Fiscalnote Holdings, Inc. · OTC:NOTE
Fiscalnote — Duddell Street Acquisition — SPAC Merger (July 2022)
55 slides from Fiscalnote's SPAC merger presentation, Jul 14, 2022
Slide 1: Management Presentation July 2022
Management Presentation JULY 2022 | STRICTLY PRIVATE AND CONFIDENTIAL
Slide 2: Disclaimer
2 Disclaimer This presentation contains proprietary and confidential information of FiscalNote Holdings, Inc (“ FiscalNote ”) and Duddell Street Acquisition Corp. (NASDAQ: DSAC, “ Duddell Street”), and the entire content should be considered “Confidential Information.” Neither Duddell Street, Fiscal
Slide 3: Disclaimer (Cont'd)
3 Disclaimer (Cont’d) Financial Information, Non - GAAP Measures The financial information and data contained in this presentation is unaudited and does not conform to Regulation S - X promulgate d under the Act. Accordingly, such information and data may not be included in, may be adjusted in or ma
Slide 4: Today's Speakers
4 Today’s Speakers Tim Hwang CEO & Co - Founder Jon Slabaugh Chief Financial Officer & SVP of Corporate Development Reed Fawell Chief Revenue Officer & S enior VP Manoj Jain Chairman, CEO & Co - Chief Investment Officer Co - Founder & Co - Chief Investment Officer Director Nominee
Slide 5: Transaction Overview
5 Transaction Overview AI/ML and data - driven enterprise SaaS company that delivers global legal, regulatory, and policy insights and analytics FiscalNote and DSAC Are Merging To Create A Leading Legal and Regulatory SaaS Platform Good opportunity to unlock potential and maximize value Led by talen
Slide 6: Sponsor Overview
6 Hong Kong based multi - strategy investment firm since 2012 60+ years of combined investment, sourcing and advisory experience of management team across major geographies Deployed over $20 billion of transaction capital since inception Capital markets expertise in pricing IPOs, secondary blocks an
Slide 7: Agenda
7 Agenda Investment Highlights Executive Summary Valuation Overview Financial Snapshot Appendix
Slide 8: Executive Summary
Executive Summary Fiscal\Vote Fiscal ata
Slide 9: Technology Delivering Critical Legal Data and Insights in an Uncertain World
9 9 Technology Delivering Critical Legal Data and Insights in an Uncertain World
Slide 10: Boards and CEOs Face Increasing Global Regulations
10 Note: (1) Former Chairman and CEO; (2) PwC Global CEO Survey ( https://www.pwc.com/gx/en/ceo - survey/2020/reports/pwc - 23rd - global - ceo - survey.pdf). Boards and CEOs Face Increasing Global Regulations “ …I don’t know if this is the end - all but clearly regulation relief would…help to grow
Slide 11: The FiscalNote Solution
11 The FiscalNote Solution Embedded Workflows to Manage Regulatory Risk Workflow Unrivaled Information & Global Need - to - Know Policies Data AI - Powered Actionable Intelligence Analytics Secure Government Funding Minimize Costs Mitigate Reputational Risk Generate Incremental Revenue Note: (1) Ten
Slide 12: Category Creator Legal and Policy
12 Category Creator Legal and Policy Crucial technology and embedded workflows on the desks of the world’s decision makers HR Sales Finance
Slide 13: Scale Player with Global Footprint
13 4,000+ Subscription customers 3 9 Years in operation 5 ~790 Personnel globally 6 $173MM 2022PF Run - rate r evenue 4 with strong subscription business 98% NRR 7 for subscription products for Q1’22 8 4.2x LTV/ CAC 9 for subscription products In 2020 ~90% FY2021 revenue from subscription Scale Play
Slide 14: Clear Value Proposition
14 Note: (1) Senate Appropriations Committee press release; (2) House Committee on Appropriations press release; (3) Office of t he Director of National Intelligence press release; (4) Nestle 2021 Annual Report; (5) FedEx 2021 Annual Report; (6) Microsoft 2021 Annual Report; (7) National Education A
Slide 15: Resilience and Relevance During COVID
15 Resilience and Relevance During COVID - 19 FiscalNote helps public and private sector clients navigate unpredictable issues in an increasingly uncertain world Public Sector Customers Private Sector Customers
Slide 16: Idea to Market Leader
16 Idea to Market Leader Idea (2013 - 2017) $ 4 00MM+ 3 (2025PF) 80%+ Revenue CAGR $173MM 2 (2022PF) Scale (2017 - Present) Market Leader (Future) $8MM 1 30%+ Potential Revenue CAGR Growth Capital Motel 6 in Silicon Valley to Washington, DC Multiple A cquisitions Seed & Early Investors Mark Cuban Je
