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FiscalNote(NOTE) - 2024 Q3 - Quarterly Report

Financial Performance - Total revenues for the three months ended September 2024 were 29,439,000,adecreaseof13.529,439,000, a decrease of 13.5% compared to 34,009,000 for the same period in 2023[8] - Subscription revenues decreased to 27,238,000from27,238,000 from 30,057,000, reflecting a decline of 9.3% year-over-year[8] - Operating loss for the three months ended September 2024 was (6,811,000),animprovementfrom(6,811,000), an improvement from (13,461,000) in the same quarter of 2023[8] - Net loss for the three months ended September 2024 was (14,935,000),comparedto(14,935,000), compared to (14,467,000) for the same period in 2023[8] - The company reported a comprehensive loss of (13,812,000)forthethreemonthsendedSeptember2024,comparedto(13,812,000) for the three months ended September 2024, compared to (15,473,000) in the same quarter of 2023[8] - The company reported a net loss of 14.9millionforQ32024,anincreaseinlossof14.9 million for Q3 2024, an increase in loss of 468,000 or 3.2% compared to a net loss of 14.4millioninQ32023[201]ExpensesResearchanddevelopmentexpensesforthethreemonthsendedSeptember2024were14.4 million in Q3 2023[201] Expenses - Research and development expenses for the three months ended September 2024 were 3,250,000, down from 4,540,000,adecreaseof28.34,540,000, a decrease of 28.3%[8] - General and administrative expenses decreased to 10,622,000 from 14,418,000,areductionof26.414,418,000, a reduction of 26.4% year-over-year[8] - Interest expense for the three months ended September 2024 was 5,585,000, down from 8,018,000,adecreaseof30.18,018,000, a decrease of 30.1%[8] - Total operating expenses for Q3 2024 were 36.3 million, a decrease of 11.2millionor23.511.2 million or 23.5% from 47.5 million in Q3 2023[201] Equity and Stock - As of September 30, 2023, total stockholders' equity stands at 83,569,000,adecreasefrom83,569,000, a decrease from 140,434,000 at March 31, 2023[10] - The weighted average shares used in computing earnings per share increased to 135,050,093 from 128,832,502 year-over-year[8] - The balance of common stock shares decreased to 128,895,749 as of September 30, 2023, from 133,866,990 at March 31, 2023[10] - The Company has authorized the issuance of 1,809,000,000 shares, including Class A common stock, Class B common stock, and preferred stock[98] - As of September 30, 2024, the Company had 132,584,083 shares of Class A common stock issued and outstanding[99] Cash and Debt - Cash, cash equivalents, and restricted cash totaled 26.4millionattheendoftheperiod,upfrom26.4 million at the end of the period, up from 17.3 million at the end of September 2023[11] - The company had a negative working capital balance of 45.8million(excludingcashandshortterminvestments)asofSeptember30,2024[16]AsofSeptember30,2024,thetotalgrossdebtofthecompanyis45.8 million (excluding cash and short-term investments) as of September 30, 2024[16] - As of September 30, 2024, the total gross debt of the company is 155,886, down from 225,513asofDecember31,2023,indicatingareductionofapproximately30.8225,513 as of December 31, 2023, indicating a reduction of approximately 30.8%[64] - The company incurred cash interest of 11,165 for the nine months ended September 30, 2024, compared to 15,341forthesameperiodin2023,reflectingadecreaseofapproximately27.515,341 for the same period in 2023, reflecting a decrease of approximately 27.5%[71] Revenue Sources - Revenue from the U.S. Federal Government accounted for 17% of total revenue for the nine months ended September 30, 2024, up from 15% in the same period of 2023[27] - Approximately 90% of total revenues were subscription-based for the nine months ended September 30, 2024[183] - Annual Recurring Revenue (ARR) as of September 30, 2024, was 109.5 million, down from 126.1millionatDecember31,2023[173]RunRateRevenueatSeptember30,2024,wasapproximately126.1 million at December 31, 2023[173] - Run-Rate Revenue at September 30, 2024, was approximately 119.4 million, compared to 139.7millionatDecember31,2023[174]NetRevenueRetention(NRR)was99139.7 million at December 31, 2023[174] - Net Revenue Retention (NRR) was 99% for the three months ended September 30, 2024, down from 100% in the same period of 2023[175] Acquisitions and Sales - The Company completed the sale of Board.org for a total value of up to 103 million, recording a gain on sale of business of 71.6millionduringthethreemonthsendedMarch31,2024[162]TheacquisitionofDragonflyEyeLimitedwascompletedforatotalconsiderationof71.6 million during the three months ended March 31, 2024[162] - The acquisition of Dragonfly Eye Limited was completed for a total consideration of 25.236 million, including 5.6millionincash,1,885,149sharesofClassACommonStock,and5.6 million in cash, 1,885,149 shares of Class A Common Stock, and 11.1 million in subordinated convertible promissory notes[47][48] - The company raised approximately 18.1millioninnetcashproceedsfromthesaleofBoard.org,whichwasretainedforoperatingmatters[16]FutureOutlookThecompanyanticipatescontinuedfocusonorganicgrowthandmarketexpansionstrategiesmovingforward[5]Thecompanyexpectssignificantongoingoperatingandcapitalexpenditurestocontinueimplementingitsbusinessplan,includingenteringnewmarketsandproductdevelopment[16]Thecompanyisassessingopportunitiestoacquirecomplementarybusinessestoexpanditsmarketpresence[169]Thecompanyhasobservedslowerclientdecisionmakingandsofterrenewalrates,impactingARRgrowthandexpectedrevenueforthecomingfiscalyear[168]StockBasedCompensationStockbasedcompensationexpenseforthequarterendingJune30,2024,amountedto18.1 million in net cash proceeds from the sale of Board.org, which was retained for operating matters[16] Future Outlook - The company anticipates continued focus on organic growth and market expansion strategies moving forward[5] - The company expects significant ongoing operating and capital expenditures to continue implementing its business plan, including entering new markets and product development[16] - The company is assessing opportunities to acquire complementary businesses to expand its market presence[169] - The company has observed slower client decision-making and softer renewal rates, impacting ARR growth and expected revenue for the coming fiscal year[168] Stock-Based Compensation - Stock-based compensation expense for the quarter ending June 30, 2024, amounted to 4,181,000[10] - The company recognized stock-based compensation expenses of 3,853and3,853 and 5,709 for the three months ended September 30, 2024 and 2023, respectively, and 13,092and13,092 and 15,772 for the nine months ended September 30, 2024 and 2023, respectively[119] - The company recognized 17,712ofsharebasedcompensationexpenseforvestedEarnoutAwardsuponclosing,withadditionalexpensesof17,712 of share-based compensation expense for vested Earnout Awards upon closing, with additional expenses of 106 and 278forthethreeandninemonthsendedSeptember30,2024,respectively[107]ImpairmentsandLossesThecompanyincurredanimpairmentchargeof278 for the three and nine months ended September 30, 2024, respectively[107] Impairments and Losses - The company incurred an impairment charge of 5.837 million for goodwill in its ESG reporting unit during the first quarter of 2023[62] - The company recognized an impairment of goodwill during the three months ended March 31, 2023, with no additional impairments identified for the periods ended September 30, 2024 and 2023[146]