounting Policies, following the completion of the Print Transaction, absent a waiver or amendment, the Company forecasts that it will not be in compliance with its “Total Net Leverage Ratio” financial covenant under its Term Loan, which is tested as of the last day of each fiscal quarter, see Note 8, Debt Obligations. The forecasted non-compliance is a result of the Company’s Consolidated EBITDA, as defined under the Term Loan, being recast to exclude the historical results of the Print Business, as well as limitations on the amount of restructuring costs that may be added back in calculating Consolidated EBITDA. The Company expects that it would be in non-compliance as of its December 31, 2026 assessment.
Current report
Failure to comply with this covenant, absent a waiver or amendment, would constitute an event of default and would permit the lenders to declare the amounts outstanding under the Term Loan becoming immediately due and payable. While the Company believes it has sufficient cash, cash flow from operations, and available operational expense savings to fund its operations over the next 12 months, the Company does not currently forecast that it would have sufficient liquidity to repay its Term Loan in full if it became immediately due and payable during that period under the circumstances described above. This potential non-compliance with the financial covenant raises substantial doubt about the Company’s ability to continue as a going concern for the next 12 months from the date of issuance of these condensed consolidated financial statements.
Current report
While the Company is currently engaged in discussions with its lenders regarding such a waiver or amendment of this financial covenant, there can be no assurance that the Company’s lenders will agree to waive, modify and/or amend the Term Loan with respect to the financial covenant. The Company's ability to obtain such waiver requires approval from a majority of the debt holders, of which 40.0% is held by a related party. Because as of the date these condensed consolidated financial statements were issued the Company had not yet obtained the necessary waiver or amendment, management cannot conclude that it is probable that the plan will be effectively implemented and, therefore, management’s plans do not alleviate the substantial doubt regarding the Company’s ability to continue as a going concern.
Current report
Assuming the Company obtains the necessary waiver or amendment under the Term Loan and the amounts outstanding under the Term Loan do not become immediately due and payable as a result of the potential covenant non-compliance, we believe that expected cash flows from operations, available cash and cash equivalents, funds available under our ABL Facility prior to its expected termination, net proceeds from the Print Transaction, and available operational expense savings will be sufficient to operate our business for the next 12 months. In addition, the Company is also seeking to enter a new revolving credit facility to provide additional liquidity following the termination of the ABL Facility upon the closing of the Print Transaction.
Current report
Net cash from operating activities decreased by $1.7 million for the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025. The decrease was primarily due to a decrease in cash from discontinued operations as a result of the timing of accounts receivable collections. Net cash used in continuing operations decreased as a result of a decrease in use of working capital. Additionally, the Company incurred lower interest payments of $3.9 million as a result of lower debt balances and an income tax refund of $6.0 million during the nine months ended September 30, 2026, compared to an income tax payment of $4.4 million during the nine months ended September 30, 2025.
Current report
Upon the closing of the Print Transaction (see Note 1, Description of Business and Summary of Significant Accounting Policies), the Company will be required to repay the outstanding balance of the ABL Facility, and the ABL Facility will be terminated. As a result, the Company has classified the outstanding balance of the ABL Facility as a current liability on the Consolidated Balance Sheets as of September 30, 2026.
Removed paragraphs (32)
Previous report
Print Publication Cycle
Previous report
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 18 to 24-month publication cycles in the U.S., with the majority on a 24-month publication cycle. 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 report
SaaS clients decreased by 11 thousand, or 10%, as of June 30, 2026 as compared to June 30, 2025, due to the Company's sales strategy shifting to focus on growing the spend of existing clients with less emphasis on new SaaS client acquisition.
Previous report
Seasoned NRR decreased from 102% for thethree months ended June 30, 2025 to 90% for the three months ended June 30, 2026. The decrease in Seasoned NRR resulted primarily from a decrease in revenue associated with downgrades and cancellations by clients of SaaS products held for at least two years outpacing the combination of Thryv up-selling clients who had a SaaS product for at least two years, and Thryv's conversion of Marketing Services products for clients who, at the time of conversion, already had at least one SaaS product for at least two years.
Previous report
(1) 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
Revenue decreased by $59.7 million, or 28.4%, for the three months ended June 30, 2026 compared to the three months ended June 30, 2025. The decrease was driven by a decrease in Marketing Services revenue of $59.2 million and a decrease in SaaS revenue of $0.5 million.
Previous report
Marketing Services revenue decreased by $59.2 million, or 62.0%, for the three months ended June 30, 2026 compared to the three months ended June 30, 2025.
Previous report
Print revenue decreased by $42.1 million, or 62.8%, to $24.9 million for the three months ended June 30, 2026 compared to $67.0 million for the three months ended June 30, 2025. The decrease in Print revenue was primarily driven by the continued secular decline in U.S. and international industry demand for Print services, partially offset 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.
Previous report
Print revenue is recognized upon delivery of the published directories. Individual published directories have different publication cycles, with a typical lifecycle of 24 months for U.S. directories in 2026. As a result of recognizing revenue upon delivery, we typically record revenue for each published U.S. directory only once every 24 months, which does not make comparing revenue year-over-year fully representative of actual demand trends due to timing of publication cycles. Due to publication timing differences, the Company recognized revenue for fewer published directories during the three months ended June 30, 2026 compared to the three months ended June 30, 2025.
