First Quarter 2025 Revenue and Adjusted EBITDA Exceed Forecasts, Reflecting Continued Progress on Path to Sustained Growth and Profitability
FY25 Guidance Reaffirmed and Second Quarter 2025 Forecast Established, Indicating Accelerating Momentum from Product-Led Growth Strategy, Ongoing Operational Discipline, and Continued Targeted Investments in Future Organic Growth Drivers
Continues Business Streamlining; Closes Divestiture of Oxford Analytica and Dragonfly Intelligence and Announces Agreement to Sell TimeBase, Enabling Further Strengthening of Balance Sheet
Board of Directors Continues to Review All Strategic Options Available to the Company to Maximize Shareholder Value
Company to Host Conference Call Today at 5:00 PM EDT
WASHINGTON--(BUSINESS WIRE)--FiscalNote Holdings, Inc. (NYSE: NOTE) (“FiscalNote” or the “Company”), the leading AI-driven enterprise SaaS technology provider of policy and global intelligence, today reported financial results for the first quarter ended March 31, 2025.
The Company reported strong results in the quarter with $27.5 million in total revenues and $2.8 million of adjusted EBITDA(1), both exceeding expectations. This performance was driven by diligent expense management and the ongoing impact of efficiency initiatives previously put in place, resulting in improving operating leverage and therefore expanding adjusted EBITDA and adjusted EBITDA margins.
In addition, and as announced last week, the Company reaffirmed its guidance for full year 2025. Notwithstanding the financial impact of the recently announced divestiture of the Australia-based subsidiary, TimeBase, the Company continues to project total revenues of $94-$100 million and adjusted EBITDA of $10-$12 million. This reaffirmation reflects the Company’s continued confidence in its operating plan and execution, with accelerating performance in the second half of the year driven largely by recent investments in its core policy offering such as the launch of, and numerous enhancements to, its new PolicyNote platform. The Company also is seeing positive impacts from its operational streamlining and management restructuring earlier in the year.
Josh Resnik, CEO and President of FiscalNote, commented, “FiscalNote’s strong first quarter performance reflects disciplined execution as we focus on product-led growth, streamlining the organization, and reducing the Company’s debt. Our numerous product launches and enhancements, paired with improved execution across teams, are the building blocks of long term sustainable growth, along with expanding adjusted EBITDA margins and continued debt reduction. Reaffirming our full-year 2025 guidance underscores our confidence that this focus on product innovation and operating discipline is positioning the Company for accelerating, durable growth in the quarters ahead.”
First Quarter 2025 Financial Highlights(2)
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(Unaudited) |
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|||||
|
|
|
Three Months Ended March 31, |
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|
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|
|||||
($ in millions) |
|
|
2025 |
|
|
|
|
2024 |
|
|
|
% Change |
|
|
Total Revenues (formerly "GAAP Revenue") |
|
$ |
27.5 |
|
|
|
$ |
32.1 |
|
|
|
(14 |
) |
% |
Subscription Revenue as % of Total Revenues |
|
|
92 |
|
% |
|
|
92 |
|
% |
|
- |
|
|
Gross Profit |
|
$ |
20.5 |
|
|
|
$ |
24.9 |
|
|
|
(18 |
) |
% |
Gross Margin |
|
|
75 |
|
% |
|
|
77 |
|
% |
|
(200 |
) |
bps |
Adjusted Gross Profit (1) |
|
$ |
24.1 |
|
|
|
$ |
27.3 |
|
|
|
(12 |
) |
% |
Adjusted Gross Margin (1) |
|
|
87 |
|
% |
|
|
85 |
|
% |
|
200 |
|
bps |
Net (Loss) Income |
|
$ |
(4.3 |
) |
|
|
$ |
50.6 |
|
|
|
|
|
* |
Adjusted EBITDA (1) |
|
$ |
2.8 |
|
|
|
$ |
1.2 |
|
|
|
|
|
* |
Adjusted EBITDA Margin (1) |
|
|
10 |
|
% |
|
|
4 |
|
% |
|
600 |
|
bps |
Cash and Cash Equivalents |
|
$ |
46.9 |
|
|
|
$ |
44.5 |
|
|
|
|
|
|
bps - Basis Points |
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|
|
|
|
|
|
|
|
|
|
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|
|
* - percentage change is greater than +/- 100% |
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||
Note - All amounts for the three months ended March 31, 2025 and March 31, 2024 include contributions from the Oxford Analytica and Dragonfly Intelligence businesses, which the Company divested on March 31, 2025. Similarly, all amounts for the three months ended March 31, 2024 include contributions from the Board.org and Aicel businesses, which the Company divested on March 11, 2024 and October 31, 2024, respectively. |
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First Quarter 2025 and Recent Operational Highlights
- Unveiled in January PolicyNote, the Company’s new AI-focused platform for policy and regulation, leveraging FiscalNote’s breadth and depth of data as well as its proprietary policy analysis and AI technology via a consolidated user interface to drive deeper customer engagement, strengthen customer retention, accelerate future innovation, reduce ongoing maintenance costs, and expand long-term growth opportunities.
