Filing Details

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Thryv Holdings, Inc.

(Name of Issuer)

Common Stock, par value $0.01 per share

(Title of Class of Securities)

886029206

(CUSIP Number)

December 31, 2021

(Date of Event Which Requires Filing of this Statement)

☐	Rule 13d-1(b)

☐	Rule 13d-1(c)

☒	Rule 13d-1(d)

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CUSIP No. 886029206

(1)  Based on 33,993,496 shares of common stock, $0.01 par value per share (“Shares”) of Thryv Holdings, Inc. (the “Issuer”) outstanding, including (i) 33,966,497 Shares outstanding as of November 9, 2021, as reported by the Issuer in its quarterly report on Form 10-Q for the period ended September 30, 2021, (ii) 18,151 Shares that were issued pursuant to stock options exercised on December 16, 2021 by the Reporting Persons (as defined herein), and (iii) 8,848 Shares that were issued pursuant to stock options exercised on December 17, 2021 by Jason Mudrick.

CUSIP No. 886029206

1	NAMES OF REPORTING PERSONS
	Mudrick Distressed Opportunity Specialty Fund, L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a)☐
	(b)☒
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			0
		6	SHARED VOTING POWER
			683
		7	SOLE DISPOSITIVE POWER
			0
		8	SHARED DISPOSITIVE POWER
			683
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	683
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	<0.1% (1)
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	PN

(1)  Based on 33,993,496 Shares of the Issuer outstanding, including (i) 33,966,497 Shares outstanding as of November 9, 2021, as reported by the Issuer in its quarterly report on Form 10-Q for the period ended September 30, 2021, (ii) 18,151 Shares that were issued pursuant to stock options exercised on December 16, 2021 by the Reporting Persons, and (iii) 8,848 Shares that were issued pursuant to stock options exercised on December 17, 2021 by Jason Mudrick.

CUSIP No. 886029206

(1)  Includes securities of the Issuer directly owned by Mudrick Distressed Opportunity Fund Global, L.P. and Mudrick Distressed Opportunity Specialty Fund, L.P.

(2)  Based on 33,993,496 Shares of the Issuer outstanding, including (i) 33,966,497 Shares outstanding as of November 9, 2021, as reported by the Issuer in its quarterly report on Form 10-Q for the period ended September 30, 2021, (ii) 18,151 Shares that were issued pursuant to stock options exercised on December 16, 2021 by the Reporting Persons, and (iii) 8,848 Shares that were issued pursuant to stock options exercised on December 17, 2021 by Jason Mudrick.

CUSIP No. 886029206

(1)  Based on 33,993,496 Shares of the Issuer outstanding, including (i) 33,966,497 Shares outstanding as of November 9, 2021, as reported by the Issuer in its quarterly report on Form 10-Q for the period ended September 30, 2021, (ii) 18,151 Shares that were issued pursuant to stock options exercised on December 16, 2021 by the Reporting Persons, and (iii) 8,848 Shares that were issued pursuant to stock options exercised on December 17, 2021 by Jason Mudrick.

CUSIP No. 886029206

(1)  Includes securities of the Issuer directly owned by Mudrick Distressed Opportunity Drawdown Fund, L.P.

(2)  Based on 33,993,496 Shares of the Issuer outstanding, including (i) 33,966,497 Shares outstanding as of November 9, 2021, as reported by the Issuer in its quarterly report on Form 10-Q for the period ended September 30, 2021, (ii) 18,151 Shares that were issued pursuant to stock options exercised on December 16, 2021 by the Reporting Persons, and (iii) 8,848 Shares that were issued pursuant to stock options exercised on December 17, 2021 by Jason Mudrick.

CUSIP No. 886029206

(1)  Based on 33,993,496 Shares of the Issuer outstanding, including (i) 33,966,497 Shares outstanding as of November 9, 2021, as reported by the Issuer in its quarterly report on Form 10-Q for the period ended September 30, 2021, (ii) 18,151 Shares that were issued pursuant to stock options exercised on December 16, 2021 by the Reporting Persons, and (iii) 8,848 Shares that were issued pursuant to stock options exercised on December 17, 2021 by Jason Mudrick.

CUSIP No. 886029206

(1)  Includes securities of the Issuer directly owned by Mudrick Distressed Opportunity Drawdown Fund II, L.P.

