Document

"We are pleased to report another quarter of strong revenue growth as more employers are using our subscription-based offering to find, attract, engage and hire the highest quality tech professionals. Dice bookings continued to grow across all Dice teams, increasing 27% year over year, while revenue grew 30% year over year. Dice added 137 net new customers during the quarter and its revenue renewal rate remained strong at 99%. Similarly, ClearanceJobs performed extremely well in the second quarter with bookings growth of 27% and revenue growth of 26%, and a 99% revenue renewal rate. ClearanceJobs also added 48 net new customers during the quarter.

During the second quarter, according to CompTIA, U.S. employers posted 1.6 million tech jobs, 60% more than a year earlier and up 38% from the first quarter. Even in this difficult macro-environment this growing demand for technologists showed no signs of slowing down as U.S. employers posted over 500,000 open tech jobs in June 2022, up more than 62% year over year. With the significant supply-demand gap created by the increasing need for technologists and their record low unemployment rate, more employers need access to our growing community of tech candidates, and our sophisticated tool set, to find, attract, engage and hire the highest quality tech professionals. We believe the total addressable

"Based on our continued strong bookings growth, we expect third quarter total revenue to be in the range of $37 million to $38 million, representing growth of between 20% and 23% year over year," commented Kevin Bostick, CFO of DHI Group, Inc. "For the full year 2022, we are increasing our expected total revenue range to $145 million to $147 million from our previous range of $144 million to $146 million, representing growth of between 21% and 23% year over year. We will continue to operate the business to Adjusted EBITDA margins at or near 20% throughout 2022 as we continue to balance our strong financial performance with increased sales and marketing investment to drive continued double-digit revenue growth. We expect net income margins to be nominal for the third quarter and full year 2022."

DHI Group, Inc (NYSE: DHX) is a provider of AI-powered career marketplaces that focus on technology roles. DHI’s two brands, Dice and ClearanceJobs, enable recruiters and hiring managers to efficiently search for and connect with highly skilled technologists based on the skills requested. The Company’s patented algorithm manages over 100,000 unique technology skills. Additionally, our marketplaces allow technology professionals to find their ideal next career opportunity, with relevant advice and personalized insights. Learn more at www.dhigroupinc.com.

The Company has provided certain non-GAAP financial information as additional information for its operating results. These measures are not in accordance with, or alternatives to, measures in accordance with generally accepted accounting principles in the United States (“GAAP”) and may be different from similarly titled non-GAAP measures reported by other companies. The Company believes that its presentation of non-GAAP measures, such as Adjusted EBITDA, Adjusted EBITDA Margin, and Adjusted Diluted Earnings Per Share provides useful information to management and investors regarding certain financial and business trends relating to its financial condition and results of operations. In addition, the Company’s management uses these measures for reviewing the financial results of the Company and for budgeting and planning purposes. The non-GAAP measures apply to consolidated results or other measures as shown within this document. The Company has provided required reconciliations to the most comparable GAAP measures elsewhere in the document.

Adjusted Diluted Earnings Per Share is a non-GAAP performance measure that is useful to investors and management in understanding our ongoing operations and in the analysis of operating trends. Adjusted Diluted Earnings Per Share is computed as diluted earnings per share plus or minus the impacts of certain non-cash and other items, including non-cash impairments, costs related to reorganizing the Company, including severance and related costs, gains or losses from the sale of businesses, discontinued operations, or investments, and discrete tax items.

Adjusted EBITDA and Adjusted EBITDA Margin are non-GAAP measures used by management to measure operating performance. Management uses Adjusted EBITDA and Adjusted EBITDA Margin as performance measures for internal monitoring and planning, including preparation of annual budgets, analyzing investment decisions and evaluating profitability and performance comparisons between us and our competitors. The Company also uses these measures to calculate amounts of performance based compensation under the senior management incentive bonus program. Adjusted EBITDA represents net income plus (to the extent deducted in calculating such net income) interest expense, income tax expense, depreciation and amortization, non-cash stock-based compensation, losses resulting from certain dispositions outside the ordinary course of business including prior negative operating results of those divested businesses, certain write-offs in connection with indebtedness, impairment charges with respect to long-lived assets, expenses incurred in connection with an equity offering or any other offering of securities by the Company, extraordinary or non-recurring non-cash expenses or losses, losses from equity method investments, transaction costs in connection with the credit agreement, deferred revenues written off in connection with acquisition purchase accounting adjustments, write-off of non-cash stock-based compensation expense, severance and retention costs related to dispositions and reorganizations of the Company, and losses related to legal claims and fees that are unusual in nature or infrequent, minus (to the extent included in calculating such net income) non-cash income or gains, including income from equity method investments, interest income, business interruption insurance proceeds, and any income or gain resulting from certain dispositions outside the ordinary course of business, including prior positive operating results of those divested businesses, and gains related to legal claims that are unusual in nature or infrequent.