Slide 17: Investment Highlights
Investment Highlights Fiscal\Vote Fiscal (oa
Slide 18: Investment Highlights
18 Investment Highlights Massive M arket Opportunity AI and Data - Driven Workflow Diverse Blue Chip Customer Base Multiple Avenues of Organic Growth Prolific M&A Powerhouse Visionary Management Team
Slide 19: Large and Expanding Market Opportunity
19 Large and Expanding Market Opportunity 1 Clear Market Tailwinds Democratization of analytical capabilities in law Need for aggregation and standardization Demand for workflow efficiency and automation Lack of systems to track, assess and report Proliferation of regulatory complexity Legal & Regul
Slide 20: AI and Data-Driven Workflow
20 Better Experience with More Usage Policy Monitoring Automated Reporting Individualized Alerting Event Predictions Activity - Driven Recommendations Stakeholder Management & Collaboration Revenue & Funding Generation Research & Analytics Streamlined Compliance Process Standardize Global Legislatio
Slide 21: Proprietary Technology Stack
21 Building blocks for FiscalNote’s vision to become a next generation data company leveraging AI to rapidly deliver new datasets and enhance workflow tools Proprietary Technology Stack 2 FiscalNote’s Proprietary Technology… …Leading to Superior Outcomes for Customers Connect Data Cross the silos be
Slide 22: Sifting Through the Chaos
22 These tools are essential so we have our finger on the global pulse of public policy activities. People were blown away by how quickly I learned about the bill and how fast I was able to act. Without FiscalNote’s advocacy tools, we would not have been able to get our message out. Our members and
Slide 23: Blue Chip Diverse Client Base
23 Healthcare (~14%) Consumer & Retail (~2%) Energy (~3%) Finance (~5%) TMT (~5%) Education (~5%) Transport (~2%) Business Services (~5%) Government (~24%) Relied upon and recognized across major public and private sector customers Note: Figures and logos exclude products acquired in 2021. Blue Chip
Slide 24: Private Sector Staying Longer - Multi-Year Contracts
24 Private Sector S taying Longer - Multi - Year Contracts % of ARR 3 73 36 16 7 80 38 16 8 78 39 17 9 Public Sector Enterprise Mid-Market SMB Q3 '19 Q3 '20 Q3 '21 +3.3% +3.9% +2.8% CAGR 4 48% 59% 63% 57% 68% 70% 43% 58% 59% Q3 '19 Q3 '20 Q3 '21 Enterprise Mid-market SMB Increasing C ustomer Spendin
Slide 25: Customer Growth Stories
25 Multinational Biotech and Pharmaceutical Company One of the largest US Trade Associations Global Cloud Service Provider Global Law Firm Global Team Collaboration Global Regulatory Strategy Advocacy Data Management Policy Tracking Key Product 36x 16 x 22x 138 x Key Product Key Product Key Product
Slide 26: Leveraging Core Technology for Organic Product Growth
26 Leveraging Core Technology for Organic Product Growth 4 New Adjacent Market Opportunities G eopolitical Risk R esearch C entral Ba nk P olicy Monitoring Issues Management ESG FDA Approval T racking Advocacy Government Affairs Autonomous Driving Gig Economy US - China Relations Human Intelligence
Slide 27: ESG is Just the Tip of the Iceberg
27 AI - enabled transcription around government, finance & alternative data Geopolitical analysis & advisory powered by a worldwide network of experts Al - driven, real - time ESG & Carbon Management SaaS platform ESG is Just the Tip of the Iceberg 4 Replicable strategies to leverage diverse custome
Slide 28: Prolific and Disciplined M&A Machine
28 Geographic expansion + broadening of global information set ~14% CAGR in ARR since acquisition Selected M&A Integrations Broadened critical capacity in advocacy technology ~23% CAGR in ARR since acquisition Reduced cost + incremental capability M illions of dollars of future outsourced vendor exp
Slide 29: Acquisition Playbook and Criteria
29 Transaction structure Alignment of interests Scale and platform benefits Culture Non - competitive situations (i.e. not auctions) Deeply embedded customers Large market share Limited strategic options High subscription revenue streams Ability to cross - sell / up - sell Sub - sectors with competi
Slide 30: Four-Pronged Acquisition Strategy
