Thryv Announces Proposed Secondary Public Offering of Common Stock by Selling Stockholders
Thryv Holdings announced a secondary offering of 3,500,000 shares of common stock by certain stockholders, with an additional 525,000 shares available for purchase by underwriters. Thryv will not receive any proceeds from the offering. The offering is contingent on market conditions and is being led by William Blair, with Needham & Company and CJS Securities also involved. Investors can obtain a preliminary prospectus through the lead manager. This offering signals liquidity for selling stockholders but raises potential concerns for existing shareholders regarding dilution.
- The secondary offering allows stockholders to liquidate parts of their holdings, indicating confidence in their investments.
- Thryv will not receive any proceeds, limiting potential capital for growth.
- The offering could lead to dilution of shares, impacting existing shareholders' ownership percentage.
Dallas, May 24, 2021 (GLOBE NEWSWIRE) -- Thryv Holdings, Inc. (NASDAQ: THRY) (“Thryv” or the “Company”), today announced that certain of the Company’s stockholders (the “Selling Stockholders”) intend to offer for sale in an underwritten secondary offering 3,500,000 shares of the Company’s common stock (the “Offering”). The Selling Stockholders will also grant the underwriters a 30-day option to purchase up to an additional 525,000 shares of common stock. The Selling Stockholders will receive all of the proceeds from the Offering. Thryv is not offering any shares of its common stock in the Offering and will not receive any proceeds from the Offering, including from any exercise by the underwriters of their option to purchase additional shares. The Offering is subject to market and other conditions, and there can be no assurance as to whether or when the offering may be completed.
William Blair is acting as lead book-running manager and representative of the underwriters for the Offering. Needham & Company is also serving as a book-runner and CJS Securities is acting as co-manager for the Offering.
The Offering will be made only by means of a prospectus. When available, copies of the preliminary prospectus relating to the Offering can be obtained from: William Blair & Company, L.L.C., Attention: Prospectus Department, 150 North Riverside Plaza, Chicago, IL 60606; via telephone at (800) 621-0687 or via email: prospectus@williamblair.com.
A registration statement on Form S-1 relating to these securities has been filed with the Securities and Exchange Commission, but has not yet become effective. A copy of the preliminary prospectus can be accessed through the SEC’s website at www.sec.gov.
These securities may not be sold, nor may offers to buy be accepted, prior to the time that the registration statement becomes effective. This press release shall not constitute an offer to sell or the solicitation of any offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. Any offers, solicitations or offers to buy, or any sales of securities will be made in accordance with the registration requirements of the Securities Act of 1933, as amended.
Forward-Looking Statements
Some statements included in this release constitute forward-looking statements. Statements that include the words “may”, “will”, “could”, “should”, “would”, “believe”, “anticipate”, “forecast”, “estimate”, “expect”, “preliminary”, “intend”, “plan”, “project”, “outlook”, “future”, “forward”, “guidance” and similar statements of a future or forward-looking nature identify forward-looking statements. These statements are not guarantees of future performance. Forward-looking statements provide current expectations with respect to our financial performance and future events with respect to our business and industry in general. Forward-looking statements are based on certain assumptions and include any statement that does not directly relate to any historical or current fact. Accordingly, there are or will be important factors that could cause our actual results to differ materially from those indicated in these statements. We believe that these factors include, but are not limited to, the risks related to the following: risks related to the ongoing COVID-19 pandemic; the Company’s ability to maintain adequate liquidity to fund operations; the Company’s future operating and financial performance; the Company’s ability to consummate acquisitions, or, if consummated, to successfully integrate acquired businesses into the Company’s operations; the Company’s ability to recognize the benefits of acquisitions, or the failure of an acquired company to achieve its plans and objectives; limitations on our operating and strategic flexibility and the ability to operate our business, finance our capital needs or expand business strategies under the terms of our credit facilities; our ability to retain existing business and obtain and retain new business; general economic or business conditions affecting the markets we serve; declining use of print yellow page directories by consumers; our ability to collect trade receivables from clients to whom we extend credit; credit risk associated with our reliance on small and medium sized businesses as clients; our ability to attract and retain key managers; increased competition in our markets; our ability to obtain future financing due to changes in the lending markets or our financial position; our ability to maintain agreements with major Internet search and local media companies; reduced advertising spending and increased contract cancellations by our clients, which causes reduced revenue; and our ability to anticipate or respond effectively to changes in technology and consumer preferences. All subsequent written and oral forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by such cautionary statements.
If one or more events related to these or other risks or uncertainties materialize, or if our underlying assumptions prove to be incorrect, actual results may differ materially from what we anticipate. For these reasons, we caution you against relying on forward-looking statements. All forward-looking statements included in this press release are expressly qualified in their entirety by the foregoing cautionary statements. These forward-looking statements speak only as of the date hereof and, other than as required by law, we undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
About Thryv Holdings, Inc.
Thryv Holdings, Inc. owns the easy-to-use Thryv® end-to-end customer experience software built for growing small to medium sized businesses (SMBs) that helps over 40,000 SaaS clients with the daily demands of running a business. With Thryv®, SMBs can get the job, manage the job and get credit. Thryv’s award-winning platform provides modernized business functions, allowing SMBs to reach more customers, stay organized, get paid faster and generate reviews. These functions include building a digital customer database, automated marketing through email and text, updating business listings across the internet, scheduling online appointments, sending notifications and reminders, managing ratings and reviews, generating estimates and invoices, and processing payments.
Thryv supports franchise operators and multi-location business owners with Hub by Thryv™, a software console that enables businesses managers to oversee their operations using the Thryv® software.
Thryv also connects local businesses to consumer services through our search, display and social media management products, our print directories featuring The Real Yellow Pages® tagline, and our local search portals, which operate under the DexKnows.com®, Superpages.com® and Yellowpages.com URLs and reach some 35 million monthly visitors. For more information about the company, visit thryv.com.
Thryv delivers business services to more than 400,000 SMBs worldwide that enable these SMBs to compete and win in today’s economy.
On March 1, 2021, Thryv announced it closed the acquisition of Sensis, Australia’s leading digital, marketing and directory services provider, which helps Australians connect and engage through its leading platforms, digital consumer businesses (Yellow, White Pages, True Local and Whereis), search engine marketing and optimization services, website products, social, data and mapping solutions, and through its digital agency Found. Sensis is also Australia’s largest print directory publisher including the Yellow and White Pages.
Headquartered in Melbourne, Sensis has a sales presence in all states and territories across Australia.
Media Contact:
Paige Blankenship
972.453.3012
Investor Contacts:
Cameron Lessard
214.773.7022
cameron.lessard@thryv.com
KJ Christopher
972.453.7068
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