Financial Data and Key Metrics Changes - Q1 revenue was $31.5 million, marking a growth of 21% year-over-year and in line with previous guidance [25][44] - Adjusted gross margins were 80% in Q1, reflecting the strength of the SaaS business model [5][30] - Adjusted EBITDA loss was approximately $7 million, with expectations to reach breakeven in Q3 and profitability in Q4 [5][49] Business Line Data and Key Metrics Changes - Subscription revenue, which constitutes 90% of total revenue, was $28.5 million, an increase of 25% year-over-year [38] - Annual recurring revenue (ARR) reached $119 million, representing a pro forma growth of 10% year-over-year [26][46] - Advisory and other revenue was $3.1 million, a slight decline of $200,000 year-over-year [44] Market Data and Key Metrics Changes - The regulatory environment is increasingly complex, with over 84,000 bills introduced in the U.S. legislative session [2] - New EU legislative acts have increased by 13% since 2020, indicating a growing regulatory landscape [28] - The company sees significant growth opportunities in the state and local government market, with approximately 90,000 local governments in the U.S. [31] Company Strategy and Development Direction - The company aims to build a category creator that innovates to turn insights into actions and mitigate risks [3] - Focus on partnerships and M&A to drive growth and enhance product offerings [35][50] - The company is positioned to expand its European market presence, which currently accounts for only 13% of revenue [90] Management's Comments on Operating Environment and Future Outlook - Management highlighted the impact of geopolitical and macroeconomic risks on regulatory changes, which create uncertainty for organizations [18] - The company is confident in achieving adjusted EBITDA profitability in Q4, driven by strong revenue growth and cost management [49][53] - Management emphasized the importance of AI and data in navigating the complex regulatory landscape [37][91] Other Important Information - The company has a cash position of $47.5 million and an additional $94 million of debt capacity [15][47] - Net revenue retention was 96% for the quarter, with a trailing 12-month NRR of 97% [16][39] - The company is focused on operational efficiencies and cost management to support its growth initiatives [48] Q&A Session Summary Question: Expected positive EBITDA in Q4 - Management confirmed the expectation of positive EBITDA of $3 million to $5 million in Q4 [58][59] Question: Strategic account strategy and pipeline - Management noted a tremendous opportunity in strategic accounts and emphasized the focus on leveraging the full portfolio of products [59] Question: Changes in sales cycles or deal sizes - Management indicated no significant changes in sales cycles or deal sizes compared to previous quarters [61][62] Question: Asymmetric upside potential in federal space - Management acknowledged ongoing efforts in the federal space but did not forecast specific upside in the near term [65] Question: Cost savings initiatives and headcount - Management highlighted that headcount accounts for a majority of operating expenses and will be a primary source of efficiency [76]

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Registrant's telephone number, including area code: (202) 793-5300 Securities registered pursuant to Section 12(b) of the Act: Commission File Number 001-396972 ...

