Fiscalnote Holdings, Inc. · OTC:NOTE
Fiscalnote — SPAC Merger (December 2021)
58 slides from Fiscalnote's SPAC merger presentation, December 2021
Slide 1: Management Presentation
Management Presentation DECEMBER 2021 | 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 Manoj Jain CEO Chief Financial Officer Chief Revenue Officer Chairman, CEO & & & & Co-Chief Investment Officer Co-Founder SVP of Corporate Development Senior VP Co-Founder & Co-Chief Investment Officer Director Nominee1 4 Note: (1) Contingent on CF
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: 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 7: Agenda
Agenda Executive Summary Investment Highlights Financial Snapshot Valuation Overview Appendix 7
Slide 8: Executive Summary
Executive Summary Fiscal!\\ote Fiscal
Slide 9: Technology Delivering Critical Legal Data and Insights in an Uncertain World
Technology Delivering Critical Legal Data and Insights in an Uncertain World 9
Slide 10: 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 11: The FiscalNote Solution
The FiscalNote Solution $6.4TN US Federal Govt. spending1 500k+ elected officials in the US2 American retailers claim tariffs on Chinese goods hurt business 200k+ US bills introduced annually3 during pandemic Exports from Ireland to Great Britain soar in post-Brexit trade imbalance 1,300+ adopted Ac
Slide 12: Category Creator
Category Creator Legal and Policy Finance HR Sales Crucial technology and embedded workflows on the desks of the world’s decision makers 12
Slide 13: Scale Player with Global Footprint
Scale Player with Global Footprint 3,000+ >50 $173MM Subscription of Fortune 100 are 2022PF revenue4 with customers3 current customers strong subscription business Oxford Brussels Madison New York Washington DC Seoul Austin Gurugram Baton Rouge Hong Kong Singapore 8 ~650 100% Years in operation5 Per
Slide 14: Clear Value Proposition
Clear Value Proposition Government Agencies Corporates Non-Profits Navigate increasingly complex regulatory Secure government funding to support national landscape on key issues such as ESG, data Advocating to elected officials to ensure security and engage in global diplomacy privacy and anti-trust
Slide 15: Resilience and Relevance During COVID-19
Resilience and Relevance During COVID-19 Public Sector Customers Private Sector Customers FiscalNote helps public and private sector clients navigate unpredictable issues in an increasingly uncertain world 15
Slide 16: Idea to Market Leader
Idea to Market Leader 30%+ Potential Revenue CAGR 80%+ Revenue CAGR $400MM+3 (2025PF) $173MM2 $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 17: Investment Highlights
Investment Highlights Fiscal!\\ote Fiscal
Slide 18: Investment Highlights
Investment Highlights Massive Market Diverse Blue Chip Prolific Opportunity Customer Base M&A Powerhouse AI and Data-Driven Multiple Avenues Visionary Workflow of Organic Growth Management Team 18
Slide 19: Large and Expanding Market Opportunity
1 Large and Expanding Market Opportunity FiscalNote’s Approaches to Drive Enterprise Long-term Growth Info Solutions TAM: $314BN1 1 Increasing Sales Capacity 2 Stronger Land & Expand Clear Market Tailwinds Proliferation of regulatory complexity International Market Growth - 3 Vast Opportunity in EU
Slide 20: AI and Data-Driven Workflow
2 AI and Data-Driven Workflow Proprietary Data Workflow Tools to Take Patented1 AI-Enabled Core Ingestion & Processing Action, Measure, & Report AI-Driven Network Effects Better Experience Individualized Global Legislation with More Usage Alerting Policy Automated Social Media Monitoring Reporting C
Slide 21: Proprietary Technology Stack
