In a $1.3B SPAC deal, DC’s FiscalNote is planning to go public

The latest M&A move for FiscalNote is poised to make the DC-based policy software and media company a publicly-traded firm.

Penn Quarter-headquartered FiscalNote announced plans Monday to merge with special purpose acquisition company (SPAC) Duddell Street Acquisition Corp in a deal that will take the company public.

The deal, which is expected to close in the first quarter of 2022, will value FiscalNote at $1.3 billion, according to the announcement. When the deal is closed, the combined company will operate under the FiscalNote name and be traded on the Nasdaq under the symbol NOTE.  Talks of the SPAC deal were first reported to be under consideration by Bloomberg in May.

Current shareholders, including enterpreneurs such as AOL cofounder Steve Case and Mark Cuban, as well as venture capital firms such as Chevy Chase, Maryland-based New Enterprise Associates, will retain 76% ownership and roll their stakes into the company. The deal is anticipated to gross $275 million in total proceeds. Of this, $100 million will come from a PIPE, or private investment in public equity, anchored by Maso Capital, and $175 million from a trust held by Duddell Street, according to FiscalNote.

When the deal closes, FiscalNote cofounder and CEO Tim Hwang, who is 29, will be the youngest Asian-American CEO on a major stock exchange platform in the US, FiscalNote said.

“When we founded FiscalNote in 2013, we set out to build a category-creating technology company that would change the way organizations understand and act on the legal, policy, and regulatory issues that mattered most to them,” said Hwang in a statement. “Legal and geopolitical issues have become even more inextricably linked to markets, and it is crucial that organizations have access to key information about the actions of regulators and policymakers to proactively navigate and manage the volume and velocity of regulatory change that will impact them.”

Currently, FiscalNote has around 650 employees globally, with about 3,000 subscribing customers, including 3M, AstraZeneca, FedEx, Lyft, Microsoft and several US agencies. With the merger, the company plans to expand its efforts across markets and expand data offerings for customers. An investor presentation regarding the news said the company is targeting $173 million in revenue in 2022 and $256 million in 2023.

The expected revenue includes proceeds from additional planned acquisitions following the deal, a trend that FiscalNote already started in previous years. A spokesperson for the company told Technical.ly that the software firm has seen such strong growth from nine acquisitions over the past 11 months. In 2021, this included fellow Penn Quarter company Fireside and Australia’s TimeBase, both in May, as well as Factba.se parent company FactSquared in January, and the UK’s Oxford Analytica in February. In 2020, the company also secured $160 million in growth capital and debt financing.

“Ultimately what this is going to do is really give us the opportunity to break into new markets and expand some of the data offerings we provide to clients,” the spokesperson said. “…We hope that this will allow us to expand both in the legal and regulatory space and share the geopolitical information that we service right now, but also our footprint in some of these places…We feel very strongly that this will also supercharge our ability to bring other acquisitions into the fold in the future.”

The strong acquisition model, the spokesperson noted, contributes to the firm’s growth in particular, as it can offer multiple products to the same customers. The company’s expected growth will include expansion into growing industries such as cryptocurrency, the gig economy, autonomous and electric vehicles, virtual sports betting and cannabis, among others. With this merger, FiscalNote anticipates a 15-20% organic revenue growth rate, 80% gross margins and 90% recurring revenue.

“When you look at…what we’re calling the regulated sectors of the future — cryptocurrency, the gig economy, ESG and the autonomous vehicles — we’re entering a new age in which governments are trying to figure out how they’re going to legislate and regulate with these industries in mind,” the spokesperson said. “For us, at the end of the day, we think that this is a very, very valuable growth path.”