- Launched in March a new AI-powered presidential actions widget to track the unprecedented volume of executive orders, expanding and broadening the policy intelligence capabilities of the PolicyNote platform while empowering organizations to stay ahead of fast moving White House actions.
- Launched in March a new EU Defense and Space Policy vertical to enable customers to gain a critical edge in anticipating and responding to impactful EU-level policy shifts.
- Enhanced in April the PolicyNote platform with the rapid launch of a dedicated Tariff Tracker to help organizations navigate highly volatile global trade policies.
- Expanded in April the leadership team with key technology appointments to drive product-led growth and innovation in AI-powered policy management solutions.
- Completed on March 31 the sale of Oxford Analytica and Dragonfly Intelligence to Dow Jones for total consideration of $40.0 million.
- Announced in early May the signing of a definitive agreement to divest TimeBase, the Company’s Australia subsidiary, to Thomson Reuters for total consideration of $6.5 million, with a closing anticipated promptly following the receipt of antitrust clearance in Australia and other customary closing conditions.
First Quarter 2025 Financial Performance
Revenue(2)
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(Unaudited) |
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||||||
|
|
Three Months Ended March 31, |
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($ in millions) |
|
2025 |
|
|
2024 |
|
|
% Change |
|||||
Subscription revenue |
|
$ |
25.2 |
|
|
$ |
29.6 |
|
|
|
(15 |
) |
% |
Advisory, advertising, and other revenue |
|
|
2.3 |
|
|
|
2.5 |
|
|
|
(8 |
) |
% |
Total revenues |
|
$ |
27.5 |
|
|
$ |
32.1 |
|
|
|
(14 |
) |
% |
For Q1 2025, subscription revenue declined $4.4 million, or 15%, versus prior year, due principally to the impact of the Board.org and Aicel divestitures. Excluding the impact of Board.org and Aicel, subscription revenue decreased by $1.1 million, or 4%.
For Q1 2025, advisory, advertising, and other revenue decreased $0.2 million, or 8%, versus prior year, due primarily to the discontinuation of certain non-strategic products.
Key Performance Indicators(2)(3)
Management relies on key performance indicators (KPIs) in order to gauge the financial and operational condition of the Company. The following is a selection of such KPIs.