Previous report
During the fourth quarter of 2024, we began to transition our U.S. directories from 18-month publication cycles to 24-month publication cycles. On a publication-by-publication basis, the increase in average publication cycles from 18 months to 24 months results in an average revenue increase of 10% per directory published during the three months ended June 30, 2026 compared to the last time the directory was published. However, when adjusting the published directory’s revenue on a monthly basis, that is the published directory’s revenue divided by the number of months of the published lifecycle, the average revenue per published directory decreased by 26% compared to the last time the directory was published. The net impact on revenue per published directory was a 16% decline for the directories published during the three months ended June 30, 2026. This net decline per directory was the result of the secular decline in industry demand for Print services.
Previous report
Cost of services decreased by $7.7 million, or 12.0%, for the three months ended June 30, 2026 compared to the three months ended June 30, 2025. This decrease was primarily driven by a corresponding decline in revenue and by strategic cost saving initiatives. Specifically, printing and distribution costs decreased by $6.6 million as a result of lower Print revenue, contract services expense decreased by $3.7 million, and employee-related expenses decreased by $1.5 million. These decreases were partially offset by an increase in traffic expenses of $3.2 million.
Previous report
Sales and marketing expense decreased by $9.0 million, or 16.1%, for the three months ended June 30, 2026 compared to the three months ended June 30, 2025. The decrease was primarily attributable to a decrease in employee-related expenses of $4.6 million as a result of lower sales headcount, a decrease in sales commissions of $3.2 million, and a decrease in stock-based compensation expense of $1.0 million.
Previous report
Research and development expense decreased by $1.2 million, or 13.4%, for the three months ended June 30, 2026 compared to the three months ended June 30, 2025. This decrease was primarily attributable to a decrease in employee-related costs of $1.0 million.
Previous report
General and administrative expense decreased by $11.2 million, or 21.4%, for the three months ended June 30, 2026 compared to the three months ended June 30, 2025. This decrease was primarily attributable to a decrease in contract services of $6.3 million, a decrease in employee-related expenses of $3.3 million, a decrease in bad debt expense of $1.6 million, and a decrease in stock-based compensation expense of $2.3 million. These decreases were partially offset by an increase in severance expenses of $3.1 million.
Previous report
Other (Expense) Income
Previous report
Other expense for the three months ended June 30, 2026 was $0.4 million, compared to Other income of $2.6 million during thethree months ended June 30, 2025. This net change of$3.0 million was primarily the result of a foreign-currency related loss of $0.4 million during the three months ended June 30, 2026, compared to a foreign-currency related gain of $2.6 million during thethree months ended June 30, 2025.
Previous report
Income Tax Expense
Previous report
Adjusted EBITDA decreased by $30.4 million, or 59.4%, for the three months ended June 30, 2026 compared to the three months ended June 30, 2025. The decrease in Adjusted EBITDA was primarily attributable to our Marketing Services segment as a result of lower Print revenue, with the decline in revenue outpacing associated cost reductions. Additionally, Adjusted EBITDA in our SaaS segment decreased as a result of the conversion of lower margin Digital marketing services products to SaaS.
Previous report
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
(1) 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
Revenue decreased by $73.4 million, or 18.7%, for the six months ended June 30, 2026 compared to the six months ended June 30, 2025. The decrease was driven by a decrease in Marketing Services revenue of $78.5 million partially offset by an increase in SaaS revenue of $5.1 million.
Previous report
Marketing Services revenue decreased by $78.5 million, or 47.4%, for the six months ended June 30, 2026 compared to the six months ended June 30, 2025.
Previous report
Print revenue decreased by $46.2 million, or 44.1%, for the six months ended June 30, 2026 compared to the six months ended June 30, 2025. This decrease 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, as well as the continued secular decline in U.S. and international industry demand for Print services.
Previous report
Print revenue is recognized upon delivery of the published directories. Individual published directories have different publication cycles, with a typical lifecycle of 24 months for U.S. directories in 2026. During the fourth quarter of 2024, we began to transition from 18-month publication cycles to 24-month publication cycles 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 24 months, which does not make comparing revenue year-over-year fully representative of actual demand trends due to timing of publication cycles. Due to publication timing differences, the Company recognized revenue for fewer published directories during the six months ended June 30, 2026 compared to the six months ended June 30, 2025.
Previous report
On a publication-by-publication basis, the increase in average publication cycles from 18 months to 24 months results in an average revenue increase of 18% per published directory compared to the last time the directory was published. However, when adjusting the published directory’s revenue on a monthly basis, that is the published directory’s revenue divided by the number of months of the published lifecycle, the average revenue per published directory decreased by 32% compared to the last time the directory was published. The net impact on revenue per published directory was a 14% decline for the directories published during thesix months ended June 30, 2026. This net decline per directory was the result of the secular decline in industry demand for Print services.
Previous report
Sales and marketing expense decreased by $20.9 million, or 18.0%, for the six months ended June 30, 2026 compared to the six months ended June 30, 2025. The decrease was primarily attributable to a decrease in employee-related expenses of $7.8 million as a result of lower sales headcount, a decrease in sales commissions of $7.6 million, and a decrease in stock-based compensation of $2.2 million.
Previous report
Research and development expense increased by $0.1 million, or 0.4%, for the six months ended June 30, 2026 compared to the six months ended June 30, 2025.
Previous report
Other income decreased by$2.0 million for thesix months ended June 30, 2026, driven primarily due to lower foreign-currency related gains.
Previous report
Income Tax Expense
Previous report
Adjusted EBITDA decreased by $27.2 million, or 37.8%, for the six months ended June 30, 2026 compared to the six months ended June 30, 2025. The decrease in Adjusted EBITDA was primarily attributable to our Marketing Services segment as a result of lower Print revenue. Additionally, Adjusted EBITDA in our SaaS segment decreased as a result of the conversion of lower margin Digital marketing services products to SaaS products.