(2)  Based on 33,993,496 Shares of the Issuer outstanding, including (i) 33,966,497 Shares outstanding as of November 9, 2021, as reported by the Issuer in its quarterly report on Form 10-Q for the period ended September 30, 2021, (ii) 18,151 Shares that were issued pursuant to stock options exercised on December 16, 2021 by the Reporting Persons, and (iii) 8,848 Shares that were issued pursuant to stock options exercised on December 17, 2021 by Jason Mudrick.

CUSIP No. 886029206

(1)  Based on 33,993,496 Shares of the Issuer outstanding, including (i) 33,966,497 Shares outstanding as of November 9, 2021, as reported by the Issuer in its quarterly report on Form 10-Q for the period ended September 30, 2021, (ii) 18,151 Shares that were issued pursuant to stock options exercised on December 16, 2021 by the Reporting Persons, and (iii) 8,848 Shares that were issued pursuant to stock options exercised on December 17, 2021 by Jason Mudrick.

CUSIP No. 886029206

(1)  Includes securities of the Issuer directly owned by Verto Direct Opportunity II, L.P. and Verto Direct Opportunity GP, LLC.

(2)  Based on 33,993,496 Shares of the Issuer outstanding, including (i) 33,966,497 Shares outstanding as of November 9, 2021, as reported by the Issuer in its quarterly report on Form 10-Q for the period ended September 30, 2021, (ii) 18,151 Shares that were issued pursuant to stock options exercised on December 16, 2021 by the Reporting Persons, and (iii) 8,848 Shares that were issued pursuant to stock options exercised on December 17, 2021 by Jason Mudrick.

CUSIP No. 886029206

(1)  Includes securities of the Issuer directly owned by Mudrick Distressed Opportunity Fund Global, L.P., Mudrick Distressed Opportunity Specialty Fund, L.P., Mudrick Distressed Opportunity Drawdown Fund, L.P., Mudrick Distressed Opportunity Drawdown Fund II, L.P., Verto Direct Opportunity II, L.P., Verto Direct Opportunity GP, LLC and certain accounts managed by Mudrick Capital Management, L.P.

(2)  Based on 33,993,496 Shares of the Issuer outstanding, including (i) 33,966,497 Shares outstanding as of November 9, 2021, as reported by the Issuer in its quarterly report on Form 10-Q for the period ended September 30, 2021, (ii) 18,151 Shares that were issued pursuant to stock options exercised on December 16, 2021 by the Reporting Persons, and (iii) 8,848 Shares that were issued pursuant to stock options exercised on December 17, 2021 by Jason Mudrick.

CUSIP No. 886029206

(1)  Includes securities of the Issuer directly owned by Mudrick Distressed Opportunity Fund Global, L.P., Mudrick Distressed Opportunity Specialty Fund, L.P., Mudrick Distressed Opportunity Drawdown Fund, L.P., Mudrick Distressed Opportunity Drawdown Fund II, L.P., Verto Direct Opportunity II, L.P., Verto Direct Opportunity GP, LLC and certain accounts managed by Mudrick Capital Management, L.P.

(2)  Based on 33,993,496 Shares of the Issuer outstanding, including (i) 33,966,497 Shares outstanding as of November 9, 2021, as reported by the Issuer in its quarterly report on Form 10-Q for the period ended September 30, 2021, (ii) 18,151 Shares that were issued pursuant to stock options exercised on December 16, 2021 by the Reporting Persons, and (iii) 8,848 Shares that were issued pursuant to stock options exercised on December 17, 2021 by Jason Mudrick.

CUSIP No. 886029206

(1)  Includes securities of the Issuer directly owned by Mudrick Distressed Opportunity Fund Global, L.P., Mudrick Distressed Opportunity Specialty Fund, L.P., Mudrick Distressed Opportunity Drawdown Fund, L.P., Mudrick Distressed Opportunity Drawdown Fund II, L.P., Verto Direct Opportunity II, L.P., Verto Direct Opportunity GP, LLC and certain accounts managed by Mudrick Capital Management, L.P.

(2)  Based on 33,993,496 Shares of the Issuer outstanding, including (i) 33,966,497 Shares outstanding as of November 9, 2021, as reported by the Issuer in its quarterly report on Form 10-Q for the period ended September 30, 2021, (ii) 18,151 Shares that were issued pursuant to stock options exercised on December 16, 2021 by the Reporting Persons, and (iii) 8,848 Shares that were issued pursuant to stock options exercised on December 17, 2021 by Jason Mudrick.

ITEM 1(a):

Name of Issuer:

Thryv Holdings, Inc., a Delaware corporation (the “Issuer”).