|
|
As of March 31, |
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|||||
($ in millions) |
|
2025 |
|
|
2024 |
|
|
% Change |
|
||
Annual Recurring Revenue (ARR) |
|
$ |
87.7 |
|
|
$ |
109.6 |
|
|
(20 |
)% |
Pro Forma ARR* |
|
$ |
87.7 |
|
|
$ |
94.4 |
|
|
(7 |
)% |
Net Revenue Retention (NRR) |
|
|
93 |
% |
|
|
96 |
% |
|
(300) bps |
|
Pro Forma NRR* |
|
|
93 |
% |
|
|
96 |
% |
|
(300) bps |
|
* - Pro Forma ARR and NRR adjusts prior periods for the impact of the divestiture of Board.org, Aicel, Oxford Analytica and Dragonfly Intelligence |
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As of March 31, 2025, ARR declined $21.9 million, or 20%, on an as reported basis, and $6.7 million, or 7%, on a proforma basis (excluding Board.org, Aicel Technologies, Oxford Analytica, and Dragonfly Intelligence), versus prior year, principally due to the impact of the divestitures that occurred across the twelve month reporting period and, to a lesser extent, other operational factors previously disclosed and addressed by the Company. The Company anticipated declines in these KPIs in Q1 and remains confident in a return to ARR growth in the second half of this year due to investment in product-led growth as well as the recent management changes and improvements in operations. |
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Operating Expenses(2) |
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|
|
(Unaudited) |
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|
|
|
||||||
|
|
Three Months Ended March 31, |
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|
|
|
||||||
($ in millions) |
|
2025 |
|
|
2024 |
|
|
% Change |
|
|||
Cost of revenues, including amortization |
|
$ |
7.0 |
|
|
$ |
7.2 |
|
|
|
(3 |
)% |
Research and development |
|
|
3.1 |
|
|
|
3.5 |
|
|
|
(11 |
)% |
Sales and marketing |
|
|
7.8 |
|
|
|
9.4 |
|
|
|
(18 |
)% |
Editorial |
|
|
4.8 |
|
|
|
4.7 |
|
|
|
2 |
% |
General and administrative |
|
|
16.3 |
|
|
|
16.1 |
|
|
|
1 |
% |
Amortization of intangible assets |
|
|
2.3 |
|
|
|
2.7 |
|
|
|
(15 |
)% |
Total operating expenses |
|
$ |
41.3 |
|
|
$ |
43.6 |
|
|
|
(5 |
)% |
In Q1 2025, operating expenses decreased $2.3 million, or 5%, versus prior year, primarily due to the divestitures of Board.org and Aicel, ongoing operating efficiency measures, and the elimination of costs associated with sunset products. Excluding amortization expense, stock-based compensation, the impact of the sale of Board.org and Aicel, transaction costs, severance, and other non-cash charges, operating expenses decreased approximately $4 million, or 14%.
2025 Financial Forecast
The Company's financial forecast for 2025 incorporates the following considerations:
- incremental cost savings related to ongoing operating discipline initiatives;
- further reduction in debt service costs;
- further sunsetting of non-core products;
- pacing of the migration to PolicyNote and the anticipated sales and customer retention benefits expected to accrue from this new consolidated customer interface;
- current market volatility, in particular in the private sector, where macroeconomic unpredictability is likely to impact corporate buying decisions and timelines over the course of the year; and
- potential impact in the public sector due to changes in the federal government.
This forecast also:
- reflects management's expectations based on the most recent information available and is subject to adjustment due to changes in business conditions across the year ended December 31, 2025; and
- includes the contribution in the first quarter 2025 of approximately $4.0 million of revenues and approximately $1.0 million of adjusted EBITDA related to Oxford Analytica and Dragonfly Intelligence, two businesses that the Company divested on March 31, 2025.
Full Year 2025
The Company reaffirms its full year 2025 forecast of total revenues of $94 to $100 million and adjusted EBITDA(4) of $10 to $12 million.
2Q 2025
The Company provides a 2Q 2025 forecast of total revenues of $22 to $24 million and adjusted EBITDA(4) of ~$2 million.
Strategic Review
The Company’s Board of Directors, along with its advisors, continue to review the Company’s ongoing plans and evaluate all strategic value-maximizing options available to the Company. There can be no assurance that the strategic review will result in any transaction or other outcome. The Company has not set a timetable for completion of the review and does not intend to disclose developments or provide updates on the progress or status of the review unless and/or until it deems further disclosure is appropriate or required.
