FiscalNote Holdings, Inc.

FiscalNote Holdings, Inc. Q3 FY2023 earnings

NOTE

Quarter ended Sep 2023.

← Q2 FY2023Q4 FY2023 →
Revenue
$34.0M
+17.0% YoY
Operating margin
-39.6%
+112.2 pp YoY
Net income
-$14.5M
+86.7% YoY

Summary

FiscalNote Holdings reported third quarter 2023 revenue of $34.01 million, up 17.0% from $29.07 million in the prior-year quarter. Year-to-date revenue reached $98.38 million, up 19.5% from $82.32 million. The company narrowed its operating loss to $13.46 million from $44.13 million, and its net loss to $14.47 million from $109.00 million. Diluted loss per share improved to $0.11 from $1.63. Operating margin was negative 39.6%, up 112.2 percentage points from negative 151.8%. The quarter marked the first period of positive adjusted EBITDA, which came in at $0.7 million, one quarter earlier than initially forecast. That compares to an adjusted EBITDA loss of $7.4 million in the prior-year quarter. Non-GAAP adjusted gross profit was $28.4 million, an 83% adjusted gross margin. The company said the improvement reflected durable recurring revenue streams and cost management actions.

Operational metrics showed steady growth. Run-rate revenue increased 14% to $138 million as of September 30, 2023, compared to $121 million a year earlier. Annual recurring revenue rose 14% to $123 million, with organic ARR at $116 million, a 7% pro forma increase. Net revenue retention was approximately 100% in the third quarter, up from 99% in the third quarter of 2022. The corporate large enterprise customer base continued to outperform, with net revenue retention above 105% on a trailing twelve-month basis. Subscription revenue comprised approximately 89% of total revenue. The company announced several AI-focused initiatives, including FiscalNote AI Co-pilot, FiscalNote Risk Connector with its first anchor customer True Digital Group, and FiscalNoteGPT. It also expanded enterprise accounts with a large health insurance provider, a large law firm, and an American multinational health care services company. FiscalNote serves approximately 5,000 customers worldwide.

Guidance for the fourth quarter of 2023 calls for adjusted EBITDA of approximately $2.5 million, or an annualized $10 million exiting the year, which marks a year-on-year improvement of approximately $8 million compared to the fourth quarter of 2022. For the full year 2023, total run-rate revenue is expected to be $139 million to $141 million, representing 10% to 11% growth over the prior year. The company also guided to a full-year adjusted EBITDA loss of approximately $8 million, within the range previously provided and marking an improvement of roughly $16 million or 67% year-over-year. FiscalNote attributed the lower revenue and run-rate revenue outlook primarily to lower non-subscription revenue and slower pipeline conversion as resources shift toward larger enterprise accounts amid a more challenging macro environment. Management expects adjusted EBITDA profitability moving forward and, over time, adjusted EBITDA and free cash flow margins in line with other information services companies.

The balance sheet and cash flow items carry risks. Operating cash flow was negative $11.73 million for the quarter, an improvement from negative $39.15 million in the prior-year quarter. Capital expenditures were $1.87 million, down 33.6% from $2.82 million. Deferred revenue stood at $46.71 million, up 19.0% from $39.24 million, and remaining performance obligations were $100.71 million, up 12.0% from $89.94 million. Cash and cash equivalents inclusive of short-term investments totaled $24.4 million, while the company had negative working capital of $41.4 million excluding cash and short-term investments. Total principal plus paid-in-kind debt outstanding was $231.8 million, including a $156.0 million senior term loan. The company also reported approximately $94 million of additional debt capacity. The board formed a Special Committee to evaluate a potential go-private transaction involving CEO and co-founder Tim Hwang, though no specific proposal has been made. FiscalNote stated it was in compliance with all debt covenants at September 30, 2023, and it expects to increase its cash position in the first quarter of 2024 through continued compounding increases to prepaid ARR and seasonally strong collections.

