Fiscalnote Holdings, Inc. · OTC:NOTE
Fiscalnote — SPAC Merger (January 2022)
66 slides from Fiscalnote's SPAC merger presentation, Jan 25, 2022
Slide 1: Analyst Day Presentation
Analyst Day Presentation January 2022 | STRICTLY PRIVATE AND CONFIDENTIAL
Slide 2: Disclaimer
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, FiscalNote,
Slide 3: Disclaimer (Cont'd)
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 promulgated under the Act. Accordingly, such information and data may not be included in, may be adjusted in or may be pr
Slide 4: Today's Speakers
Today’s Speakers Tim Hwang Jon Slabaugh Reed Fawell Dr. Vlad Eidelman Manoj Jain CEO & Chief Financial Officer & Chief Revenue Officer & Chief Scientist & Chairman, CEO & Co-Founder SVP of Corporate Development Senior VP Head of AI Research Co-Chief Investment Officer Co-Founder & Co-Chief Investmen
Slide 5: Transaction Overview
Transaction Overview FiscalNote and DSAC Are Merging To Create A Leading Legal and Regulatory SaaS Platform • FiscalNote Holdings, Inc. Target (Proposed ticker - NASDAQ: NOTE) SPAC Size • $175MM AI/ML and data-driven enterprise SaaS company that delivers • $100M fully committed PIPE global legal, re
Slide 6: Transaction Summary
Transaction Summary Valuation In-Line with Last Funding Round Sources & Uses Illustrative Pro Forma Valuation Illustrative Pro Forma Ownership Sources $MM Pro Forma Valuation $MM, except per share data at Close3 Cash in Trust1 175 Share Price ($) 10.00 3% Private Placement (PIPE) 100 Shares Outstand
Slide 7: Attractive DeSPAC Valuation Relative to Peers
Attractive DeSPAC Valuation Relative to Peers 2022E EV / Sales Info Legal Vertical Services Tech Software Mean: 11.7x Median: 11.4x 1 EV 1.2 104.5 44.3 26.3 20.4 20.3 1.7 3.0 1.2 31.8 27.1 8.4 7.9 7.8 3.8 3.0 1.0 ($BN) 7 Note: FactSet. Market data as of January 19, 2022. (1) FiscalNote multiple calc
Slide 8: Attractive DeSPAC Valuation Relative to Peers (Cont'd)
Attractive DeSPAC Valuation Relative to Peers (Cont’d) 2023E EV / Sales Info Legal Vertical Services Tech Software Median: 9.7x Mean: 9.7x 1 EV 1.2 104.5 44.3 26.3 20.4 20.3 1.7 3.0 1.2 31.8 27.1 8.4 7.9 7.8 3.8 3.0 1.0 ($BN) 8 Note: FactSet. Market data as of January 19, 2022. (1) FiscalNote multip
Slide 9: Key Milestones to Listing
Key Milestones to Listing 25 Ongoing SEC review LATE MID LATE END JAN FEB MAR MAR MAR Analyst Day SEC declares proxy Redemption DSAC Public Listing effective; File and mail cut off date Shareholders definitive proxy vote on the transaction Targeting listing by end of Q1 2022 9
Slide 10: Agenda
Agenda Building a Category Creator Innovating through Technology Customer Testimonial | Nestlé Track Record of Commercial Success Customer Testimonial | United Way Accelerating Value Creation via M&A Delivering Long Term, Durable Growth Appendix 10
Slide 11: Building a Category Creator
Building a Category Creator Tim Hwang CEO and Co-Founder 11
Slide 12: The Problem
The Problem $6.4TN 500k+ 200k+ US Federal Govt. elected officials US bills introduced spending1 in the US2 annually3 American retailers claim tariffs on Chinese goods hurt business during pandemic Exports from Ireland to Great Britain soar 1,300+ 250+ €173BN in post-Brexit trade imbalance adopted Ac
Slide 13: Boards and CEOs Face Increasing Global Regulations
Boards and CEOs Face Increasing Global Regulations Regulatory Pressure “…I don’t know if this is the end-all “…People still want regulation, “…our business may be impacted “…legal ambiguity on the status but clearly regulation relief security amid tech competition… by the adoption of new tax of inde
Slide 14: Technology Delivering Critical Legal and Economic Data & Insights
Technology Delivering Critical Legal and Economic Data & Insights in an Uncertain World 14