2 Proprietary Technology Stack FiscalNote’s Proprietary Technology… …Leading to Superior Outcomes for Customers Powerful ingestion Connect Data Augment Workflows engine with query Structured, standardized, Cross the silos between Integrate AI into existing suggestion and expansion and automated indu
Slide 22: Sifting Through the Chaos
2 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 o
Slide 23: Blue Chip Diverse Client Base
3 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 23 Note: Figures and logos exclude prod
Slide 24: Land and Expand Strategy Fueled by Cross & Upsell
4 “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 +2.7% +5.8% +4.5% +13.0% USAGE & WORKFLOWS UPSELL 74 78 78 35 38 39 16 17 17 8 8 10 ~50K – 100K+ Public Sector Enterpr
Slide 25: Customer Growth Stories
4 Customer Growth Stories Multinational Biotech and Digital Publishing One of the largest Global Law Firm Pharmaceutical Company Company US Trade Associations 36x 2x 22x 138x Key Product Key Product Key Product Key Product Global Team Collaboration Global Legislation Coverage Advocacy Data Managemen
Slide 26: Leveraging Core Technology for Organic Product Growth
4 Leveraging Core Technology for Organic 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
Slide 27: ESG is Just the Tip of the Iceberg
4 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. Managem
Slide 28: Prolific and Disciplined M&A Machine
5 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-ra
Slide 29: New Capital to Accelerate Growth
5 New Capital to Accelerate Growth A B C IDENTIFIED SHORTLISTED DISCUSSIONS or LOI1 TARGETS >900 >55 17 Potential revenue: Potential revenue: Potential revenue: >$375MM1 >$145MM >$1BN1 Proven Strategies Key Winning Factors Criteria Playbook for acquisition and integration Deeply embedded customers T
Slide 30: Strong Pipeline of Imminent Targets
5 Strong Pipeline of Imminent Targets 2021 Closed Transactions + Signed LOI Sample Discussions Cloud-based AI-Enabled ESG Geopolitical Management Risk Technology South America-based Government Affairs Platform for Voters in Legislative / Regulatory Management the US Tools and Tracker Australian Legi
Slide 31: Proven Corporate Strategy of Buy, Build, and Grow
5 Proven Corporate Strategy of Buy, Build, and Grow No. of Deals LEGACY 60 240+ 250+ 160+ 50 MARKET CAP ($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
Slide 32: Visionary, Founder-led Team with Strong Track Record
6 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 Office
Slide 33: Global Network of Advisors and Investors
6 Global Network of Advisors and Investors Diverse Background & In-depth Heidi Dubois Executive Vice President & Adrian Fenty Special Advisor at Andreesen Ron Gula Founder and former Carlos Gutierrez Former CEO of Kellogg Dr. Glenn Hubbard Dean of Columbia B. School Expertise Head of ESG of Edelman
Slide 34: Backed by Influential List of Equity Investors and Funds
6 Backed by Influential List of Equity Investors and Funds Mark Cuban Jerry Yang Steve Case 1 >$255MM2 $1.0BN3 Total funding raised Valuation last round 34 Note: (1) Visionnaire Ventures is the joint fund between Temasek Holding and Taizo Son; (2) Includes equity, convertible instruments and debt; (
Slide 35: Financial Snapshot
Financial Snapshot Fiscal!\\ote Fiscal
Slide 36: Supported by Loyal Customers Driving Predictable Revenue
Supported by Loyal Customers Driving Predictable Revenue Strong Momentum High Margin Sticky Customer Base 55% 82% 101% FY21-23PF Revenue Growth Rate1 FY22PF Gross Margin2 Q2’ 21 Net Revenue Retention3 Rapid, Sustainable Improving Margins and Supported by Loyal Growth Operating Leverage Customers Rev
Slide 37: Rapid, Sustainable Growth