Previous report
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
Net cash from operating activities increased by $8.3 million for the six months ended June 30, 2026 compared to the six months ended June 30, 2025. The increase was primarily driven by positive working capital movements, most notably in accounts receivable, prepaid expenses and other assets, and other liabilities. Additionally, the Company received a $4.0 million income tax refund during the six months ended June 30, 2026, compared to a $3.4 million income tax payment during the six months ended June 30, 2025, representing a $7.3 million favorable change in cash taxes. Additionally, cash paid for interest decreased from $16.5 million in 2025 to $13.4 million in 2026, a $3.0 million reduction driven by lower outstanding debt balances.
Reworded paragraphs (50)
Previous wording
We serve approximately 215,000 SMB clients globally through two business segments: SaaS and Marketing Services.
Current wording
We serve approximately 110,000 SMB clients globally through two business segments: SaaS and Marketing Services.
Previous wording
During the year ended December 31, 2024, we made a strategic decision to terminate our Marketing Services solutions by the end of 2028.
Current wording
During the year ended December 31, 2023, the Company made the strategic decision to exit its Marketing Services business by the end of 2028 as part of its plan to fully transition into a SaaS-driven business model. In connection with this strategy, on September 12, 2026, Thryv, Inc., a wholly-owned subsidiary of the Company, entered into an Asset Purchase Agreement (the “Purchase Agreement”) with Coldwater YP, LLC (the “Purchaser”), an affiliate of Carolwood, L.P., pursuant to which the Company has agreed to sell the assets of its print Yellow Pages and print White Pages directories in the United States, Australia and New Zealand, the digital editions of those print directories, and Australia White Pages online (collectively, the “Print Business”) for a cash purchase price of $142.0 million, subject to customary purchase price adjustments (the “Print Transaction”). The Company’s Internet Yellow Pages and other online properties were not included in the Print Transaction. The Print Transaction is expected to close in the fourth quarter of 2026, subject to certain closing conditions. The Company expects to use the net proceeds of the sale (i) to repay and terminate its ABL Facility, (ii) to pay $34.3 million in accrued tax liabilities and (iii) repay a portion of its Term Loan. Additionally, the Print Transaction enables the Company to continue to implement the previously announced operational restructuring activities aimed at improving efficiency and decreasing costs.
Previous wording
Our SaaS segment generated$114.5 million and$115.0 million of consolidated revenue for the three months ended June 30, 2026 and 2025, respectively, and$231.2 million and$226.1 million of consolidated revenue for the six months ended June 30, 2026 and 2025, respectively.
Current wording
Our SaaS segment generated$112.0 million and$115.9 million of consolidated revenue for the three months ended September 30, 2026 and 2025, respectively, and$343.2 million and$342.0 million of consolidated revenue for the nine months ended September 30, 2026 and 2025, respectively.
Previous wording
Our Marketing Services segment provides both print and digital solutions and generated $36.2 million and $95.5 million of consolidated revenue for the three months ended June 30, 2026 and 2025, respectively, and $87.2 million and$165.7 million of consolidated revenue for thesix months ended June 30, 2026 and 2025, respectively.
Current wording
Our Marketing Services segment consists of our digital marketing solutions described below and generated $6.9 million and $21.5 million of consolidated revenue for the three months ended September 30, 2026 and 2025, respectively, and $33.0 million and$79.2 million of consolidated revenue for thenine months ended September 30, 2026 and 2025, respectively.
Previous wording
Our Marketing Services offerings include our owned and operated Print Yellow Pages, which carry the “The Real Yellow Pages” tagline, our proprietary Internet Yellow Pages, known by the Yellowpages.com, Superpages.com, and Dexknows.com URLs. Our Search Engine Marketing solutions deliver business leads through increased traffic to clients’ websites from major engines and directories by increasing visibility and search engine results pages through paid advertising. Additionally, we offer other digital media solutions including online display and social advertising and search engine optimization tools.
Current wording
Our Marketing Services offerings include our proprietary Internet Yellow Pages, known by the Yellowpages.com, Superpages.com, and Dexknows.com URLs. Our Search Engine Marketing solutions deliver business leads through increased traffic to clients’ websites from major engines and directories by increasing visibility and search engine results pages through paid advertising. Additionally, we offer other digital media solutions including online display and social advertising and search engine optimization tools.
Previous wording
During the twelve months ended June 30, 2026, we converted approximately 11,000 clients with Digital marketing services products to our Thryv Platform who were not already SaaS clients at the time of conversion. As of June 30, 2026, approximately 9,000 of these clients remained as SaaS clients. The conversion of these Marketing Services clients increased SaaS revenue by $5.0 million and $7.6 million during the three and six months ended June 30, 2026, respectively.
Current wording
During the 12 months ended September 30, 2026, we converted approximately 16,000 clients with Digital marketing services products to our Thryv platform who were not already SaaS clients at the time of conversion. As of September 30, 2026, approximately 14,000 of these clients remained as SaaS clients. The conversion of these Marketing Services clients increased SaaS revenue by $5.5 million and $11.7 million during the three and nine months ended September 30, 2026, respectively.
Previous wording
Additionally, during the twelve months ended June 30, 2026, we converted Digital marketing services products to our Thryv Platform for approximately 4,000 clients who already had at least one SaaS product in our Thryv Platform at the time of conversion. The conversion of these Marketing Services clients increased SaaS revenue by $1.8 million and $3.2 million during the three and six months ended June 30, 2026, respectively.
Current wording
Additionally, during the 12 months ended September 30, 2026, we converted Digital marketing services products to our Thryv platform for approximately 6,000 clients who already had at least one SaaS product in our Thryv platform at the time of conversion. The conversion of these Marketing Services clients increased SaaS revenue by $1.9 million and $4.7 million during the three and nine months ended September 30, 2026, respectively.