Slide 15: The Solution
The Solution Data Workflow Analytics Research Embedded SaaS AI-Powered Mission-critical, Unrivaled Global Differentiated & Mission- Workflows to Manage Data & Legal and Policy Information Critical Information Regulatory Risk Intelligence Combining Data, Workflow, and Analytics to Drive Actionable In
Slide 16: Category Creator
Category Creator Legal and Policy Finance HR Sales Crucial technology and embedded workflows on the desks of the world’s decision makers 16
Slide 17: Large and Expanding Market Opportunity
Large and Expanding Market Opportunity FiscalNote’s Approaches to Drive Enterprise Long-term Growth Info Solutions TAM: $314BN1 1 Increasing Sales Capacity Clear Market Tailwinds 2 Stronger Land & Expand Proliferation of regulatory complexity International Market Growth - 3 Vast Opportunity in EU &
Slide 18: Clear Value Proposition
Clear Value Proposition Corporates Government Agencies Non-Profits Navigate increasingly complex Secure government funding to Advocating to elected officials to regulatory landscape on key issues such support national security, engage in ensure access to funding and as ESG, data privacy and anti-tru
Slide 19: Idea to Market Leader
Idea to Market Leader 30%+ Potential Revenue CAGR 80%+ Revenue CAGR $400MM+3 $173MM2 (2025PF) $8MM1 (2022PF) Idea (2013-2017) Scale (2017-Present) Market Leader (Future) Multiple Acquisitions Organic Growth Motel 6 in Silicon Valley to Washington, DC Increase customer LTV Grassroots Legislative &
Slide 20: Scale Player with Global Footprint
Scale Player with Global Footprint Oxford Brussels London Madison New York Washington DC Seoul Austin Gurugram Baton Rouge Hong Kong Singapore Sydney 50k+1 13 3,000+ >50 ~700 91% of Fortune 100 1H2021 data sources Locations Subscription Personnel are current revenue from customers2 globally3 custome
Slide 21: Visionary, Founder-led Team with Strong Track Record
Visionary, Founder-led Team with Strong Track Record Operating Businesses at Scale Tim Hwang Jon Slabaugh Josh Resnik Reed Fawell Chief Executive Officer Chief Financial Officer General Counsel, SVP SVP Public Company Co-Founder SVP, Corporate Development Chief Content Officer Chief Revenue Officer
Slide 22: Global Network of Advisors and Investors
Global Network of Advisors and Investors Diverse Background & In-depth Heidi Dubois Adrian Fenty Ron Gula Carlos Gutierrez Dr. Glenn Hubbard Expertise Executive Vice President & Special Advisor at Andreesen Founder and former Former CEO of Kellogg Dean of Columbia B. School Head of ESG of Edelman Ho
Slide 23: Backed by Influential List of Equity Investors and Funds
Backed by Influential List of Equity Investors and Funds Mark Cuban Jerry Yang Steve Case 1 >$255MM2 $1.0BN3 Total funding raised Valuation last round 23 Note: (1) Visionnaire Ventures is the joint fund between Temasek Holding and Taizo Son; (2) Includes equity, convertible instruments and debt; (3)
Slide 24: Innovating through Technology
Innovating through Technology Dr. Vlad Eidelman Chief Scientist & Head of AI Research 24
Slide 25: AI and Data-Driven Workflow
AI and Data-Driven Workflow Proprietary Data Workflow Applications to Ingestion, Processing, & Patented1 AI-Enabled Core Discover, Plan & Act Infrastructure Natural Language Understanding Graph and Network Entity Extraction Analysis and Resolution Global Legislation Alerting and Automated Social Med
Slide 26: Proprietary Ingestion and Processing Infrastructure
Proprietary Ingestion and Processing Infrastructure Sources Ingestion Processing Merge Modular collection 50k+ sources framework (text, audio, video) Normalize Government regulation, legislation, Smart Scrapers and policy data (local, state, federal) Data across countries, news, social, financial do