Conference Call and Webcast Information
Company management will host a conference call at 5:00 p.m. EDT today, Monday, May 12, 2025, to discuss these financial results.
LIVE
-
By phone
- Dial for the U.S. or Canada 1 (800) 715-9871 or for International 1 (646) 307-1963 and enter the conference ID 7871199.
-
By webcast
- Visit the Investor Relations section of the Company’s website.
REPLAY
-
By phone (available through Monday, May 19, 2025)
- Dial for the U.S. or Canada 1 (800) 770-2030 or for International 1 (609) 800-9099 and enter the conference ID 7871199.
-
By webcast
- Visit the Investor Relations section of the Company’s website.
Footnotes
| (1) | Non-GAAP measure. See “Non-GAAP Financial Measures” and the reconciliation tables for the definitions and reconciliations of these non-GAAP financial measures to the most closely related GAAP financial measures. |
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| (2) | All financial information incorporated within this press release is unaudited. |
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| (3) | “Annual Recurring Revenue” and “Net Revenue Retention” are key performance indicators (KPIs). See “Key Performance Indicators” for the definitions and important disclosures related to these measures. |
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| (4) | Because of the variability of items impacting net income and the unpredictability of future events, management is unable to reconcile without unreasonable effort the Company's forecasted adjusted EBITDA to a comparable GAAP measure. The unavailable information could have a significant impact on the non-GAAP measures. |
About FiscalNote
FiscalNote (NYSE: NOTE) is the leading provider of AI-driven policy and regulatory intelligence solutions. By uniquely combining proprietary AI technology, comprehensive data, and decades of trusted analysis, FiscalNote helps customers efficiently manage political and business risk. Since 2013, FiscalNote has pioneered solutions that deliver critical insights, enabling effective decision making and giving organizations the competitive edge they need. Home to PolicyNote, CQ, Roll Call, VoterVoice, and many other industry-leading products and brands, FiscalNote serves thousands of customers worldwide with global offices in North America, Europe, Asia, and Australia. To learn more about FiscalNote and its suite of solutions, visit FiscalNote.com and follow @FiscalNote.
Safe Harbor Statement
Certain statements in this press release may be considered forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements generally relate to future events or FiscalNote’s future financial or operating performance. For example, statements regarding FiscalNote’s financial outlook for future periods, expectations regarding profitability, capital resources and anticipated growth in the industry in which FiscalNote operates are forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as “pro forma,” “may,” “should,” “could,” “might,” “plan,” “possible,” “project,” “strive,” “budget,” “forecast,” “expect,” “intend,” “will,” “estimate,” “anticipate,” “believe,” “predict,” “potential” or “continue,” or the negatives of these terms or variations of them or similar terminology.
Such forward-looking statements are subject to risks, uncertainties, and other important factors that could cause actual results to differ materially from those expressed or implied by such forward-looking statements.