Previous wording
The conversion of Marketing Services products for clients who were not already SaaS clients at the time of conversion decreases the number of clients in the Marketing Services segment and increases the number of clients in the SaaS segment. The conversion of products for Marketing Services clients (whether or not those clients had SaaS solutions prior to the conversion) decreases the revenue of the Marketing Services segment and increases the revenue of the SaaS segment. While we believe the conversions initiated for clients by Thryv provide valuable upgrades from Digital marketing services to our Thryv Platform and that converted clients are likely to subscribe to additional features of the Thryv Platform in the future, Thryv's conversion of products for these clients outside of the traditional sales process could result in these clients cancelling their services with us (known as “churn”) at a materially higher rate than the other clients in our SaaS segment. During the six months ended June 30, 2026, the churn of clients converted by Thryv from our Digital marketing services solutions to our Thryv Platform was in line with the churn from the other clients in our SaaS segment.
Current wording
The conversion of Marketing Services products for clients who were not already SaaS clients at the time of conversion decreases the number of clients in the Marketing Services segment and increases the number of clients in the SaaS segment. The conversion of products for Marketing Services clients (whether or not those clients had SaaS solutions prior to the conversion) decreases the revenue of the Marketing Services segment and increases the revenue of the SaaS segment. While we believe the conversions initiated for clients by Thryv provide valuable upgrades from Digital marketing services to our Thryv platform and that converted clients are likely to subscribe to additional features of the Thryv platform in the future, Thryv's conversion of products for these clients outside of the traditional sales process could result in these clients cancelling their services with us (known as “churn”) at a materially higher rate than the other clients in our SaaS segment. During the nine months ended September 30, 2026, the churn of clients converted by Thryv from our Digital marketing services solutions to our Thryv platform was in line with the churn from the other clients in our SaaS segment.
Previous wording
We plan to continue to develop and grow a profitable SaaS segment to better help SMBs manage their businesses, while also maintaining strong profitability within our Marketing Services segment. As a result, our SaaS segment has been able to achieve profitable growth. We will continue to improve our SaaS solutions by analyzing user behavior, expanding features, improving usability, enhancing our onboarding services and customer support and making version updates available to SMBs. We believe these initiatives will ultimately drive revenue growth; however, such improvements will also lead to increased operating expenses.
Current wording
We intend to continue to develop and grow a profitable SaaS segment to better help SMBs manage their businesses, while maintaining strong profitability within our Marketing Services segment. As a result, SaaS has been able to achieve profitable growth. We will continue to improve our SaaS solutions by analyzing user behavior, expanding features, improving usability, enhancing our onboarding services and customer support and making version updates available to SMBs. We believe these initiatives will ultimately drive revenue growth; however, such improvements will also increase our operating expenses.
Previous wording
We define total clients as the number of SMB accounts with one or more revenue-generating solutions in a particular period. For quarter- and year-ending periods, total clients from the last month in the period are reported. A single client may have separate revenue-generating accounts for multiple Marketing Services solutions or SaaS offerings, but we count these as one client when the accounts are managed by the same business entity or individual. Although infrequent, where a single organization has multiple subsidiaries, divisions, or segments, each business entity that is invoiced by us is treated as a separate client. We believe that the number of total clients is an indicator of our market penetration and potential future business opportunities. We view the mix between Marketing Services clients and SaaS clients as an indicator of potential future opportunities to offer our SaaS solutions to our Marketing Services clients.
Current wording
We define total clients as the number of SMB accounts with one or more revenue-generating solutions in a particular period. For quarter- and year-ending periods, total clients from the last month in the period are reported. A single client may have separate revenue-generating accounts for multiple Marketing Services solutions or SaaS offerings, but we count these as one client when the accounts are managed by the same business entity or individual. Although infrequent, where a single organization has multiple subsidiaries, divisions, or segments, each business entity that is invoiced by us is treated as a separate client. We believe that the number of total clients is an indicator of our market penetration and potential future business opportunities. We view the mix between Marketing Services clients and SaaS clients as an indicator of potential future opportunities to offer our SaaS solutions to our Marketing Services clients. The amounts presented below have been recast to remove clients that will convey to the Purchaser upon close of the Print Transaction, to the extent those clients do not purchase other Marketing Services solutions or SaaS offerings that will be retained by the Company.
Previous wording
Marketing Services clients decreased by 40 thousand, or 20%, as of June 30, 2026 as compared to June 30, 2025. This decrease was related to the secular decline in the print media industry and significant competition in the digital media space, and from focusing on offering our SaaS solutions to our current Marketing Services clients, including by initiating conversions of our Digital marketing services products to SaaS products for clients.
Current wording
Marketing Services clients decreased by 23 thousand, or 58%, as of September 30, 2026 as compared to September 30, 2025. This decrease was primarily attributable to significant competition in the digital media space and our focus on offering SaaS solutions to our current Marketing Services clients, including initiating conversions of our Digital marketing services solutions to our Thryv platform for clients.
Previous wording
Total clients decreased by 46 thousand, or 18%, as of June 30, 2026 as compared to June 30, 2025. The primary driver of this decrease was the secular decline in the print media business combined with increasing competition in the digital media and SaaS space and the more recent focus on growing SaaS client spend and reduced emphasis on new SaaS client acquisition.
Current wording
Total clients decreased by 26 thousand, or 19%, as of September 30, 2026 as compared to September 30, 2025. The primary driver of this decrease was the increasing competition in the digital media and SaaS space and the recent focus on increasing the spend of existing SaaS clients and a reduced focus on new client acquisition.