Forecast

Management guidance
Q4 2023
GAAP revenue$34 million - $35 million
GAAP revenue growth year-over-year8% to 11%
Adjusted EBITDAapproximately $2.5 million
Annualized Adjusted EBITDA exiting the yearapproximately $10 million
Full Year 2023
GAAP revenue$132 million - $133 million
GAAP revenue growth year-over-year16% to 17%
Total run-rate revenue$139 million - $141 million
Total run-rate revenue growth over prior year10% to 11%
Adjusted EBITDAloss of approximately $8 million
Q1 2024
Cash positionincrease

Reported figures

GAAP, from SEC filings
MetricQ3 FY2023Q2 FY2023QoQQ3 FY2022YoY
Revenue$34.0M$32.8M+3.6%$29.1M+17.0%
Research & development$4.5M$4.5M+0.7%$5.6M-19.3%
Sales & marketing$11.2M$11.7M-3.9%$11.8M-5.0%
General & administrative$14.4M$16.2M-10.9%$38.9M-63.0%
Total operating expenses$47.5M$49.8M-4.7%$73.2M-35.1%
Operating income (loss)-$13.5M-$17.0M+20.7%-$44.1M+69.5%
Operating margin-39.6%-51.7%+12.1 pp-151.8%+112.2 pp
Net income (loss)-$14.5M-$31.0M+53.3%-$109.0M+86.7%
Net margin-42.5%-94.3%+51.8 pp-374.9%+332.4 pp
Diluted EPS-$0.11-$0.23+$0.12-$1.63+$1.52
Customers5,0009,000-44.4%5,000±0.0%
Net retention rate100.0%98.0%+2.0 pp99.0%+1.0 pp

Risks

HIGHStrategic Transaction

On November 14, 2023, the Board formed a Special Committee after CEO Tim Hwang expressed interest in a go-private consortium. No specific proposal has been made, and the announcement may materially adversely affect business, operations, and financial results.

HIGHLiquidity

At September 30, 2023, cash, cash equivalents, restricted cash, and short-term investments were $24.4 million compared to $61.2 million at December 31, 2022, and negative working capital was $41.4 million excluding cash and short-term investments. The company had an accumulated deficit of $765.7 million and a net loss of $64.7 million for FY2023 year to date, and may need additional capital on unfavorable terms or with significant dilution.

HIGHDebt Covenants

The company has a $156.0 million senior term loan and total principal plus PIK outstanding was $231.8 million at September 30, 2023 compared to $164.3 million at December 31, 2022. It must meet minimum cash, ARR, adjusted EBITDA, and capital expenditure covenants, and rising prime rates increase interest costs.

MEDIUMGoodwill Impairment

A $5.8 million non-cash goodwill impairment was recognized in the first quarter of 2023 for the ESG reporting unit. Future sustained depression of the stock price or adverse changes in business or macroeconomic conditions could trigger additional impairment charges.

Annual Recurring Revenue (ARR) (as of September 30, 2023)
$123.0 million
Organic ARR (as of September 30, 2023)
$116 million
Run-Rate Revenue (as of September 30, 2023)
$138.2 million
Organic Run-Rate Revenue (as of September 30, 2023)
$129 million
Net Revenue Retention
100%
Net Revenue Retention (corporate large enterprise, quarterly)
above 100%
Net Revenue Retention (corporate large enterprise, TTM)
above 105%
Total customers
approximately 5,000
Subscription revenue
$30.1 million
Subscription revenue as % of total revenue
approximately 89%
Adjusted Revenue
$34.0 million
Adjusted Gross Profit
$28.4 million
Adjusted Gross Profit Margin
83%
Adjusted EBITDA
$0.7 million
Adjusted EBITDA Margin
2.2%
Adjusted EBITDA conversion rate (incremental GAAP revenue to Adjusted EBITDA YoY)
more than 160%
ARR excluding 2022 and 2023 Acquisitions
$112.8 million
Run-Rate Revenue excluding 2022 and 2023 Acquisitions
$126.1 million

Adjusted EBITDA Margin

13 quarters
2.2%
Q3 FY2023+15.2pp

Adjusted EBITDA

12 quarters
$700.0K
Q3 FY2023-116.3%

Adjusted Gross Profit

11 quarters
$28.4M
Q3 FY2023+7.6%

Annual Recurring Revenue (ARR)

11 quarters
$123.0M
Q3 FY2023+2.3%

Net Revenue Retention

10 quarters
100%
Q3 FY2023+2.0pp

Run-Rate Revenue

7 quarters
$138.2M
Q3 FY2023+2.4%

Adjusted Gross Profit Margin

6 quarters
83%
Q3 FY2023+3.0pp

Total customers

6 quarters
~5,000
Q3 FY2023+0.0%

Organic ARR

4 quarters
$116.0M
Q3 FY2023+2.7%

Organic Run-Rate Revenue

4 quarters
$129.0M
Q3 FY2023+2.4%

Summary, forecast, risks and KPIs are extracted from FiscalNote Holdings, Inc.'s SEC filings for Q3 FY2023 (10-Q / 10-K and the 8-K earnings release); GAAP figures in the summary are checked against the reported XBRL data. They can contain errors; the filings are authoritative. Processed Oct 2, 2026.