Factors that may impact such forward-looking statements include:
- FiscalNote's concentration of revenues from U.S. government agencies, changes in the U.S. government spending priorities, dependence on winning or renewing U.S. government contracts, delay, disruption or unavailability of funding on U.S. government contracts, and the U.S. government's right to modify, delay, curtail or terminate contracts;
- FiscalNote's ability to successfully execute on its strategy to achieve and sustain organic growth through a focus on its core Policy business, including risks to FiscalNote's ability to develop, enhance, and integrate its existing platforms, products, and services, bring highly useful, reliable, secure and innovative products, product features and services to market, attract new customers, retain existing customers, expand its products and service offerings with existing customers, expand into geographic markets or identify other opportunities for growth;
- FiscalNote's future capital requirements, as well as its ability to service its repayment obligations and maintain compliance with covenants and restrictions under its existing debt agreements;
- demand for FiscalNote’s services and the drivers of that demand;
- the impact of cost reduction initiatives undertaken by FiscalNote;
- risks associated with international operations, including compliance complexity and costs, increased exposure to fluctuations in currency exchange rates, political, social and economic instability, potential imposition of new or novel taxes on digital or subscription sales on the platforms, products and services FiscalNote provides, and supply chain disruptions;
- FiscalNote’s ability to introduce new features, integrations, capabilities, and enhancements to its products and services, as well as obtain and maintain accurate, comprehensive, or reliable data to support its products and services;
- FiscalNote's reliance on third-party systems and data, its ability to integrate such systems and data with its solutions and its potential inability to continue to support integration;
- FiscalNote’s ability to maintain and improve its methods and technologies, and anticipate new methods or technologies, for data collection, organization, and analysis to support its products and services;
- potential technical disruptions, cyberattacks, security, privacy or data breaches or other technical or security incidents that affect FiscalNote’s networks or systems or those of its service providers;
- competition and competitive pressures in the markets in which FiscalNote operates, including larger well-funded companies shifting their existing business models to become more competitive with FiscalNote;
- FiscalNote’s ability to comply with laws and regulations in connection with selling products and services to U.S. and foreign governments and other highly regulated industries;
- FiscalNote’s ability to retain or recruit key personnel;
- FiscalNote’s ability to adapt its products and services for changes in laws and regulations or public perception, or changes in the enforcement of such laws, relating to artificial intelligence, machine learning, data privacy and government contracts;
- adverse general economic and market conditions reducing spending on our products and services;
- the outcome of any known and unknown litigation and regulatory proceedings;
- FiscalNote’s ability to maintain public company-quality internal control over financial reporting; and