Previous wording
Monthly ARPU for SaaS increased by $42, or 12%, during the three months ended June 30, 2026 compared to the three months ended June 30, 2025, andincreased by$46, or 13%, during thesix months ended June 30, 2026 compared to the six months ended June 30, 2025. The increase in ARPU for these periods wasdriven by the sale of additional SaaS offerings to existing SaaS clients, the growth of the average spend of new SaaS clients, and price increases implemented in the second quarter of 2026. This was partially offset by the conversion of clients from lower ARPU Digital marketing services solutions to our SaaS offerings at no additional cost to the client at the time of upgrade.
Current wording
Monthly ARPU for SaaS increased by $8, or 2%, during the three months ended September 30, 2026 compared to the three months ended September 30, 2025, andincreased by$28, or 8% during thenine months ended September 30, 2026 compared to the nine months ended September 30, 2025. The increase in ARPU for these periods wasdriven by the sale of additional SaaS offerings to existing SaaS clients, the growth of the average spend of new SaaS clients, and price increases implemented in the second quarter of 2026. This was partially offset by the conversion of clients from lower ARPU Digital marketing services solutions to our SaaS offerings at no additional cost to the client at the time of upgrade.
Previous wording
Monthly ARPU for Marketing Services decreased by $11, or 10%, for the three months ended June 30, 2026 compared to the three months ended June 30, 2025, anddecreasedby $10, or 9%, for thesix months ended June 30, 2026 compared to the six months ended June 30, 2025. 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, by the continuing shift of advertising spend to larger digital media audiences, and our strategic decision to accelerate the conversion of clients from Digital marketing services solutions to SaaS offerings.
Current wording
Monthly ARPU for Marketing Services decreased by $32, or 28%, for the three months ended September 30, 2026 compared to the three months ended September 30, 2025, anddecreasedby $32, or 27%, for thenine months ended September 30, 2026 compared to the nine months ended September 30, 2025. The decrease in ARPU for these periods was primarily attributable to the continuing shift of advertising spend to larger digital media audiences, and our strategic decision to accelerate the conversion of clients from Digital marketing services solutions to SaaS offerings.
Previous wording
We generate revenue from our two business segments: SaaS and Marketing Services. Our primary source of revenue in our SaaS segment is our SaaS solutions. Our primary sources of revenue in our Marketing Services segment are Print and Digital services.
Current wording
We generate revenue from our two business segments: SaaS and Marketing Services. Our primary source of revenue in our SaaS segment is our SaaS solutions. Our primary source of revenue in our Marketing Services segment is our Digital services.
Previous wording
Cost of services consists of expenses related to delivering our solutions, such as publishing, printing, and distribution of our Print directories and fulfillment of our Digital and SaaS offerings, including traffic acquisition, managed hosting, and other third-party service providers. Additionally, Cost of services includes personnel-related expenses such as salaries, benefits, and stock-based compensation for our operations team, information technology expenses, non-capitalizable software and hardware purchases, and allocated overhead costs, which includes depreciation of fixed assets, and amortization associated with capitalized software and intangible assets.
Current wording
Cost of services consists of expenses related to delivering our solutions, such as fulfillment of our Digital and SaaS offerings, including traffic acquisition, managed hosting, and other third-party service providers. Additionally, Cost of services includes personnel-related expenses such as salaries, benefits, and stock-based compensation for our operations team, information technology expenses, non-capitalizable software and hardware purchases, and allocated overhead costs, which includes depreciation of fixed assets, and amortization associated with capitalized software and intangible assets.
Previous wording
Other income (expense) consists of interest expense, net periodic pension (cost) benefit, and other (expense) income, which includes foreign currency-related income and expense.
Current wording
Other income (expense) consists of interest expense, net periodic pension (cost) benefit, and other income, which includes foreign currency-related income and expense.
Previous wording
SaaS revenue decreased by $0.5 million, or 0.5%, for the three months ended June 30, 2026 compared to the three months ended June 30, 2025. The decrease was primarily attributable to clients downgrading or cancelling their SaaS solutions, partially offset by new sales, client expansion, and the Company's conversion of Digital marketing services solutions for clients to its SaaS offerings. SaaS revenue decreased $12.9 million due to net revenue changes associated with products sold or converted prior to January 1, 2026. The Company's conversion of Digital marketing services solutions for clients to SaaS offerings during the first six months of 2026 increased SaaS revenue by $4.0 million, and new sales and client expansion during the first six months of 2026 increased SaaS revenue by $8.4 million.
Current wording
SaaS revenue decreased by $3.9 million, or 3.3%, for the three months ended September 30, 2026 compared to the three months ended September 30, 2025. The decrease was primarily attributable to clients downgrading or cancelling their SaaS solutions, partially offset by new sales, client expansion, and the Company's conversion of Digital marketing services solutions for clients to its SaaS offerings. SaaS revenue decreased $22.7 million due to net revenue changes associated with products sold or converted prior to January 1, 2026. The Company's conversion of Digital marketing services solutions for clients to SaaS offerings during the first nine months of 2026 increased SaaS revenue by $5.9 million, and new sales and client expansion during the first nine months of 2026 increased SaaS revenue by $12.9 million.