We also consider Adjusted EBITDA and Adjusted EBITDA Margin, as defined, to be important indicators to investors because they provide information related to our ability to provide cash flows to meet future debt service, capital expenditures, working capital requirements, and to fund future growth. We present Adjusted EBITDA and Adjusted EBITDA Margin as supplemental performance measures because we believe that these measures provide our board of directors, management and investors with additional information to measure our performance, provide comparisons from period to period by excluding potential differences caused by variations in capital structures (affecting interest expense) and tax positions (such as the impact on periods or companies of changes in effective tax rates or net operating losses), and to estimate our value.

This press release and oral statements made from time to time by our representatives contain forward-looking statements. You should not place undue reliance on those statements because they are subject to numerous uncertainties and factors relating to our operations and business environment, all of which are difficult to predict and many of which are beyond our control. Forward-looking statements include, without limitation, information concerning our possible or assumed future results of operations. These statements often include words such as “may,” “will,” “should,” “believe,” “expect,” “anticipate,” “intend,” “plan,” “estimate” or similar expressions. These statements are based on assumptions that we have made in light of our experience in the industry as well as our perceptions of historical trends, current conditions, expected future developments and other factors we believe are appropriate under the

circumstances. Although we believe that these forward-looking statements are based on reasonable assumptions, you should be aware that many factors could affect our actual financial results or results of operations and could cause actual results to differ materially from those in the forward-looking statements. These factors include, but are not limited to, our ability to execute our tech-focused strategy, competition from existing and future competitors in the highly competitive markets in which we operate, failure to adapt our business model to keep pace with rapid changes in the recruiting and career services business, failure to maintain and develop our reputation and brand recognition, failure to increase or maintain the number of customers who purchase recruitment packages, cyclicality or downturns in the economy or industries we serve, the potential impact of COVID-19 on our operations and financial results, uncertainty in respect to the regulation of data protection and data privacy, failure to attract qualified professionals to our websites or grow the number of qualified professionals who use our websites, failure to successfully identify or integrate acquisitions, U.S. and foreign government regulation of the Internet and taxation, our ability to borrow funds under our revolving credit facility or refinance our indebtedness and restrictions on our current and future operations under such indebtedness. These factors and others are discussed in more detail in the Company’s filings with the Securities and Exchange Commission, all of which are available on the Investors page of our website at www.dhigroupinc.com, including the Company’s most recently filed periodic reports on Form 10-K and Form 10-Q and subsequent filings under the headings “Risk Factors,” “Forward-Looking Statements” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” You should keep in mind that any forward-looking statement made by the Company or its representatives herein, or elsewhere, speaks only as of the date on which it is made. New risks and uncertainties come up from time to time, and it is impossible to predict these events or how they may affect us. We have no obligation to update any forward-looking statements after the date hereof, except as required by federal securities laws.


DHI GROUP, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(in thousands, except per share amounts)

		Three Months Ended June 30,				Six Months Ended June 30,
		2022		2021		2022		2021

Revenues		$	37,057	$	28,721	$	71,391	$	55,397

Operating expenses:
Cost of revenues		4,181		3,593		8,280		7,295
Product development		4,360		3,510		8,302		7,112
Sales and marketing		14,274		10,151		28,215		19,922
General and administrative		9,109		6,939		16,875		13,093
Depreciation		4,228		4,040		8,186		7,671
	Total operating expenses	36,152		28,233		69,858		55,093
Operating income		905		488		1,533		304
Income from equity method investment		361		—		516		—
Gain (loss) on investments		320		(674)		320		1,839
Interest expense and other		(298)		(87)		(543)		(282)
Income (loss) before income taxes		1,288		(273)		1,826		1,861
Income tax expense (benefit)		(162)		(61)		(925)		61
Income (loss) from continuing operations		1,450		(212)		2,751		1,800
Loss from discontinued operations, net of tax		—		(29,999)		—		(29,340)
Net income (loss)		$	1,450	$	(30,211)	$	2,751	$	(27,540)

Basic earnings per share - continuing operations		$	0.03	$	—	$	0.06	$	0.04
Diluted earnings per share - continuing operations		$	0.03	$	—	$	0.06	$	0.04