Financial Data and Key Metrics Changes - Fourth quarter revenue was $31.4 million, marking a growth of 29% year-over-year and 18% organic growth. Full year 2022 revenue was $113.8 million, reflecting a 37% year-over-year increase and 15% organic growth [5][36] - Non-GAAP revenue for the year was $115.7 million, demonstrating the effectiveness of the company's growth strategy [5] - Adjusted gross margins are expected to be approximately 80% for the full year, with adjusted EBITDA loss projected between $8 million and $6 million [7][9] Business Line Data and Key Metrics Changes - Subscription revenue for Q4 was $27.3 million, an increase of 31% year-over-year, while full year subscription revenue exceeded $100 million, marking a 36% increase [45] - Advisory and other revenue for Q4 was $4.1 million, with a full year total of $13.2 million, reflecting a growth of 49% year-over-year [45] Market Data and Key Metrics Changes - The company has a significant focus on the European market, which currently contributes only 10% of total revenue, indicating substantial growth potential [56][67] - The total addressable market (TAM) is estimated at $37 billion, highlighting the expansive opportunities available in the legal, regulatory, and policy information sector [55] Company Strategy and Development Direction - The company aims to leverage AI technologies to enhance operational efficiency and customer experiences, which is expected to drive future growth [2][41] - The management team emphasizes sustainable profitable growth and smart capital allocation, focusing on building an enduring company [4][38] Management's Comments on Operating Environment and Future Outlook - Management expressed optimism about future growth opportunities, citing strong fundamentals and a commitment to navigating the complexities of the regulatory environment [3][39] - The company anticipates continued mid-teens organic growth, driven by strong customer relationships and recurring revenue [36][63] Other Important Information - The company ended 2022 with a cash balance of $61.2 million, which supports planned growth and a path to adjusted EBITDA profitability [9][90] - The company has no plans to raise additional equity capital, indicating a strong financial position [9] Q&A Session Questions and Answers Question: What are the expectations for growth in the European market? - The company is focusing on expanding its presence in the European market, which is seen as a significant growth opportunity, with recent acquisitions enhancing its footprint [67][68] Question: How is the partnership with OpenAI expected to impact product development? - The partnership is aimed at enhancing customer experiences and operational efficiencies, with expectations for improved data collection and faster product innovations [69][70] Question: What is the outlook for M&A activity in light of recent market conditions? - The company is actively evaluating M&A opportunities, noting a shift in valuation expectations, but remains focused on finding the right targets that align with its growth strategy [71][72]

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 FISCALNOTE HOLDINGS, INC. (Exact Name of Registrant as Specified in its Charter) (State or other jurisdiction of incorporation or organization) Delaware 001-396972 88-3772307 (Commission File Number) (I.R.S. Employer Identification No.) 1201 Pennsylvania Avenue N ...

Table of Content UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 or Washington, D.C. 20004 (Address of principal executive offices, including zip code) ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-39672 FISCALNOTE HOLDINGS, INC. ...

Table of Content UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Exact name of registrant as specified in its charter) Cayman Islands N/A (State or other jurisdiction of incorporation) (IRS Employer Identification No.) 8/F Printing House 6 Duddell Street For the quarterly period ended March 31, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT ...

Table of Contents | UNITED STATES SECURITIES AND EXCHANGE COMMISSION | | | --- | --- | | Washington, D.C. 20549 | | | FORM 10-K | | | (Mark One) | | | ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | | | For the fiscal year ended December 31, 2021 | | | OR | | | ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | | | For the transition period from to | | | Commission file number 001-39672 | | | DUDDELL STREET ACQUISITION CORP. ...