Previous wording
Digital marketing services revenue decreased by $17.1 million, or 60.2%, to $11.3 million for the three months ended June 30, 2026 compared to $28.5 million for the three months ended June 30, 2025. The decrease was driven in large part by the Company’s strategic decision during the fourth quarter of 2023 to accelerate the conversion of Digital marketing services products for clients to SaaS offerings. For the three months ended June 30, 2026, Thryv's conversion of Digital marketing services products for clients to SaaS offerings prior to January 1, 2026 reduced Marketing Services revenue by $2.8 million, and Thryv's conversion of Digital marketing services products to SaaS products since January 1, 2026 reduced Marketing Services revenues by an additional $4.0 million. Digital marketing services revenue has 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. For the three months ended June 30, 2026, this continued trending decline and significant competition resulted in an additional $10.3 million decrease in Digital marketing services revenue.
Current wording
Marketing Services revenue decreased by $14.6 million, or 67.9%, for the three months ended September 30, 2026 compared to the three months ended September 30, 2025. The decrease was driven in large part by the Company’s strategic decision during the fourth quarter of 2023 to accelerate the conversion of Digital marketing services products for clients to SaaS offerings. For the three months ended September 30, 2026, Thryv's conversion of Digital marketing services products for clients to SaaS offerings prior to January 1, 2026 reduced Marketing Services revenue by $1.5 million, and Thryv's conversion of Digital marketing services products to SaaS products since January 1, 2026 reduced Marketing Services revenues by an additional $5.9 million. Digital revenue has 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. For the three months ended September 30, 2026, the continued trending decline and significant competition resulted in a $7.2 million decrease in Digital revenue.
Previous wording
Cost of services decreased by $11.3 million, or 9.0%, for the six months ended June 30, 2026 compared to the six months ended June 30, 2025. This decrease was primarily driven by the corresponding decline in revenue and by strategic cost saving initiatives. Specifically, we reduced printing and distribution costs by $7.4 million, employee-related expenses by $3.1 million and contract services expense by $7.6 million. These decreases were partially offset by an increase in traffic expenses of $6.1 million.
Current wording
Cost of services decreased by $6.5 million, or 12.5%, for the three months ended September 30, 2026 compared to the three months ended September 30, 2025. This decrease was primarily driven by a corresponding decline in revenue and strategic cost saving initiatives. Specifically, we reduced contract services expense by $4.0 million and traffic and fulfillment costs by $3.3 million. These decreases were partially offset by increased depreciation and amortization expense of $1.0 million due to increased capitalized software placed in service during the period.
Previous wording
Gross profit decreased by $52.1 million, or 35.5%, for the three months ended June 30, 2026 compared to the three months ended June 30, 2025. The decrease in Gross profit was primarily due to decreases in SaaS and Marketing Services revenue, partially offset by a decrease in Cost of services as a result of a decline in total revenue and strategic cost saving initiatives.
Current wording
Gross profit decreased by $12.0 million, or 14.0%, for the three months ended September 30, 2026 compared to the three months ended September 30, 2025. The decrease in Gross profit was primarily due to decreases in both Marketing Services revenue and SaaS revenue, partially offset by a decrease in Cost of services as a result of a decline in total revenue and strategic cost saving initiatives.
Previous wording
Our gross margin decreased to 62.7% for the three months ended June 30, 2026 compared to 69.7% for the three months ended June 30, 2025. Gross margin from our SaaS segment decreased to 63.5% for the three months ended June 30, 2026, compared to 72.1% for the three months ended June 30, 2025. Gross margin from our Marketing Services segment decreased to 60.2% for the three months ended June 30, 2026, compared to 66.7% for the three months ended June 30, 2025. The decrease in SaaS gross margin was primarily due to the conversion of Digital marketing services solutions to our Thryv Platform throughout 2025 and 2026 that carry lower margins than our existing SaaS products and were converted by Thryv at no additional base cost at the time of conversion. Marketing Services gross margin decreased as a result of decreased demand for our Marketing Services solutions.
Current wording
Our gross margin decreased to 62.0% for the three months ended September 30, 2026 compared to 62.4% for the three months ended September 30, 2025. Gross margin from our SaaS segment decreased to 65.4% for the three months ended September 30, 2026, compared to 69.8% for the three months ended September 30, 2025. Gross margin from our Marketing Services segment decreased to 7.0% for the three months ended September 30, 2026, compared to 22.1% for the three months ended September 30, 2025. The decrease in SaaS gross margin was primarily due to the conversion of Digital marketing services solutions to our Thryv platform throughout 2025 and 2026 that carry lower margins than our existing SaaS products and were converted by Thryv at no additional base cost at the time of conversion. The decrease in Marketing Services gross margin is the result of decreasing revenue as a result of conversions to SaaS solutions outpacing cost reductions.
Previous wording
Interest expense decreased by $1.4 million, or 16.0%, for the three months ended June 30, 2026 compared to the three months ended June 30, 2025, driven primarily by lower outstanding debt balances.
Current wording
Interest expense decreased by $0.8 million, or 9.9%, for the three months ended September 30, 2026 compared to the three months ended September 30, 2025, driven primarily by lower outstanding debt balances.
Previous wording
Net periodic pension cost decreased by $0.4 million for the three months ended June 30, 2026. This decrease was primarily due to decrease in interest cost of$1.0 million, partially offset bya decrease in expected return on plan assets of$0.6 million.
Current wording
Net periodic pension cost decreased by $0.3 million for the three months ended September 30, 2026. This decrease was primarily due to a decrease in interest cost of$1.0 million, partially offset bya decrease in expected return on plan assets of$0.6 million.
Previous wording
The Company's effective tax rate (“ETR”) was (76.0%) and 37.7% for the three months ended June 30, 2026 and 2025, 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, minimum taxes, changes in valuation allowance due to expiring net operating losses, and the discrete impact of interest accrual on uncertain tax positions.