Basic earnings (loss) per share - discontinued operations		$	—	$	(0.64)	$	—	$	(0.62)
Diluted earnings (loss) per share - discontinued operations		$	—	$	(0.64)	$	—	$	(0.60)

Basic earnings (loss) per share		$	0.03	$	(0.64)	$	0.06	$	(0.58)
Diluted earnings (loss) per share		$	0.03	$	(0.64)	$	0.06	$	(0.56)

Weighted-average basic shares outstanding		44,682		47,227		44,692		47,111
Weighted-average diluted shares outstanding		46,961		47,227		46,977		48,854


DHI GROUP, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(in thousands)

		Three Months Ended June 30,				Six Months Ended June 30,
		2022		2021		2022		2021
Cash flows from (used in) operating activities:
	Net income (loss)	$	1,450	$	(30,211)	$	2,751	$	(27,540)
Adjustments to reconcile net income to net cash flows from (used in) operating activities:
	Depreciation	4,228		4,349		8,186		8,445
	Deferred income taxes	(1,269)		(647)		(3,092)		(951)
	Amortization of deferred financing costs	36		37		73		74
	Stock-based compensation	2,456		2,302		4,691		4,060
	Income from equity method investment	(361)		—		(516)		—
	Loss (gain) on investments	(320)		674		(320)		(1,839)
	Change in accrual for unrecognized tax benefits	101		23		194		82
	Loss on disposition of discontinued operations	—		30,203		—		30,203
Changes in operating assets and liabilities:
	Accounts receivable	3,863		6,901		43		3,556
	Prepaid expenses and other assets	(2,575)		(1,002)		(2,189)		(373)
	Capitalized contract costs	336		240		(147)		(554)
	Accounts payable and accrued expenses	5,054		1,763		1,113		(4,507)
	Income taxes receivable/payable	22		486		976		1,613
	Deferred revenue	(2,642)		(2,233)		7,998		7,118
	Other, net	(149)		(11)		(313)		(89)
Net cash flows from operating activities		10,230		12,874		19,448		19,298
Cash flows from (used in) investing activities:
	Cash transferred with discontinued operations	—		(2,951)		—		(2,951)

	Cash received from sale of investment	320		—		320		—
	Purchases of fixed assets	(4,439)		(3,119)		(8,530)		(6,822)
Net cash flows used in investing activities		(4,119)		(6,070)		(8,210)		(9,773)
Cash flows from (used in) financing activities:
	Payments on long-term debt	(4,000)		(4,000)		(8,000)		(9,000)
	Proceeds from long-term debt	1,000		—		15,000		5,000
	Financing costs paid	(515)		—		(515)		—
	Payments under stock repurchase plan	(3,701)		(1,775)		(11,200)		(3,444)
	Purchase of treasury stock related to vested restricted and performance stock units	(370)		(483)		(4,572)		(1,826)
	Proceeds from issuance of common stock through ESPP	124		—		124		—
Net cash flows used in financing activities		(7,462)		(6,258)		(9,163)		(9,270)
Effect of exchange rate changes		—		40		—		10
Net change in cash and cash equivalents for the period		(1,351)		586		2,075		265
Cash and cash equivalents, beginning of period		4,966		7,319		1,540		7,640
Cash and cash equivalents, end of period		$	3,615	$	7,905	$	3,615	$	7,905


DHI GROUP, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
(in thousands)

ASSETS			June 30, 2022		December 31, 2021
Current assets
	Cash and cash equivalents		$	3,615	$	1,540
	Accounts receivable, net		18,342		18,385
	Income taxes receivable		—		354
	Prepaid and other current assets		5,730		4,177
		Total current assets	27,687		24,456
Fixed assets, net			20,941		20,581
Capitalized contract costs			9,279		9,131
Operating lease right-of-use assets			5,981		6,888
Investments			4,233		3,769
Investments, at fair value			3,000		3,000
Acquired intangible assets			23,800		23,800
Goodwill			128,100		128,100
Other assets			3,200		1,853
		Total assets	$	226,221	$	221,578


LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities
	Accounts payable and accrued expenses		$	16,987	$	15,859
	Deferred revenue		53,371		45,217
	Income taxes payable		622		—
	Operating lease liabilities		2,417		2,388
		Total current liabilities	73,397		63,464
Deferred revenue			773		929
Operating lease liabilities			5,774		6,982
Long-term debt, net			30,000		22,730
Deferred income taxes			6,223		9,315
Accrual for unrecognized tax benefits			979		785
Other long-term liabilities			970		1,011
		Total liabilities	118,116		105,216
		Total stockholders’ equity	108,105		116,362
		Total liabilities and stockholders’ equity	$	226,221	$	221,578

On the pages that follow, the Company has provided certain supplemental information that we believe will assist the reader in assessing our business operations and performance, including certain non-GAAP financial information and required reconciliations to the most comparable GAAP measure. A statement of operations and statement of cash flows for the three and six month periods ended June 30, 2022 and 2021 and balance sheets as of June 30, 2022 and December 31, 2021 are provided elsewhere in this press release.