Slide 27: AI-Powered Data Enrichment Pipeline
AI-Powered Data Enrichment Pipeline Modeling and Enrichment - Multiple proprietary taxonomies for industry, topic, policy classification from proprietary training sets - Entity, event, and relationship extraction - Forecasting outcomes, identifying trends and detecting anomalies Natural Language Und
Slide 28: Augmenting Human Intelligence
Augmenting Human Intelligence Optimizing end-to-end system for delivering client outcomes, not just about best AI, but process for humans working with AI AI Augment end-to-end workflows: Integrate AI seamlessly into existing human-driven processes with appropriate level of automation to reduce time
Slide 29: SaaS Workflow Tools & Capabilities
SaaS Workflow Tools & Capabilities Aggregation One stop shop for legal and market intelligence data Discovery Context Ability to relate different data together and offer a history of the data Search, Discovery & Text extraction, nuanced searches, and personalized smart alerting Alerting from otherwi
Slide 30: Sifting through the Chaos
Sifting through the Chaos Collaborative capabilities and easy User-Friendly Dashboards access to workflows and data Searching, reporting, and alerting from unique Comprehensive Data global data and proprietary content sources Proprietary regulatory analysis and 94% accuracy1 Predictive Analytics on
Slide 31: Cutting Edge Technology for Future Growth
Cutting Edge Technology for Future Growth Infrastructure & Security ( ) SOC 2 Type 2 SAML Authentication GDPR Compliance Dedicated Security Team 31
Slide 32: Broad and Expanding Product Portfolio into Adjacent Markets
Broad and Expanding Product Portfolio into Adjacent Markets Workflow Advocacy Federal & State Stakeholder ESG Federal Online Attention FN AI SLED Constituent Regulated Sectors Solutions Legislative + Management Management Constituent Behavior Analysis Services Services Product of the Future Regulato
Slide 33: ESG is Just the Tip of the Iceberg
ESG is Just the Tip of the Iceberg Mapping ESG regulation… …against enterprise data to produce actionable insights Leveraging FiscalNote’s Portfolio Companies need to know the regulatory landscape… Regulations will always supersede the voluntary Al-driven, real-time ESG & Carbon framework. Managemen
Slide 34: Leveraging Capabilities to Drive Product Growth
Leveraging Capabilities to Drive Product Growth New Adjacent Market Opportunities Regulated Sectors of the Future FDA Approval Advocacy ESG Tracking Geopolitical Risk Cryptocurrency Autonomous US-China Gig Economy Research Regulatory Driving Relations Monitoring Issues Government Management Affairs
Slide 35: Customer Testimonial | Nestlé
Customer Testimonial | Nestlé Meg Villarreal Manager of Policy and Public Affairs 35
Slide 36: Track Record of Commercial Success
Track Record of Commercial Success Reed Fawell Chief Revenue Officer & Senior VP 36
Slide 37: Blue Chip Diverse Client Base
Blue Chip Diverse Client Base Government (~24%) Finance (~5%) Energy (~3%) Consumer & Retail (~2%) Transport (~2%) Healthcare (~14%) Education (~5%) TMT (~5%) Business Services (~5%) Relied upon and recognized across major public and private sector customers 37 Note: Figures and logos exclude produc
Slide 38: Efficient, Growth-Oriented Sales Model
Efficient, Growth-Oriented Sales Model Customers / Users Sales Model Suite of Products Prospect 1 2 Potential clients via Initial Purchase General Counsel inbound leads / Account SVP, Government Affairs outbound sales efforts Executive closes VP, (Marketing / SDRs) new sale Corporate Risk & Security
Slide 39: Land and Expand Strategy Fueled by Cross & Upsell