[PART I. FINANCIAL INFORMATION](index=3&type=section&id=PART%20I.%20FINANCIAL%20INFORMATION) [Unaudited Condensed Financial Statements](index=3&type=section&id=Item%201.%20Unaudited%20Condensed%20Financial%20Statements) This section presents the unaudited condensed financial statements for Duddell Street Acquisition Corp., highlighting the restatement of prior periods and the proposed business combination with FiscalNote Holdings, Inc [Condensed Balance Sheets](index=3&type=section&id=Condensed%20Balance%20Sheets) The balance sheet as of September 30, 2021, shows total assets of **$175.6 million**, liabilities of **$18.7 million**, and a shareholders' deficit of **$18.1 million**, with **$175.0 million** in redeemable Class A ordinary shares Condensed Balance Sheet Highlights (Unaudited) | Account | Sep 30, 2021 | Dec 31, 2020 (Restated) | | :--- | :--- | :--- | | **Assets** | | | | Cash | $98,665 | $— | | Investments held in Trust Account | $175,084,390 | $175,030,689 | | **Total Assets** | **$175,564,377** | **$176,232,179** | | **Liabilities & Equity** | | | | Total current liabilities | $2,994,168 | $359,697 | | Deferred underwriting commissions | $6,125,000 | $6,125,000 | | Derivative warrant liabilities | $9,547,500 | $20,805,000 | | **Total Liabilities** | **$18,666,668** | **$27,289,697** | | Class A ordinary shares subject to possible redemption | $175,000,000 | $175,000,000 | | **Total shareholders' deficit** | **($18,102,291)** | **($26,057,518)** | [Unaudited Condensed Statements of Operations](index=4&type=section&id=Unaudited%20Condensed%20Statements%20of%20Operations) The company reported net income of **$2.5 million** for the quarter and **$8.0 million** for the nine months ended September 30, 2021, primarily driven by non-operating gains from derivative warrant liabilities Statement of Operations Summary (Unaudited) | Item | Three Months Ended Sep 30, 2021 | Nine Months Ended Sep 30, 2021 | | :--- | :--- | :--- | | General and administrative expenses | ($1,071,145) | ($3,355,975) | | Interest earned on investments held in Trust Account | $2,253 | $53,702 | | Change in fair value of derivative warrant liabilities | $3,562,500 | $11,257,500 | | **Net income** | **$2,493,608** | **$7,955,227** | [Notes to Unaudited Condensed Financial Statements](index=7&type=section&id=Notes%20to%20Unaudited%20Condensed%20Financial%20Statements) These notes provide critical context, detailing the company's SPAC nature, going concern doubts, restatement of prior financial statements, and the definitive merger agreement with FiscalNote Holdings, Inc - The company is a blank check company with a **24-month** period from its IPO (until **November 2, 2022**) to complete a Business Combination[19](index=19&type=chunk)[29](index=29&type=chunk) - Management has identified a working capital deficit that raises substantial doubt about the Company's ability to continue as a going concern[48](index=48&type=chunk) - Previously issued financial statements for the quarters ended **March 31, 2021**, and **June 30, 2021**, were restated to classify all Class A ordinary shares subject to possible redemption as temporary equity, correcting a material error[35](index=35&type=chunk)[36](index=36&type=chunk) - On **November 7, 2021**, the Company entered into a definitive merger agreement with FiscalNote Holdings, Inc., with the transaction expected to close in the **first quarter of 2022**[109](index=109&type=chunk)[112](index=112&type=chunk) - In connection with the proposed merger, the company has secured **$100 million** in PIPE financing and a **$175 million** backstop agreement from affiliates of the Sponsor[117](index=117&type=chunk)[120](index=120&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=31&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the company's status as a blank check company, its non-operating net income, going concern doubts, and the proposed business combination with FiscalNote, including financing details - The company is a blank check company incorporated on **August 28, 2020**, for the purpose of effecting a business combination[125](index=125&type=chunk) Results of Operations Summary | Period | Net Income / (Loss) | Key Driver | | :--- | :--- | :--- | | Q3 2021 (3 months) | ~$2.5 million | $3.6M gain on warrant liabilities | | YTD 2021 (9 months) | ~$8.0 million | $11.3M gain on warrant liabilities | | Inception to Sep 30, 2020 | ~($35,000) | General & administrative expenses | - A working capital deficit of approximately **$2.5 million** as of **September 30, 2021**, raises substantial doubt about the company's ability to continue as a going concern[136](index=136&type=chunk)[138](index=138&type=chunk) - On **November 7, 2021**, the company entered into a definitive merger agreement with FiscalNote Holdings, Inc., which includes a **$100 million** PIPE financing commitment and a **$175 million** backstop agreement[147](index=147&type=chunk)[152](index=152&type=chunk)[155](index=155&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=41&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) As a smaller reporting company, the registrant is not required to provide quantitative and qualitative disclosures about market risk - As a smaller reporting company, the registrant is not required to provide quantitative and qualitative disclosures about market risk[169](index=169&type=chunk) [Controls and Procedures](index=41&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were ineffective due to a material weakness in accounting for complex financial instruments, leading to restatements and ongoing remediation efforts - Disclosure controls and procedures were deemed not effective as of **September 30, 2021**[170](index=170&type=chunk) - A material weakness was identified in internal control over financial reporting concerning the accounting for complex features of Class A ordinary shares and warrants[170](index=170&type=chunk) - This material weakness led to the restatement of the interim financial statements for the quarters ended **March 31, 2021**, and **June 30, 2021**[170](index=170&type=chunk) - Remediation efforts include performing additional accounting and financial analyses and consulting with subject matter experts[172](index=172&type=chunk) [PART II. OTHER INFORMATION](index=43&type=section&id=PART%20II.%20OTHER%20INFORMATION) [Legal Proceedings](index=43&type=section&id=Item%201.%20Legal%20Proceedings) There is no material litigation, arbitration, or governmental proceeding currently pending against the company or its management team - There is no material litigation, arbitration or governmental proceeding currently pending against the company[174](index=174&type=chunk) [Risk Factors](index=43&type=section&id=Item%201A.%20Risk%20Factors) This section highlights no material changes to previously disclosed risk factors, except for a new material weakness in internal control over financial reporting related to complex financial instruments - A material weakness has been identified in the company's internal control over financial reporting related to accounting for complex financial instruments[176](index=176&type=chunk)[177](index=177&type=chunk) - This weakness resulted in the restatement of previously filed financial statements and could adversely affect investor confidence and operating results[177](index=177&type=chunk) - The company faces potential adverse regulatory consequences, litigation, or other disputes arising from the restatements and material weakness[180](index=180&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=44&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company reported no unregistered sales of equity securities during the period - None[181](index=181&type=chunk) [Exhibits](index=45&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed with the Form 10-Q, including CEO and CFO certifications and XBRL data files - The report includes CEO and CFO certifications pursuant to **Sarbanes-Oxley Act Sections 302 and 906**[186](index=186&type=chunk) - XBRL Instance Document and related taxonomy files are included as exhibits[186](index=186&type=chunk)