ITEM 1(b):

Address of Issuer’s Principal Executive Offices:

2200 West Airfield Drive, P.O. Box 619810, DFW Airport, Texas 75261.

ITEM 2(a):

Name of Person Filing:

This Schedule 13G is filed by Mudrick Distressed Opportunity Fund Global, L.P. (“Global LP”), Mudrick Distressed Opportunity Specialty Fund, L.P. (“Specialty LP”), Mudrick Distressed Opportunity Drawdown Fund, L.P. (“Drawdown”), Mudrick Distressed Opportunity Drawdown Fund II, L.P. (“Drawdown II”), Verto Direct Opportunity II, L.P. (“Verto Direct II”), Mudrick GP, LLC (“Mudrick GP”), Mudrick Distressed Opportunity Drawdown Fund GP, LLC (“Drawdown GP”), Mudrick Distressed Opportunity Drawdown Fund II GP, LLC (“Drawdown II GP”), Verto Direct Opportunity GP, LLC (“Verto GP”), Mudrick Capital Management, L.P. (“MCM”), Mudrick Capital Management, LLC (“MCM GP”), and Jason Mudrick. Each of the foregoing is referred to as a “Reporting Person” and collectively as the “Reporting Persons.”

Mudrick GP is the general partner of Global LP and Specialty LP and may be deemed to beneficially own the Shares (as defined below) owned directly by Global LP and Specialty GP. Drawdown GP is the general partner of Drawdown and may be deemed to beneficially own the Shares owned directly by Drawdown. Drawdown II GP is the general partner of Drawdown II and may be deemed to beneficially own the Shares owned directly by Drawdown II. Verto GP is the general partner of Verto Direct II and may be deemed to beneficially own the Shares owned directly by Verto Direct II. MCM is the investment manager to Drawdown II, Drawdown, Global LP, Verto Direct II, Verto GP and certain accounts managed by MCM. Mr. Mudrick is the sole member of Mudrick GP, Drawdown GP, Drawdown II GP, Verto GP and MCM GP. By virtue of these relationships, each of MCM, MCM GP and Mr. Mudrick may be deemed to beneficially own the Shares owned directly by Global LP, Specialty LP, Drawdown, Drawdown II, Verto Direct II and Verto GP and certain accounts managed by MCM.

ITEM 2(b):

Address of Principal Business Office or, if None, Residence:

The address of the principal office of each of the Reporting Persons is 527 Madison Avenue, 6th Floor, New York, NY 10022.

ITEM 2(c):

Citizenship:

Each of Specialty LP, Drawdown, Drawdown II, Verto Direct II, Mudrick GP, Drawdown GP, Drawdown II GP, Verto GP, MCM and MCM GP is organized under the laws of the State of Delaware. Global LP is organized under the laws of the Cayman Islands. Mr. Mudrick is a citizen of the United States of America.

ITEM 2(d):

Title of Class of Securities:

Common Stock, par value $0.01 per share (the “Shares”).

886029206

If filing as a non-U.S. institution in accordance with §240.13(d)-1(b)(1)(ii)(J), please specify the type of institution:

(a):

Amount Beneficially Owned:

See Cover Page Item 9 for each Reporting Person, incorporated herein by reference. The filing of this Schedule 13G shall not be construed as an admission that the Reporting Persons are, for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, the beneficial owners of any of the Shares reported herein. Each of the Reporting Persons specifically disclaims beneficial ownership of the Shares reported herein that are not directly owned by such Reporting Person except to the extent of his or its pecuniary interest therein.

See Cover Page Item 11 and related footnote for each Reporting Person, incorporated herein by reference.

See Cover Page Item 5 for each Reporting Person, incorporated herein by reference.

See Cover Page Item 6 for each Reporting Person, incorporated herein by reference.

See Cover Page Item 7 for each Reporting Person, incorporated herein by reference.

See Cover Page Item 8 for each Reporting Person, incorporated herein by reference.

ITEM 5:

Ownership of Five Percent or Less of a Class:

Not applicable.

ITEM 6:

Ownership of More than Five Percent on Behalf of Another Person:

Not applicable.

Not applicable.

ITEM 8:

Identification and Classification of Members of the Group:

See Exhibit 1 to this Schedule 13G.

ITEM 9:

Notice of Dissolution of a Group:

Not applicable.

Not applicable.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated:  February 14, 2022

EXHIBIT INDEX

 

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