Rapid, Sustainable Growth… Self-reinforcing combination of organic initiatives and M&A fueling durable and visible growth pathway Revenue ($MM) >$400+ +63% $173 $45 $1 $108 $20 $65 $41 2020A revenue Revenue growth M&A targets 2021PF revenue Organic revenue Incremental revenue 2022PF revenue ~2025PF
Slide 38: Supported by organic growth and M&A
… supported by organic growth and M&A Revenue by Type ($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 $
Slide 39: A Highly Efficient Business Model at Scale
A Highly Efficient Business Model at Scale FY21E Long-term Scale (Expected) Key Drivers Gross Margin1 82% ~88% High incremental margins 51% 68% Seller productivity; using automation for sales Sales & Marketing 31% contribution margin ~20% contribution margin operations and CRM Research & Unified pla
Slide 40: Valuation Overview
Valuation Overview Fiscal!\\ote Fiscal
Slide 41: 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 42: Attractive DeSPAC Valuation Relative to Peers
Attractive DeSPAC Valuation Relative to Peers 2022E EV / Sales Core Info Vertical Comps Services Software Median: 19.0x Mean: 18.0x 1 EV 1.2 3.2 5.3 1.8 55.2 30.8 28.1 23.6 48.9 46.7 15.3 11.6 9.6 7.0 3.7 2.4 ($BN) 42 Note: FactSet. Market data as of November 3, 2021. (1) FiscalNote multiple calcula
Slide 43: Attractive DeSPAC Valuation Relative to Peers (Cont'd)
Attractive DeSPAC Valuation Relative to Peers (Cont’d) 2023E EV / Sales Core Info Vertical Comps Services Software Median: 15.3x Mean: 14.7x 1 EV 1.2 3.2 5.3 1.8 55.2 30.8 28.1 23.6 48.9 46.7 15.3 11.6 9.6 7.0 3.7 2.4 ($BN) 43 Note: FactSet. Market data as of November 3, 2021. (1) FiscalNote multipl
Slide 44: Operational Benchmarking
Operational Benchmarking 2021-23E Revenue CAGR Median: 22% Mean: 21% Growth Adjusted 2022E EV / Sales1 Mean: 0.93 Median: 0.83 2 44 Note: FactSet. Market data as of November 3, 2021. (1) Calculated as 2022E EV/Sales divided by 21-23E revenue CAGR, divided by 100; (2) FiscalNote multiple calculated o
Slide 45: Operational Benchmarking (Cont'd)
Operational Benchmarking (Cont’d) 2022E Gross Margin Median: 70% Mean: 70% 1 Note: FactSet. Capital IQ, Market data as of November 3, 2021. (1) FiscalNote margin refers to 2022PF gross margin, which reflects revenue less cost of revenue divided by revenue expressed as a percentage 45 for the period
Slide 46: Operational Benchmarking (Cont'd)
Operational Benchmarking (Cont’d) 2023E Gross Margin Median: 71% Mean: 70% 1 Note: FactSet. Capital IQ, Market data as of November 3, 2021. (1) FiscalNote margin refers to 2023PF gross margin, which reflects revenue less cost of revenue divided by revenue expressed as a percentage 46 for the period
Slide 47: LegalTech - Existing Institutional Buy-side and Sell-side Following
LegalTech - Existing Institutional Buy-side and Sell-side Following Limited Investable Public Float IPO Mkt. Cap IPO Size1 Cornerstone2 IPO Date Investor2 ($MM) ($MM) ($MM) $820MM Jun 30, 2021 1,569 314 60 public float Jun 30, 2021 5,507 616 240 Jul 21, 2021 1,820 240 50 Total $1.2BN Total $350MM At
Slide 48: Why Duddell Likes FiscalNote
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 49: Thank You
Thank You FiscalNNote
Slide 50: Appendix
Appendix Fiscal!\\ote Fiscal
Slide 51: 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 52: 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 $160.0 Adjusted to exclude the following: Stock based compensation 0.0 - - - - Dep & Amort 3.0 2.1 1.9 1.8 1.5 Non - GAAP Gros
Slide 53: Financial Model Summary
Financial Model Summary ($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 54: 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 55: 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 56: 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 57: 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 58: 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