- FiscalNote’s ability to protect and maintain its brands and other intellectual property rights.
These and other important factors discussed in FiscalNote’s SEC filings, including its most recent reports on Forms 10-K and 10-Q, particularly the "Risk Factors" sections of those reports, could cause actual results to differ materially from those indicated by the forward-looking statements made in this press release. These forward-looking statements are based upon estimates and assumptions that, while considered reasonable by FiscalNote and its management, are inherently uncertain. Nothing in this press release should be regarded as a representation by any person that the forward-looking statements set forth herein will be achieved or that any of the contemplated results of such forward-looking statements will be achieved. You should not place undue reliance on forward-looking statements, which speak only as of the date they are made. FiscalNote undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.
FiscalNote Holdings, Inc. Consolidated Statements of Operations and Comprehensive Income (Loss) (unaudited) (in thousands, except shares and per share data) |
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|
|
Three Months Ended March 31, |
|
|||||
|
|
2025 |
|
|
2024 |
|
||
Revenues: |
|
|
|
|
|
|
||
Subscription |
|
$ |
25,232 |
|
|
$ |
29,626 |
|
Advisory, advertising, and other |
|
|
2,279 |
|
|
|
2,486 |
|
Total revenues |
|
|
27,511 |
|
|
|
32,112 |
|
Operating expenses: (1) |
|
|
|
|
|
|
||
Cost of revenues, including amortization |
|
|
6,984 |
|
|
|
7,244 |
|
Research and development |
|
|
3,103 |
|
|
|
3,480 |
|
Sales and marketing |
|
|
7,759 |
|
|
|
9,415 |
|
Editorial |
|
|
4,798 |
|
|
|
4,660 |
|
General and administrative |
|
|
16,298 |
|
|
|
16,076 |
|
Amortization of intangible assets |
|
|
2,331 |
|
|
|
2,685 |
|
Transaction gains, net |
|
|
- |
|
|
|
(4 |
) |
Total operating expenses |
|
|
41,273 |
|
|
|
43,556 |
|
Operating loss |
|
|
(13,762 |
) |
|
|
(11,444 |
) |
|
|
|
|
|
|
|
||
Gain on sale of businesses |
|
|
(15,743 |
) |
|
|
(71,599 |
) |
Interest expense, net |
|
|
5,127 |
|
|
|
7,362 |
|
Loss on debt extinguishment, net |
|
|
1,784 |
|
|
|
- |
|
Change in fair value of financial instruments |
|
|
(671 |
) |
|
|
527 |
|
Other expense, net |
|
|
30 |
|
|
|
241 |
|
Net (loss) income before income taxes |
|
|
(4,289 |
) |
|
|
52,025 |
|
(Benefit) provision from income taxes |
|
|
(39 |
) |
|
|
1,426 |
|
Net (loss) income |
|
|
(4,250 |
) |
|
|
50,599 |
|
Other comprehensive income |
|
|
301 |
|
|
|
5,591 |
|
Total comprehensive (loss) income |
|
$ |
(3,949 |
) |
|
$ |
56,190 |
|
|
|
|
|
|
|
|
||
Earnings (Loss) per share attributable to common shareholders: |
|
|||||||
Basic |
|
$ |
(0.03 |
) |
|
$ |
0.39 |
|
Diluted |
|
$ |
(0.03 |
) |
|
$ |
0.37 |
|
Weighted average shares used in computing earnings (loss) per share attributable to common shareholders: |
|
|||||||
Basic |
|
|
151,289,278 |
|
|
|
130,712,032 |
|
Diluted |
|
|
151,289,278 |
|
|
|
146,027,085 |
|
(1) Amounts include stock-based compensation expenses, as follows: |
|
|||||||
|
|
Three Months Ended March 31, |
|
|||||
|
|
2025 |
|
|
2024 |
|
||
Cost of revenues |
|
$ |
15 |
|
|
$ |
101 |
|
Research and development |
|
|
326 |
|
|
|
310 |
|
Sales and marketing |
|
|
85 |
|
|
|
426 |
|
Editorial |
|
|
66 |
|
|
|
100 |
|
General and administrative |
|
|
2,883 |
|
|
|
5,238 |
|
FiscalNote Holdings, Inc. Consolidated Balance Sheets (in thousands, except shares, and par value) |
||||||||
|
|
(Unaudited) |