DHI GROUP, INC.
NON-GAAP & SUPPLEMENTAL DATA
(Unaudited)
(in thousands, except per share and customer data)

	Revenue
	Q2 2022			Q2 2021			$ Change		% Change
Dice1	$	26,823		$	20,583		$	6,240	30%
ClearanceJobs	10,234			8,138			2,096		26%
Total Revenues	$	37,057		$	28,721		$	8,336	29%

Income (loss) from continuing operations2	$	1,450		$	(212)
Loss from discontinued operations, net of tax	$	—		$	(29,999)
Net income (loss)	$	1,450		$	(30,211)
Net income (loss) margin	4		%	(105)		%
Diluted earnings per share - continuing operations	$	0.03		$	—
Diluted earnings (loss) per share - discontinued operations	$	—		$	(0.64)
Diluted earnings (loss) per share	$	0.03		$	(0.64)
Adjusted diluted earnings per share3	$	0.01		$	0.02
Adjusted EBITDA3	$	7,803		$	7,114
Adjusted EBITDA margin3	21		%	25		%


	Revenue
	YTD 2022			YTD 2021			$ Change		% Change
Dice	$	51,457		$	39,634		$	11,823	30%
ClearanceJobs	19,934			15,763			4,171		26%
Total Revenues	$	71,391		$	55,397		$	15,994	29%

Income from continuing operations4	$	2,751		$	1,800
Loss from discontinued operations, net of tax	$	—		$	(29,340)
Net income (loss)	$	2,751		$	(27,540)
Net income (loss) Margin	4		%	(50)		%
Diluted income per share - continuing operations	$	0.06		$	0.04
Diluted earnings (loss) per share - discontinued operations	$	—		$	(0.60)
Diluted income (loss) per share	$	0.06		$	(0.56)
Adjusted diluted earnings per share3	$	0.02		$	0.02
Adjusted EBITDA3	$	14,733		$	12,725
Adjusted EBITDA Margin3	21		%	23		%

(1) Includes Dice and Career Events
(2) For the three months ended June 30, 2022, the Company recorded severance and related costs and gain on investments, net of tax, and discrete tax items that positively impacted income from continuing operations by $0.8 million. For the three months ended June 30, 2021, the Company recorded a loss on investment and severance and related costs, all net of tax, and discrete tax items that negatively impacted income from continuing operations by $1.1 million.
(3) See "Notes Regarding the Use of Non-GAAP Financial Measures" elsewhere in this press release.
(4) For the six months ended June 30, 2022, the Company recorded severance and related costs and gain on investments, net of tax, and discrete tax items that positively impacted income from continuing operations by $1.6 million. For the six months ended June 30, 2021, the Company recorded severance and related costs and gain on investments, all net of tax, and discrete tax items that positively impacted income from continuing operations by $0.9 million.


	Bookings1
	Q2 2022		Q2 2021		$ Change		% Change
Dice	$	25,645	$	20,215	$	5,430	27	%
ClearanceJobs	9,677		7,648		2,029		27	%
Total Bookings	$	35,322	$	27,863	$	7,459	27	%

	YTD 2022		YTD 2021		$ Change		% Change
Dice	$	62,464	$	48,140	$	14,324	30	%
ClearanceJobs	23,541		18,241		5,300		29	%
Total Bookings	$	86,005	$	66,381	$	19,624	30	%

(1) Bookings represent the value of all contractually committed services in which the contract start date is during the period and will be recognized as revenue within 12 months of the contract start date. For contracts that extend beyond 12 months, the value of those contracts beyond 12 months is recognized as bookings on each annual anniversary of each contract start date valued as the amount of revenue that will be recognized within 12 months of the respective anniversary date.