30 Build Scale, Market Consolidation Turn Cost into Revenue Adjacent Market Expansion Regulated Sectors of the Future Description Realize efficiencies through moving things in - house (e.g., transcripts, stakeholder data, etc.) Consolidate and maintain market - leading position, with a focus on inte
Slide 31: Strong Pipeline of Imminent Targets
31 $37mm Run - rate Revenue 2 2021 C losed Transactions + Signed LOI Potential PF Revenue: ~$120MM 1 Note: (1) Based on management estimates, preliminary due diligence and subject to change. (2) Does not include Aicel run - rate revenue. Ongoing Sample Discussions Strong Pipeline of Imminent Targets
Slide 32: Proven Corporate Strategy of Buy, Build, and Grow
32 No. of Deals YEARS SINCE FOUNDING MARKET CAP (1) ($BN) 30 20 40 50 60 10 10 20 LEGACY 30 100 15 160 + 240 + 160 + 250 + Cloud based AI/ML driven Modern core technology Rich data & content Founder led DISRUPTOR 50 + Note: Capital I Q, Factset . Market data as of 20 Aug 2021. Number of deals includ
Slide 33: Visionary, Founder-Led Team with Strong Track Record
33 Operating Businesses at Scale Public Company Experience Executing M&A Deals Silicon Valley Experience Inside DC Experience Reed Fawell SVP Chief Revenue Officer Paul Donnell Chief Accounting Officer Dr. Vlad Eidelman Chief Scientist Head of AI Research Josh Resnik President Chief Operating Office
Slide 34: Diverse Background & In-depth Expertise
34 Diverse Background & I n - depth Expertise Adrian Fenty Special Advisor at Andreesen Horowitz; Former Mayor of Washington, D.C. Tom Monahan Former CEO of CEB Kevin Rudd Former Prime Minister of Australia Ron Gula Founder and former CEO of Tenable Daniel Nadler Founder and CEO of Kensho (acquired
Slide 35: Backed by Influential List of Equity Investors and Funds
35 >$255 MM 2 Total funding raised Jerry Yang Mark Cuban Steve Case Note: (1) Visionnaire Ventures is the joint fund between Temasek Holding and Taizo Son; (2) Includes equity, convertible instruments and debt; (3) as of January 2021. 1 Backed by Influential List of Equity Investors and Funds 6 $1.0
Slide 36: Financial Snapshot
Financial Snapshot Fiscal\Vote 3 Fiscal i
Slide 37: Rapid, Sustainable Growth
37 Self - reinforcing combination of organic initiatives and M&A fueling durable and visible growth pathway 37 Run Rate Revenue ($MM) >$400+ Management’s target: 25 – 30% organic run rate revenue growth in 2022 with clear pathway to total run rate revenue of $400MM+ by ~2025 Rapid, Sustainable Growt
Slide 38: Supported by Organic Growth and M&A
38 $65 $71 $136 $207 $310 $38 $37 $50 $55 $ 109 $173 $256 $365 2020A 2021 2022PF 2023PF 2024PF Organic Run Rate Revenue Run Rate Revenue Acquired (Current Year) 92% Recurring revenue +63% 2021 - 24 CAGR + 50 % Note: Figures subject to rounding adjustments. (1) Depicts Organic Run Rate Revenue from l
Slide 39: Management KPIs
39 Management KPIs Note: (1) Annual Recurring Revenue (ARR) is the value of the contracted recurring revenue components of term subscriptions n orm alized to a one - year period. Consolidated Run Rate Revenue Organic Run Rate Revenue Net Revenue Retention Three management KPIs define operational suc
Slide 40: Valuation Overview
Valuation Overview Fiscal\Vote 4 FiscalNo an
Slide 41: Sources & Uses, Transaction Summary, Pro Forma Valuation
41 Sources & Uses Transaction Summary Illustrative Pro Forma Capital Structure Illustrative Pro Forma Valuation Illustrative Pro Forma Ownership at Close 7 Sources $MM Proceeds from SPAC 1 175 New Senior Debt Financing 2 75 SPAC Sponsor Equity 44 FiscalNote Shareholder Rollover 3 1,000 Total Sources
Slide 42: Attractive DeSPAC Valuation Relative to Peers
42 Attractive DeSPAC Valuation Relative to Peers Note: FactSet . Market data as of Jun 30, 2022. (1) FiscalNote multiple calculated as 2022PF EV / Run - rate revenue. 2022E EV / Sales Median: 8.2x Mean: 8.5x EV ($BN) 1 1.4 21.4 117.2 35.4 0.9 25.6 15.5 5.6 5.3 5.2 2.6 1.6 15.1 1.1 2.2 14.2 0.9 Trans
Slide 43: Attractive DeSPAC Valuation Relative to Peers (Cont'd)
43 Attractive DeSPAC Valuation Relative to Peers (Cont’d) Note: FactSet . Market data as of Jun 30, 2022. (1) FiscalNote multiple calculated as 2023PF EV / Run - rate revenue. 2023E EV / Sales Median: 6.4x Mean: 7.1 x Vertical Software Info Services Legal Tech EV ($BN) 1 21.4 117.2 35.4 0.9 25.6 15.