|
|
|
|
||
|
|
March 31, 2025 |
|
|
December 31, 2024 |
|
||
Assets |
|
|
|
|
|
|
||
Current assets: |
|
|
|
|
|
|
||
Cash and cash equivalents |
|
$ |
41,730 |
|
|
$ |
28,814 |
|
Restricted cash |
|
|
642 |
|
|
|
640 |
|
Short-term investments |
|
|
4,526 |
|
|
|
5,796 |
|
Accounts receivable, net |
|
|
11,122 |
|
|
|
13,465 |
|
Costs capitalized to obtain revenue contracts, net |
|
|
2,692 |
|
|
|
3,016 |
|
Prepaid expenses |
|
|
2,417 |
|
|
|
2,548 |
|
Other current assets |
|
|
2,324 |
|
|
|
2,908 |
|
Total current assets |
|
|
65,453 |
|
|
|
57,187 |
|
|
|
|
|
|
|
|
||
Property and equipment, net |
|
|
4,782 |
|
|
|
5,051 |
|
Capitalized software costs, net |
|
|
12,468 |
|
|
|
15,099 |
|
Noncurrent costs capitalized to obtain revenue contracts, net |
|
|
2,701 |
|
|
|
3,197 |
|
Operating lease assets |
|
|
14,908 |
|
|
|
15,620 |
|
Goodwill |
|
|
139,575 |
|
|
|
159,061 |
|
Customer relationships, net |
|
|
34,625 |
|
|
|
41,717 |
|
Database, net |
|
|
15,629 |
|
|
|
16,147 |
|
Other intangible assets, net |
|
|
9,480 |
|
|
|
13,018 |
|
Other non-current assets |
|
|
64 |
|
|
|
100 |
|
Total assets |
|
$ |
299,685 |
|
|
$ |
326,197 |
|
|
|
|
|
|
|
|
||
Liabilities and Stockholders' Equity |
|
|
|
|
|
|
||
Current liabilities: |
|
|
|
|
|
|
||
Current maturities of long-term debt |
|
$ |
9 |
|
|
$ |
36 |
|
Accounts payable and accrued expenses |
|
|
9,557 |
|
|
|
8,462 |
|
Deferred revenue, current portion |
|
|
35,942 |
|
|
|
35,253 |
|
Customer deposits |
|
|
704 |
|
|
|
1,850 |
|
Operating lease liabilities, current portion |
|
|
3,093 |
|
|
|
3,386 |
|
Other current liabilities |
|
|
1,714 |
|
|
|
2,266 |
|
Total current liabilities |
|
|
51,019 |
|
|
|
51,253 |
|
|
|
|
|
|
|
|
||
Long-term debt, net of current maturities |
|
|
117,949 |
|
|
|
147,041 |
|
Deferred tax liabilities |
|
|
861 |
|
|
|
1,934 |
|
Deferred revenue, net of current portion |
|
|
617 |
|
|
|
222 |
|
Operating lease liabilities, net of current portion |
|
|
21,775 |
|
|
|
22,490 |
|
Public and private warrant liabilities |
|
|
2,612 |
|
|
|
2,458 |
|
Other non-current liabilities |
|
|
3,436 |
|
|
|
2,968 |
|
Total liabilities |
|
|
198,269 |
|
|
|
228,366 |
|
Commitment and contingencies |
|
|
|
|
|
|
||
|
|
|
|
|
|
|
||
Temporary equity (2,596,050 Class A Common Stock issued and outstanding at March 31, 2025) |
|
|
2,719 |
|
|
|
- |
|
|
|
|
|
|
|
|
||
Stockholders' equity: |
|
|
|
|
|
|
||
Class A Common stock ($0.0001 par value, 1,700,000,000 authorized, 143,756,376 and 142,794,386 issued and outstanding at March 31, 2025 and December 31, 2024, respectively) |
|
|
14 |
|
|
|
14 |
|
Class B Common stock ($0.0001 par value, 9,000,000 authorized, 8,290,921 issued and outstanding at March 31, 2025 and December 31, 2024, respectively) |
|
|
1 |
|
|
|
1 |
|
Additional paid-in capital |
|
|
904,744 |
|
|
|
899,929 |
|
Accumulated other comprehensive income |
|
|
5,087 |
|
|
|
4,786 |
|
Accumulated deficit |
|
|
(811,149 |
) |
|
|
(806,899 |
) |
Total stockholders' equity |
|
|
98,697 |
|
|
|
97,831 |
|
Total liabilities, temporary equity and stockholders' equity |
|
$ |
299,685 |
|
|
$ |
326,197 |
|
FiscalNote Holdings, Inc. Consolidated Statements of Cash Flows (unaudited) (in thousands) |
||||||||
|
|
Three Months Ended March 31, |
|
|||||
|
|
2025 |
|
|
2024 |
|
||
Operating Activities: |
|
|
|
|
|
|
||
Net (loss) income |
|
$ |
(4,250 |
) |
|
$ |
50,599 |
|
Adjustments to reconcile net (loss) income to net cash provided by operating activities: |
|
|
|
|
|
|
||
