FiscalNote Holdings Inc

Forward-Looking Statements

This Quarterly Report on Form 10-Q includes statements that express our opinions, expectations, beliefs, plans, objectives, assumptions or projections regarding future events or future results and therefore are, or may be deemed to be, “forward-looking statements.” These forward-looking statements can generally be identified by the use of forward-looking terminology, including the terms “believes,” “estimates,” “anticipates,” “expects,” “seeks,” “projects,” “intends,” “plans,” “may” or “should” or, in each case, their negative or other variations or comparable terminology. These forward-looking statements include all matters that are not historical facts. They may appear in a number of places throughout this Quarterly Report on Form 10-Q, including Part I, Item 2, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and Part II, Item 1A, “Risk Factors,” and include statements regarding our intentions, beliefs or current expectations concerning, among other things, our future results of operations, financial condition and liquidity; our prospects, growth, strategies and the markets in which FiscalNote operates. Such forward-looking statements are based on available current market material and management’s expectations, beliefs and forecasts concerning future events impacting FiscalNote. Factors that may impact such forward-looking statements include:

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FiscalNote's ability to achieve and sustain organic growth;

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changes in FiscalNote's strategy, future operations, financial position, estimated revenue and losses, forecasts, projected costs, prospects and plans;

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FiscalNote's future capital requirements;

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FiscalNote’s ability to service its repayment obligations and maintain compliance with covenants and restrictions under its existing debt agreements;

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demand for FiscalNote's services and the drivers of that demand;

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FiscalNote's ability to provide highly useful, reliable, secure and innovative products and services to its customers;

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FiscalNote's ability to attract new customers, retain existing customers, expand its products and service offerings with existing customers, expand into geographic markets or identify areas of higher growth;

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any cost reduction initiatives undertaken by FiscalNote;

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FiscalNote's ability to successfully integrate acquired businesses and services, and subsequently grow acquired businesses;

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risks associated with international operations, including compliance complexity and costs, increased exposure to fluctuations in currency exchange rates, political, social and economic instability, and supply chain disruptions;

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FiscalNote's ability to develop, enhance, and integrate its existing platforms, products, and services;

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FiscalNote's estimated total addressable market and other industry and performance projections;

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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;

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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;

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FiscalNote's ability to obtain and maintain accurate, comprehensive, or reliable data to support its products and services;

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FiscalNote's ability to introduce new features, integrations, capabilities, and enhancements to its products and services;

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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;

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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;

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FiscalNote's ability to protect and maintain its brands;

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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;

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FiscalNote's ability to retain or recruit key personnel;

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FiscalNote's ability to effectively maintain and grow its research and development team and conduct research and development;

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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;

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adverse general economic and market conditions reducing spending on our products and services;

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the outcome of any known and unknown litigation and regulatory proceedings;

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FiscalNote's ability to successfully establish and maintain public company-quality internal control over financial reporting;

the ability to adequately protect FiscalNote's intellectual property rights; and

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the possibility that the strategic review undertaken by the Board of Directors does not result in any transaction or other outcome or that any outcome is disruptive to operations and impacts financial performance.

The foregoing list of factors is not exhaustive. You should carefully consider the foregoing factors and the other risks and uncertainties described in the “Risk Factors” section of this Quarterly Report on Form 10-Q and the other documents filed by us from time to time with the U.S. Securities and Exchange Commission ("SEC"). The forward-looking statements contained in this Quarterly Report on Form 10-Q are based on current expectations and beliefs concerning future developments and their potential effects on us and our business. There can be no assurance that future developments affecting us will be those that we have anticipated. We undertake no obligation to update or revise any forward-looking statements, whether as a result of newinformation, future events or otherwise, except as may be required under applicable securities laws.

PART I—FINANCIAL INFORMATION