“Land and Expand” Strategy Fueled by Cross & Upsell Upselling Potential Enabled by User and Product-Based Pricing Increasing Customer Spending - AAV1,2 ($000s) MORE PRODUCTS CAGR4 +3.3% +3.9% +2.8% +12.9% USAGE & WORKFLOWS UPSELL 73 80 78 36 38 39 16 16 17 7 8 9 ~50K – 100K+ Public Sector Enterprise
Slide 40: Customer Growth Stories
Customer Growth Stories Multinational Biotech and Global Cloud One of the largest Global Law Firm Pharmaceutical Company Service Provider US Trade Associations 36x 16x 22x 138x Key Product Key Product Key Product Key Product Global Team Collaboration Global Regulatory Strategy Advocacy Data Manageme
Slide 41: Customer Testimonial | United Way
Customer Testimonial | United Way Lindsay Torrico Vice President of Policy and Advocacy 41
Slide 42: Accelerating Value Creation via M&A
Accelerating Value Creation via M&A Presenter: Tim Hwang CEO and Co-Founder 42
Slide 43: Proven Corporate Strategy of Buy, Build, and Grow
Proven Corporate Strategy of Buy, Build, and Grow No. of Deals LEGACY 60 240+ 250+ 160+ 50 MARKET CAP ($BN) 40 50+ 160+ DISRUPTOR 30 Cloud based AI/ML driven 20 Modern core technology Rich data & content Founder led 10 13 10 20 30 100 YEARS SINCE FOUNDING Building a disruptive global data company in
Slide 44: Prolific and Disciplined M&A Machine
Prolific and Disciplined M&A Machine Key Statistics1 Selected M&A Integrations 15 Completed acquisitions since 2015 • Geographic expansion + broadening • Broadened critical capacity in of global information set advocacy technology ~$35MM • ~14% CAGR in ARR • ~23% CAGR in ARR Incremental M&A run-rate
Slide 45: New Capital to Accelerate Growth and TAM
New Capital to Accelerate Growth and TAM A B C IDENTIFIED SHORTLISTED ADVANCED TARGETS DISCUSSIONS >900 >55 17 Potential revenue: Potential revenue: >$375MM1 Potential revenue: >$1BN1 >$145MM Proven Strategies Key Winning Factors Criteria Playbook for acquisition and integration Deeply embedded cust
Slide 46: Strong Pipeline of Imminent Targets
Strong Pipeline of Imminent Targets 2021 Closed Transactions + Definitive Agreements Sample Discussions Cloud-based AI-Enabled ESG Geopolitical EMEA-based Provider Management Risk Technology South America-based Government Alternative Affairs Data Platform for Voters of Unstructured in Data Legislati
Slide 47: Delivering Long Term, Durable Growth
Delivering Long Term, Durable Growth Jon Slabaugh Chief Financial Officer & SVP of Corporate Development 47
Slide 48: Supported by Organic Growth and M&A
Supported by Organic Growth and M&A Revenue by Type ($MM) 2 10 acquisitions1 Identified acquisition targeted with total targets with total Pace and scale of M&A continues to increase 2021-24 run-rate revenue of run-rate revenue of as company drives growth from acquired assets CAGR ~$37MM ~$135MM $36
Slide 49: Q3 Management KPIs
Q3 Management KPIs Total Revenue $95m Total Revenue Run Rate is the ARR at period end + total pro forma LTM non- Run Rate +46% YTD subscription revenue1. Organic Revenue Organic Revenue Run Rate is the ARR at period end + total pro forma LTM non- $68m Run Rate subscription revenue, but excluding M&A
Slide 50: Built & Ready
Built & Ready 01 Building a Category Creator 02 Innovating through Technology 03 Track Record of Commercial Success 04 Accelerating Value Creation via M&A 05 Delivering Long Term, Durable Growth 50
Slide 51: Thank You
Thank You FiscalNote
Slide 52: Appendix
Appendix Fiscal! ote Fiscal
Slide 53: Sponsor Overview
Sponsor Overview • Hong Kong based multi-strategy investment firm since 2012 • 60+ years of combined investment, sourcing and advisory Broad Universe of Candidates experience of management team across major geographies TMT | Fintech | Logistics | Proptech | Solar | Consumer | Retail | BioTech | Clea
Slide 54: Why Duddell Likes FiscalNote – Elegance in its Simplicity