	Average Annual Revenue per Recruitment Package Customer1
	Q2 2022		Q2 2021		$ Change		% Change
Dice	$	14,304	$	13,488	$	816	6	%
ClearanceJobs	$	18,708	$	16,728	$	1,980	12	%

	YTD 2022		YTD 2021		$ Change		% Change
Dice	$	14,208	$	13,512	$	696	5	%
ClearanceJobs	$	18,564	$	16,608	$	1,956	12	%

(1) Calculated by dividing recruitment package customer revenue by the daily average count of recruitment package customers during each month, adjusted to reflect a 30-day month. The simple average of each month is used to derive the amount for each period and then annualized to reflect 12 months.







	Adjusted Diluted Earnings per Share
	Q2 2022			Q2 2021		YTD 2022		YTD 2021
Reconciliation of Diluted Earnings (Loss) per Share to Adjusted Diluted Earnings per Share:

Diluted earnings (loss) per share	$	0.03	—	$	(0.64)	$	0.06	$	(0.56)

Severance and related costs, net of tax	—			0.01		0.01		0.02
Loss (gain) on investments	(0.01)			0.01		(0.02)		(0.03)
Discrete tax items	(0.01)			—		(0.02)		(0.01)
Loss from discontinued operations, net of tax	—			0.61		—		0.60
Other1	—			0.03		(0.01)		—
Adjusted diluted earnings per share	$	0.01		$	0.02	$	0.02	$	0.02

Weighted average shares- diluted earnings per share	46,961			47,227		46,977		47,111
Weighted average shares - adjusted diluted earnings per share	46,961			49,077		46,977		48,854

(1) Adjusts, as applicable, for the share impact of common stock equivalents, where dilutive.


DHI GROUP, INC.
NON-GAAP & SUPPLEMENTAL DATA (CONTINUED)
(Unaudited)
(in thousands, except per share and customer data)


		Adjusted EBITDA Reconciliations
		Q2 2022		Q2 2021		YTD 2022		YTD 2021


Reconciliation of Net Income (loss) to Adjusted EBITDA:
Net income (loss)		$	1,450	$	(30,211)	$	2,751	$	(27,540)
	Interest expense	298		185		543		373
	Income tax expense (benefit)	(162)		(61)		(925)		61
	Depreciation	4,228		4,040		8,186		7,671
	Non-cash stock-based compensation	2,456		1,834		4,691		3,438
	Income from equity method investment	(361)		—		(516)		—
	Loss (gain) on investment	(320)		674		(320)		(1,839)
	Severance and related costs	214		749		323		1,311
	Loss on discontinued operations, net of tax	—		29,999		—		29,340
	Other	—		(95)		—		(90)
Adjusted EBITDA		$	7,803	$	7,114	$	14,733	$	12,725

Reconciliation of Operating Cash Flows to Adjusted EBITDA:
Net cash provided by operating activities		$	10,230	$	12,874	$	19,448	$	19,298
	Interest expense	298		185		543		373
	Amortization of deferred financing costs	(36)		(37)		(73)		(74)
	Income tax expense (benefit)	(162)		(61)		(925)		61
	Deferred income taxes	1,269		647		3,092		951
	Change in accrual for unrecognized tax benefits	(101)		(23)		(194)		(82)
	Change in accounts receivable	(3,863)		(6,901)		(43)		(3,556)
	Change in deferred revenue	2,642		2,233		(7,998)		(7,118)
	Discontinued operations results	—		(1,937)		—		(3,593)
	Severance and related costs	214		749		323		1,311
	Changes in working capital and other	(2,688)		(615)		560		5,154
Adjusted EBITDA		$	7,803	$	7,114	$	14,733	$	12,725


		Deferred Revenue and Backlog1
	June 30, 2022			December 31, 2021			$ Change			% Change
Deferred Revenue		$	54,144		$	46,146		$	7,998		17	%
Contractual commitments not invoiced		49,981			46,497			3,484			7	%
Backlog		$	104,125		$	92,643		$	11,482		12	%

(1) Backlog consists of deferred revenue plus customer contractual commitments not invoiced representing the value of future services to be rendered under committed contracts.


	Renewal Rates
Renewal Rate on Revenue:	Q2 2022		Q2 2021		YTD 2022		YTD 2021
Dice	99	%	89	%	102	%	84	%
ClearanceJobs	99	%	97	%	102	%	92	%

Renewal Rate on Count:
Dice	85	%	81	%	86	%	75	%
ClearanceJobs	84	%	84	%	85	%	83	%


		Recruitment Package Customers
		June 30, 2022		June 30, 2021		Change			% Change


Dice	6,386		5,441		945		17	%
ClearanceJobs		1,976		1,784		192			11	%