Depreciation |
|
|
255 |
|
|
|
304 |
|
Amortization of intangible assets and capitalized software development costs |
|
|
5,863 |
|
|
|
5,113 |
|
Amortization of deferred costs to obtain revenue contracts |
|
|
883 |
|
|
|
1,009 |
|
Gain on sale of businesses |
|
|
(15,743 |
) |
|
|
(71,599 |
) |
Non-cash operating lease expense |
|
|
531 |
|
|
|
297 |
|
Stock-based compensation |
|
|
3,375 |
|
|
|
6,175 |
|
Bad debt expense |
|
|
153 |
|
|
|
29 |
|
Change in fair value of acquisition contingent consideration |
|
|
- |
|
|
|
(4 |
) |
Unrealized loss on securities |
|
|
52 |
|
|
|
49 |
|
Change in fair value of financial instruments |
|
|
(671 |
) |
|
|
527 |
|
Deferred income taxes |
|
|
(39 |
) |
|
|
(71 |
) |
Paid-in-kind interest, net |
|
|
1,961 |
|
|
|
2,035 |
|
Non-cash interest expense |
|
|
1,044 |
|
|
|
737 |
|
Loss on debt extinguishment, net |
|
|
1,784 |
|
|
|
- |
|
Changes in operating assets and liabilities: |
|
|
|
|
|
|
||
Accounts receivable, net |
|
|
(112 |
) |
|
|
1,320 |
|
Prepaid expenses and other current assets |
|
|
(78 |
) |
|
|
(1,924 |
) |
Costs capitalized to obtain revenue contracts, net |
|
|
(563 |
) |
|
|
(932 |
) |
Other non-current assets |
|
|
31 |
|
|
|
148 |
|
Accounts payable and accrued expenses |
|
|
2,310 |
|
|
|
460 |
|
Deferred revenue |
|
|
8,614 |
|
|
|
10,436 |
|
Customer deposits |
|
|
(969 |
) |
|
|
(1,239 |
) |
Other current liabilities |
|
|
(144 |
) |
|
|
318 |
|
Contingent liabilities from acquisitions, net of current portion |
|
|
- |
|
|
|
(13 |
) |
Operating lease liabilities |
|
|
(808 |
) |
|
|
(969 |
) |
Other non-current liabilities |
|
|
(193 |
) |
|
|
(64 |
) |
Net cash provided by operating activities |
|
|
3,286 |
|
|
|
2,741 |
|
|
|
|
|
|
|
|
||
Investing Activities: |
|
|
|
|
|
|
||
Capital expenditures |
|
|
(1,982 |
) |
|
|
(1,692 |
) |
Cash proceeds from the sale of businesses, net |
|
|
40,269 |
|
|
|
90,884 |
|
Net cash provided by investing activities |
|
|
38,287 |
|
|
|
89,192 |
|
|
|
|
|
|
|
|
||
Financing Activities: |
|
|
|
|
|
|
||
Proceeds from long-term debt, net of issuance costs |
|
|
- |
|
|
|
801 |
|
Principal payments of long-term debt |
|
|
(27,163 |
) |
|
|
(65,727 |
) |
Payment of deferred financing costs |
|
|
(1,793 |
) |
|
|
(7,068 |
) |
Proceeds from exercise of stock options and employee stock purchase plan purchases |
|
|
148 |
|
|
|
196 |
|
Net cash used in financing activities |
|
|
(28,808 |
) |
|
|
(71,798 |
) |
|
|
|
|
|
|
|
||
Effects of exchange rates on cash |
|
|
153 |
|
|
|
(119 |
) |
|
|
|
|
|
|
|
||
Net change in cash, cash equivalents, and restricted cash |
|
|
12,918 |
|
|
|
20,016 |
|
Cash, cash equivalents, and restricted cash, beginning of period |
|
|
29,454 |
|
|
|
17,300 |
|
Cash, cash equivalents, and restricted cash, end of period |
|
$ |
42,372 |
|
|
$ |
37,316 |
|
|
|
|
|
|
|
|
||
Supplemental Noncash Investing and Financing Activities: |
|
|
|
|
|
|
||
Issuance of common stock for conversion of debt and interest |
|
$ |
946 |
|
|
$ |
- |
|
Amounts held in escrow related to the sale of businesses |
|
$ |
400 |
|
|
$ |
785 |
|
Property and equipment purchases in accounts payable |
|
$ |
64 |
|
|
$ |
124 |
|
|
|
|
|
|
|
|
||
Supplemental Cash Flow Activities: |
|
|
|
|
|
|
||
Cash paid for interest |
|
$ |
2,789 |
|
|
$ |
5,303 |
|
Cash paid for taxes |
|
$ |
65 |
|
|
$ |
2 |
|
Contacts
Media
Yojin Yoon
FiscalNote
press@fiscalnote.com
Investor Relations
Bob Burrows
FiscalNote
IR@fiscalnote.com
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