Current wording
The Company's effective tax rate (“ETR”) was 0.6% and 23.9% for the three months ended September 30, 2026 and 2025, 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, minimum taxes, changes in valuation allowance due to expiring net operating losses, and the discrete impact of interest accrual on uncertain tax positions.
Previous wording
Comparison of the Six Months Ended June 30, 2026 to the Six Months Ended June 30, 2025
Current wording
Comparison of the Nine Months Ended September 30, 2026 to the Nine Months Ended September 30, 2025
Previous wording
SaaS revenue increased by $5.1 million, or 2.2%, for the six months ended June 30, 2026 compared to the six months ended June 30, 2025. The increase was primarily attributable to new sales, client expansion, and the Company’s conversion of Digital marketing services solutions for clients to its SaaS offerings. Of the$5.1 million SaaS revenue increase, the Company's conversion of Digital marketing services solutions for clients to SaaS offerings during the first six months of 2026 contributed $4.5 million, and new sales and client expansion during the first six months of 2026 contributed $11.3 million. These increases were partially offset by decreases of $10.7 million due to net revenue changes associated with products sold or converted prior to January 1, 2026.
Current wording
SaaS revenue increased by $1.2 million, or 0.4%, for the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025. The increase was primarily attributable to new sales, client expansion, and the Company’s conversion of Digital marketing services solutions for clients to its SaaS offerings. Of the$1.2 million SaaS revenue increase, the Company's conversion of Digital marketing services solutions for clients to SaaS offerings during the first nine months of 2026 contributed $10.4 million, and new sales and client expansion during the first nine months of 2026 contributed $24.2 million. These increases were partially offset by decreases of $33.4 million due to net revenue changes associated with products sold or converted prior to January 1, 2026.
Previous wording
Digital marketing services revenue decreased by $32.3 million, or 53.0%, for the six months ended June 30, 2026 compared to the six months ended June 30, 2025. The decrease was driven in large part by the Company’s strategic decision during the fourth quarter of 2023 to accelerate the conversion of Digital marketing services products for its clients to SaaS offerings. For thesix months ended June 30, 2026, Thryv's conversion of Digital marketing services products for clients to SaaS offerings prior to January 1, 2026 reduced Marketing Services revenue by $6.4 million, and Thryv's conversion of Digital marketing services products for clients to SaaS products since January 1, 2026 reduced Marketing Services revenue by an additional $4.5 million. Digital marketing services revenue has 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. For the six months ended June 30, 2026, this continued trending decline and significant competition resulted in an additional $21.4 million decrease in Digital marketing services revenue.
Current wording
Marketing Services revenue decreased by $46.2 million, or 58.3%, for the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025. The decrease was driven in large part by the Company’s strategic decision during the fourth quarter of 2023 to accelerate the conversion of Digital marketing services products for its clients to SaaS offerings. For thenine months ended September 30, 2026, Thryv's conversion of Digital marketing services products for clients to SaaS offerings prior to January 1, 2026 reduced Marketing Services revenue by $6.0 million, and Thryv's conversion of Digital marketing services products for clients to SaaS products since January 1, 2026 reduced Marketing Services revenue by an additional $10.4 million. Digital revenue has 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. For the nine months ended September 30, 2026, the continued trending decline and significant competition resulted in a $29.8 million decrease in digital revenue.
Previous wording
Gross profit decreased by $62.1 million, or 23.4%, for the six months ended June 30, 2026 compared to the six months ended June 30, 2025. 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 a decline in total revenue and strategic cost saving initiatives.
Current wording
Gross profit decreased by $36.4 million, or 13.6%, for the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025. 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 a decline in total revenue and strategic cost saving initiatives.
Previous wording
Gross margin decreased by 390 basis points to 64.0% for the six months ended June 30, 2026 compared to 67.9% for the six months ended June 30, 2025. Gross margin from our SaaS segment decreased to 64.2% for the six months ended June 30, 2026 compared to 71.5% for the six months ended June 30, 2025. Gross margin from our Marketing Services segment increased to 63.6% for the six months ended June 30, 2026 compared to 62.9% for the six months ended June 30, 2025. The decrease in SaaS gross margin and increase in Marketing Services gross margin was primarily due to the conversion of Digital marketing services solutions to our Thryv Platform throughout 2025 and 2026 that carry lower margins than our existing SaaS products and were converted by Thryv at no additional base cost to the customer at the time of conversion.
Current wording
Gross margin decreased by 210 basis points to 61.5% for the nine months ended September 30, 2026 compared to 63.6% for the nine months ended September 30, 2025. Gross margin from our SaaS segment decreased to 64.0% for the nine months ended September 30, 2026 compared to 70.0% for the nine months ended September 30, 2025. Gross margin from our Marketing Services segment increased to 35.9% for the nine months ended September 30, 2026 compared to 35.6% for the nine months ended September 30, 2025. The decrease in SaaS gross margin was primarily due to the conversion of Digital marketing services solutions to our Thryv platform throughout 2025 and 2026 that carry lower margins than our existing SaaS products and were converted by Thryv at no additional base cost to the customer at the time of conversion. Marketing Services gross margin increased as a result of the conversions to SaaS resulting in increased margins as a result of the product mix.
Previous wording
General and administrative expense decreased by $17.7 million, or 16.9%, for the six months ended June 30, 2026 compared to the six months ended June 30, 2025. The decrease was primarily due to a decrease in contract services of $6.1 million, a decrease in employee-related expenses of $5.5 million, a decrease in bad debt expense of $2.0 million, a decrease in software expense of $1.7 million, and a decrease in stock-based compensation expense of $4.2 million. These decreases were partially offset by an increase in severance expense of $3.5 million.
