Duddell Street Acquisition Corp. Announces Filing of Registration Statement on Form S-4 in Connection with its Proposed Business Combination with FiscalNote
Duddell Street Acquisition Corp. (Nasdaq: DSAC) has filed a registration statement with the SEC for its proposed merger with FiscalNote Holdings, a leader in AI-driven enterprise SaaS for legal and regulatory data. The filing includes a preliminary proxy statement and is a critical step toward the completion of the merger, anticipated in Q1 2022, pending SEC approval and shareholder consent. Following the merger, FiscalNote's stock will trade under the ticker symbol 'NOTE'. The CEO expressed optimism about synergies and growth prospects from this strategic combination.
- Merger with FiscalNote expected to enhance growth opportunities.
- FiscalNote projected to close 2021 with revenue aligned to growth goals.
- Completion of the merger is subject to regulatory and shareholder approvals, creating uncertainty.
- Potential integration challenges between Duddell Street and FiscalNote post-merger.
HONG KONG, Dec. 6, 2021 /PRNewswire/ -- Duddell Street Acquisition Corp. (Nasdaq: DSAC), a publicly traded special purpose acquisition company ("Duddell Street"), today announced the filing with the U.S. Securities and Exchange Commission (the "SEC") of a registration statement on Form S-4 (the "Registration Statement") in connection with the previously announced proposed business combination between Duddell Street and FiscalNote Holdings, Inc. ("FiscalNote"), a leading AI-driven enterprise SaaS company that delivers legal and regulatory data and insights.
The Registration Statement contains a preliminary proxy statement and prospectus in connection with the proposed business combination. While the Registration Statement has not yet become effective and the information contained therein is subject to change, it provides important information about FiscalNote and the proposed business combination with Duddell Street.
Completion of the proposed business combination, which is expected to occur in the first quarter of 2022, is subject to the Registration Statement being declared effective by the SEC, the approval of the proposed business combination by Duddell Street's shareholders, and other customary closing conditions. Duddell Street's Class A ordinary shares are currently traded on Nasdaq under the symbol "DSAC." Upon completion of the proposed business combination, FiscalNote's Class A common stock is expected to be publicly listed under the ticker symbol "NOTE."
"We remain excited about the pending business combination with FiscalNote and look forward to working with its talented team to accelerate organic and inorganic growth opportunities," said Manoj Jain, CEO of Duddell Street Acquisition Corp., and Co-Chief Investment Officer of Maso Capital. "We are pleased to see not only the closing of FrontierView as FiscalNote continues to execute strategically attractive and value accretive M&A, but also that FiscalNote remains on track to exit 2021 at a revenue run-rate in-line with the projections and the M&A goals set out in the business combination."
About FiscalNote
FiscalNote is a leading global technology provider of legal and policy data and insights. By combining AI capabilities, expert analysis, and legislative, regulatory, and geopolitical data, FiscalNote is reinventing the way that organizations minimize risk and capitalize on opportunity.
Home to CQ, Roll Call, Oxford Analytica, and VoterVoice, FiscalNote empowers clients worldwide to monitor, manage, and act on the issues that matter most to them. To learn more about FiscalNote and its family of brands, visit FiscalNote.com and follow @FiscalNote.
About Duddell Street Acquisition Corp.
Duddell Street Acquisition Corp. was formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses. Duddell Street is sponsored by Hong Kong-based hedge fund Maso Capital. Since inception, Maso Capital has invested in more than one thousand companies and situations across multiple sectors and geographies. Leveraging its stature and reputation in Hong Kong and its experienced investment team, Maso Capital has had investments in a number of TMT, healthcare, fintech and consumer companies in the region. For more information, please visit DSAC.co.
Additional Information and Where to Find It
Duddell Street's shareholders and other interested persons are advised to read the registration statement on Form S-4 filed with the SEC, including the preliminary proxy statement/prospectus and the amendments thereto and the definitive proxy statement and documents incorporated by reference therein filed in connection with the proposed business combination, as these materials contain important information about FiscalNote, Duddell Street and the proposed business combination. Promptly after the Form S-4 is declared effective by the SEC, Duddell Street will mail the definitive proxy statement/prospectus and a proxy card to each shareholder entitled to vote at the meeting relating to the approval of the business combination and other proposals set forth in the proxy statement/prospectus. For additional information on the proposed business combination, see Duddell Street 's Current Report on Form 8-K filed with the SEC on November 8, 2021. Before making any voting or investment decision, investors and shareholders of Duddell Street are urged to carefully read the entire registration statement and proxy statement/prospectus, and any other relevant documents filed with the SEC, as well as any amendments or supplements to these documents, because they will contain important information about the proposed business combination. The documents filed by Duddell Street with the SEC may be obtained free of charge at the SEC's website at www.sec.gov.
This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities, or a solicitation of any vote or approval, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.
Participants in the Solicitation
Duddell Street and its directors and executive officers may be deemed participants in the solicitation of proxies from its shareholders with respect to the business combination. A list of the names of those directors and executive officers and a description of their interests in Duddell Street will be included in the proxy statement/prospectus for the proposed business combination when available at www.sec.gov. Information about Duddell Street's directors and executive officers and their ownership of Duddell Street shares is set forth in Duddell Street's prospectus, dated prospectus is October 28, 2020. Other information regarding the interests of the participants in the proxy solicitation will be included in the proxy statement/prospectus pertaining to the proposed business combination when it becomes available. These documents can be obtained free of charge from the source indicated above.
FiscalNote and its directors and executive officers may also be deemed to be participants in the solicitation of proxies from the shareholders of Duddell Street in connection with the proposed business combination. A list of the names of such directors and executive officers and information regarding their interests in the proposed business combination will be included in the proxy statement/prospectus for the proposed business combination.
Cautionary Statement Regarding Forward-Looking Statements
This communication contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements include, but are not limited to, statements about future financial and operating results, plans, objectives, expectations and intentions with respect to future operations, products and services; and other statements identified by words such as "will," "are expected to," "is anticipated," "estimated," "believe," "intend," "plan," "projection," "pro forma," "outlook" or words of similar meaning. These forward-looking statements include, but are not limited to, statements regarding FiscalNote's industry and market sizes, future opportunities for FiscalNote and Duddell Street, FiscalNote's estimated future results and the proposed business combination between Duddell Street and FiscalNote, including pro forma market capitalization, pro forma revenue, the expected transaction and ownership structure and the likelihood, timing and ability of the parties to successfully consummate the proposed transaction. Such forward-looking statements are based upon the current beliefs and expectations of Duddell Street's and FiscalNote's management and are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are difficult to predict and generally beyond Duddell Street's or FiscalNote's control. Actual results and the timing of events may differ materially from the results anticipated in these forward-looking statements. Except as required by law, Duddell Street and FiscalNote do not undertake any obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise.
Contacts:
Investors
ICR, Inc. for FiscalNote
Sean Hannan
IR@fiscalnote.com
Duddell Street Acquisition Corp.
Sam Joshi
IR@masocapital.com
View original content:SOURCE FiscalNote
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