Slide 44: Operational Benchmarking
44 Operational Benchmarking Note: FactSet . Market data as of Jun 30, 2022. (1) Calculated as 2022E EV/Sales divided by 21 - 23E revenue CAGR, divided by 100; (2) FiscalNot e multiple calculated as 2022PF EV / Run - rate revenue . Growth Adjusted 2022E EV / Sales 1 2021 - 23E Revenue CAGR Median: 19
Slide 45: Operational Benchmarking (Cont'd)
45 Operational Benchmarking (Cont’d) Note: FactSet . Capital IQ, Market data as of Jun 30, 2022. (1) FiscalNote margin refers to 2022PF gross margin , which reflects adjusted revenue less cost of revenue, excluding amortization of intangible assets, divided by adjusted revenue expressed as a percent
Slide 46: Operational Benchmarking (Cont'd)
46 Operational Benchmarking (Cont’d) Note: FactSet . Capital IQ, Market data as of Jun 30, 2022. (1) FiscalNote margin refers to 2023PF gross margin , which reflects adjusted revenue less cost of revenue, excluding amortization of intangible assets, divided by adjusted revenue expressed as a percent
Slide 47: Why Duddell Likes FiscalNote
47 Category creator that can turbo charge consolidation - no longer capital constrained Ready to scale with multiple growth vectors: SaaS flywheel, adjacent verticals, geographic expansion Precedent value creation in information services sector: base + bolt - ons Founder - led management - conservat
Slide 48: Thank You
48 Thank You
Slide 49: Appendix
Appendix Fiscal\Vote ie Fiscal phe
Slide 50: Glossary of Terms and Definitions
50 AAV: Average Account Value is the total ARR at a point in time divided by the number of active accounts ACV : Annual Contract Value on any single account. Some large accounts have multiple contracts within that account, therefore the AC V is the annualized sum of those contracts AI : Artificial i
Slide 51: Risks Related to FiscalNote's Business
51 Risks Related to FiscalNote’s Business FiscalNote has recently experienced rapid growth that may not be indicative of future growth, which makes it difficult to forecast its r ev enue and evaluate its business and prospects. If FiscalNote fails to manage its growth effectively, its business, fina
Slide 52: Risks Related to Pricing and Competition
52 FiscalNote’s pricing and product bundling strategy may not meet customers’ price expectations or may adversely affect FiscalNote’s revenues. Increased accessibility to free or relatively inexpensive information sources that offer comparable value to customers may re duc e demand for FiscalNote’s
Slide 53: Projections and Intellectual Property Risks
53 FiscalNote’s projections and key performance metrics are subject to significant risks, assumptions, estimates and uncertainties. As a resu lt , FiscalNote’s financial and operating results may differ materially from its expectations. FiscalNote’s use of any “open source” software under restrictiv
Slide 54: Information Technology and Data Risks
54 Information Technology and Data Risks Cyberattacks, security, privacy, or data breaches or other security incidents that affect FiscalNote’s networks or systems, or those of its service providers, involving sensitive, personal, classified or confidential information o f FiscalNote or its customer
Slide 55: Risks Related to Ownership of New FiscalNote Class A Common Stock
55 Risks Related to the Ownership of New FiscalNote’s Class A Common Stock Immediately following the consummation of the Business Combination, only our Co - Founders will be entitled to hold shares of New FiscalNote Class B common stock, which shares will have twenty - five (25) votes per share. Thi