Current wording
General and administrative expense decreased by $26.6 million, or 18.7%, for the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025. The decrease was primarily due to a decrease in employee-related expenses of $9.3 million, a decrease in contract services expenses of $9.5 million, a decrease in bad debt expense of $2.5 million, a decrease in stock-based compensation expenses of $5.2 million, and a decrease in software expense of $1.9 million. These decreases were partially offset by an increase in restructuring and integration expense of $2.3 million primarily due to increases in severance costs as a result of the restructuring activities implemented by the Company.
Previous wording
Interest expense decreased by $3.9 million, or 21.6%, for the six months ended June 30, 2026 compared to the six months ended June 30, 2025, driven primarily by lower outstanding debt balances.
Current wording
Interest expense decreased by $4.3 million, or 17.9%, for the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025, driven primarily by lower outstanding debt balances.
Previous wording
Net periodic pension cost decreasedby$0.8 million for the six months ended June 30, 2026. This decrease was primarily due to a decrease in interest cost of$2.0 million, partially offset by a lower return on plan assets of$1.2 million.
Current wording
Net periodic pension cost decreasedby$1.2 million for the nine months ended September 30, 2026. This decrease was primarilydue to lower interest costs of $3.0 million, partially offset by a decrease in expected return on plan assets of $1.7 million.
Previous wording
The Company's ETR was(10.9%) and 56.4% for the six months ended June 30, 2026 and 2025, 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, minimum taxes, change in valuation allowance due to expiring net operating losses, andthe discrete impact of interest accrual on uncertain tax positions.
Current wording
The Company's ETR was 5.6% and 21.5% for the nine months ended September 30, 2026 and 2025, 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, minimum taxes, change in valuation allowance due to expiring net operating losses, andthe discrete impact of interest accrual on uncertain tax positions.
Previous wording
We define Adjusted EBITDA (“Adjusted EBITDA”) as Net income (loss) plus Interest expense, Income tax expense (benefit), Depreciation and amortization expense, Restructuring and integration expenses, Stock-based compensation expense, and non-operating expenses, such as Net periodic pension cost and certain unusual and non-recurring charges that might have been incurred. Adjusted EBITDA should not be considered as an alternative to Net income (loss) as a performance measure. We define Adjusted Gross Profit (“Adjusted Gross Profit”) and Adjusted Gross Margin (“Adjusted Gross Margin”) as Gross profit and Gross margin, respectively, adjusted to exclude the impact of Depreciation and amortization expense and Stock-based compensation expense.
Current wording
We define Adjusted EBITDA (“Adjusted EBITDA”) as Loss from continuing operations plus Interest expense, Income tax expense (benefit), Depreciation and amortization expense, Restructuring and integration expenses, Stock-based compensation expense, and non-operating expenses, such as Net periodic pension cost, impairment charges and certain unusual and non-recurring charges that might have been incurred. Adjusted EBITDA should not be considered as an alternative to Loss from continuing operations as a performance measure. We define Adjusted Gross Profit (“Adjusted Gross Profit”) and Adjusted Gross Margin (“Adjusted Gross Margin”) as Gross profit and Gross margin, respectively, adjusted to exclude the impact of Depreciation and amortization expense and Stock-based compensation expense.
Previous wording
The following is a reconciliation of Adjusted EBITDA to its most directly comparable GAAP measure, Net (loss) income:
Current wording
The following is a reconciliation of Adjusted EBITDA to its most directly comparable GAAP measure, Loss from continuing operations:
Previous wording
(1)See the table below for detail of Restructuring and integration expenses for the three and six months ended June 30, 2026 and 2025.
Current wording
(1)See the table below for detail of Restructuring and integration expenses for the three and nine months ended September 30, 2026 and 2025.
Previous wording
(3)Other primarily includes foreign exchange-related expense (income).
Current wording
(3)Other primarily includes foreign exchange-related (income) expense.
Previous wording
The following is a reconciliation of Restructuring and integration expenses that are included in the Adjusted EBITDA to Net (loss) income reconciliation above:
Current wording
The following is a reconciliation of Restructuring and integration expenses that are included in the Adjusted EBITDA to Loss from continuing operations reconciliation above:
Previous wording
(b)We incur severance charges related to certain reduction in force actions taken by our management which are designed to streamline the Company’s operations and drive lower operating expenses. The severance charges incurred during the three and six months ended June 30, 2026 and 2025 were related to our legacy Marketing Services employees as a result of our shift from Marketing Services activities, as well as activities to right-size our workforce following the acquisition of Keap. Additionally, the three and six months ended June 30, 2026 includes severance related to our restructuring initiative as described in Note 11, Restructuring, to our consolidated financial statements included in Part I, Item 1 in this Quarterly Report.
Current wording
(b)We incur severance charges related to certain reduction in force actions taken by our management which are designed to streamline the Company’s operations and drive lower operating expenses. The severance charges incurred during the three and nine months ended September 30, 2026 and 2025 were related to our legacy Marketing Services employees as a result of our shift from Marketing Services activities, as well as activities to right-size our workforce following the acquisition of Keap. Additionally, the three and nine months ended September 30, 2026 includes severance related to our restructuring initiative as described in Note 12, Restructuring, to our consolidated financial statements included in Part I, Item 1 in this Quarterly Report.
Showing the first 40 of 50 pairs. Open the source sections for the rest.
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Current report — wording carried from elsewhere
We had total recorded debt outstanding of $239.2 million (net of $5.9 million of unamortized original issue discount (“OID”) and debt issuance costs) at September 30, 2026, which was comprised of amounts outstanding under the Term Loan of $227.5 million and ABL Facility of $17.6 million.