Financial Performance - The company had a net income of approximately $2.0 million for the three months ended June 30, 2021, primarily due to a gain of approximately $4.0 million from the change in fair value of derivative warrant liabilities[110]. - For the six months ended June 30, 2021, the company reported a net income of approximately $5.5 million, which included a gain of approximately $7.7 million from the change in fair value of derivative warrant liabilities[111]. Cash and Working Capital - As of June 30, 2021, the company had cash of approximately $24,000 and a working capital deficit of approximately $1.4 million[112]. - The company has determined that its working capital deficit raises substantial doubt about its ability to continue as a going concern until the consummation of a Business Combination or liquidation[114]. Initial Public Offering (IPO) - The company generated gross proceeds of $175.0 million from its Initial Public Offering, with offering costs of approximately $10.1 million[102]. - The company completed a private placement of 5,500,000 warrants at a price of $1.00 per warrant, generating gross proceeds of $5.5 million[103]. - The company has 24 months from the closing of the Initial Public Offering to complete a Business Combination, or it will liquidate and redeem public shares[108]. - The underwriters are entitled to deferred underwriting commissions of approximately $6.1 million, payable only upon the completion of a Business Combination[123]. Expenses and Financial Obligations - The company expects to incur increased expenses due to being a public company, including legal and compliance costs[109]. - The company has no long-term debt obligations or capital lease obligations as of the reporting date[123]. Shareholder Equity - As of June 30, 2021, there were 14,940,409 Class A ordinary shares subject to possible redemption, classified as temporary equity[128]. - The company applies the two-class method for calculating earnings per share, excluding 14,940,409 Class A ordinary shares from basic income per ordinary share calculation[129]. Accounting and Reporting - The company adopted ASU 2020-06 on January 1, 2021, which simplifies accounting for convertible instruments, with no impact on financial position or results[130]. - The company qualifies as an "emerging growth company" under the JOBS Act, allowing it to delay the adoption of new accounting standards[133]. - The company does not believe that any recently issued accounting standards will have a material effect on its financial statements[131]. Investments and Risk Management - The net proceeds from the Initial Public Offering are invested in U.S. government securities with a maturity of 185 days or less, minimizing exposure to interest rate risk[137]. - The estimated fair values of investments held in the Trust Account are determined using available market information[124]. - The fair value of Public Warrants and Private Placement Warrants is adjusted at each reporting period, with initial measurement using a Monte Carlo simulation model[127]. - The company has not engaged in any hedging activities since inception and does not expect to do so in the future[138]. - As of June 30, 2021, the company had no off-balance sheet arrangements[132].

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39672 DUDDELL STREET ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands N/A (State or othe ...