Why Duddell Likes FiscalNote – “Elegance in its Simplicity” 1 Category creator that can turbo charge consolidation - no longer capital constrained 2 Ready to scale with multiple growth vectors: SaaS flywheel, adjacent verticals, geographic expansion 3 Precedent value creation in information services
Slide 55: Operational Benchmarking
Operational Benchmarking 2021-23E Revenue CAGR Mean: 20% Median: 19% Growth Adjusted 2022E EV / Sales1 Mean: 0.71 Median: 0.55 2 55 Note: FactSet. Market data as of January 19, 2022. (1) Calculated as 2022E EV/Sales divided by 21-23E revenue CAGR, divided by 100; (2) FiscalNote multiple calculated o
Slide 56: Operational Benchmarking (Cont'd)
Operational Benchmarking (Cont’d) 2022E Gross Margin Median: 72% Mean: 70% 1 Note: FactSet. Capital IQ, Market data as of January 19, 2022. (1) FiscalNote margin refers to 2022PF gross margin, which reflects revenue less cost of revenue divided by revenue expressed as a percentage 56 for the period
Slide 57: Operational Benchmarking (Cont'd)
Operational Benchmarking (Cont’d) 2023E Gross Margin Median: 71% Mean: 70% 1 Note: FactSet. Capital IQ, Market data as of January 19, 2022. (1) FiscalNote margin refers to 2023PF gross margin, which reflects revenue less cost of revenue divided by revenue expressed as a percentage 57 for the period
Slide 58: Non-GAAP Reconciliations
Non-GAAP Reconciliations Actual Forecast Forecast Forecast Forecast 2020 2021 2022 2023 2024 Revenue $65.2 $106.4 $126.2 $151.3 $187.3 Gross Profit $52.5 $84.9 $103.3 $126.8 $160.0 Adjusted to exclude the following: Stock based compensation 0.0 - - - - Dep & Amort 3.0 2.1 1.9 1.8 1.5 Non - GAAP Gros
Slide 59: Financial Model Summary
Financial Model Summary ($mm, except where noted) FY19A FY20A FY21E FY22E FY23E FY24E 2021-24 CAGR Revenue Organic Current Organic 66 65 71 81 93 112 Completed Deals in 2021 - - 35 45 58 76 Under LOI1 - - 1 2 3 6 Total $66 $65 $108 $128 $155 $193 21% % growth (1%) 66% 19% 21% 25% Future Acquisitions
Slide 60: Quarterly Financials
Quarterly Financials 2019 2020 2021 2020 2021 (in thousands USD) FY Q1 Q2 Q3 Q4 Q1 Q2 Q3 YTD Q2 YTD Q3 FY YTD Q2 YTD Q3 Revenue Subscription and licensing 56,969 14,842 14,773 15,102 15,285 15,532 17,427 20,139 29,615 44,717 60,002 32,959 53,098 Advertising and other 8,901 1,881 1,047 865 1,362 1,81
Slide 61: Glossary
Glossary • 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 ACV is the annualized sum of those contracts • AI: Art
Slide 62: Risk Factors
Risk Factors 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 revenue and evaluate its business and prospects. • If FiscalNote fails to manage its growth effectively, its bu
Slide 63: Risk Factors (Cont'd)
Risk Factors (Cont’d) • If FiscalNote fails to maintain and improve its methods and technologies, or anticipate new methods or technologies, for data collection, organization, and analysis, competing products and services could surpass those of FiscalNote in depth, breadth, or accuracy of its data o
Slide 64: Risk Factors (Cont'd)
Risk Factors (Cont’d) • FiscalNote’s projections and key performance metrics are subject to significant risks, assumptions, estimates and uncertainties. As a result, FiscalNote’s financial and operating results may differ materially from its expectations. • FiscalNote’s use of any “open source” soft
Slide 65: Risk Factors (Cont'd)
Risk Factors (Cont’d) Information Technology and Data Risks • Cyber-attacks, 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 of Fisca
Slide 66: Risk Factors (Cont'd)
Risk Factors (Cont’d) Risks Related to the Ownership of New FiscalNote’s Class A Common Stock • Following the consummation of the Business Combination, only its Co-Founders will be entitled to hold shares of New FiscalNote Class B common stock, which shares will have 10 votes per share. This will li