Callouts & quotes from 37,061+ activist slides

"WD-40’s valuation relative to its own selected peers set of specialty chemical and auto part distributors exposes its extreme valuation. Its valuation becomes even more expensive once it becomes evident that overly aggressive estimates for 2020-2021 will be difficult to achieve."

"HIMS runs a pop-up for its combination finasteride + minoxidil product on its blog discussing FDA-approved hair loss treatments. On its hair loss main page, it touts “FDA-approved treatment options” and a picture of a man using the same product. This product is NOT FDA-approved."

"We believe that the this image is maintained in part by the ambiguity of the Company, which makes it difficult for analysts and investors to dig into the business critically without doing a good deal of homework, and thus limits the amount of pushback that management might face."

"Consistent with Saputo's decision to stop providing Canadian market share figures on cream and fluid milk, we also notice a subtle change recently made in its language. Looking carefully, we observe that Saputo stopped describing itself as "The Leading" to "A Leading" processor."

"The proposed spin-off of Aabaco Holdings, Inc. is not Yahoo’s best alternative. Instead, you should be exploring a sale of Yahoo’s core Search and Display advertising businesses and leave Yahoo’s ownership stakes in Alibaba Group and Yahoo Japan in the existing corporate entity."

"The Company’s method uses an in-group median rather than average. This sets up a scenario where the refining impact is always coming from average of CVR, Delek, HF Sinclair or PBF. This means that Phillips 66 is only comparing its performance to inappropriate small cap refiners."

"Petitioner is aware of three reports in recent weeks of young patients hospitalized for potential heart failure shortly after starting VYKAT XR. In the last few days, new information has emerged which suggests the total number of hospitalizations may be seven patients or higher."

"Using the Company’s 2008 statement that half of “Distributor Facing” expenses are vacation packages, one-time cash bonuses, Herbalife pins and watches, and other similar promotions that can only be gained via recruiting, $291mm of Herbalife’s SG&A in 2011 were Recruiting Rewards"

"The Company’s method uses an in-group median rather than average. This sets up a scenario where the refining impact is always coming from average of CVR, Delek, HF Sinclair or PBF. This means that Phillips 66 is only comparing its performance to inappropriate small cap refiners."

"Spruce Point is concerned that MSCI is operating without a Global Controller in place that it says has, "direct responsibility for the largest portion of the finance organization and firmwide accounting, financial reporting, financial and treasury operations" among other things."

"Trian believes the attributes, skills and qualifications that Mr. Peltz possesses through his experience as a hands-on executive and active board member on numerous public company boards will provide DuPont and its Board with valuable industry knowledge and management experience"

"If our plan is implemented by the company and just the core business is fixed (with no additional improvement in the value of the Alibaba and YJ stakes), we believe that Yahoo's stock would trade about $60/share or more than $30/share higher than the plan advocated by Starboard."

"If our plan is implemented by the company and just the core business is fixed (with no additional improvement in the value of the Alibaba and YJ stakes), we believe that Yahoo's stock would trade about $60/share or more than $30/share higher than the plan advocated by Starboard."

"If our plan is implemented by the company and just the core business is fixed (with no additional improvement in the value of the Alibaba and YJ stakes), we believe that Yahoo's stock would trade about $60/share or more than $30/share higher than the plan advocated by Starboard."

"Both are good businesses that can make for good investments. But combining them under one conglomerate structure delivers the worst of both worlds - inefficient capital allocation, operations that suffer because of unfocused management teams, and no natural home among investors."

"Based on Australian filings, PBH Australia’s revenue growth is slowing. This would contradict management’s prior comments regarding the growth opportunity in the region, lead by well-positioned brands and acquisitions. We believe PBH may be stretching to deliver on its promises."

"Part of the growth story is that CLEAR can expand its network effect proposition beyond the airport into other venues such as sporting events. However, we don't believe this upside case has legs and the Company even retracted claims about its second local network effect in 2024."

"And the problem in this model is those agents that are good, that 10% they are referring to in every market, they can't handle more leads because they don't have enough good agents underneath them on their teams to support the leads that are coming in to be able to help convert."

"I often leave, and I’m like, ‘There’s no way they’re going to be able to use that organ’...I feel like they just keep going and going, keep trying and trying and trying...it’s going to be in an operating room with a recipient hours and hours later when the heart function is off."

"ADOMANI makes sure to milk this speculation as demonstrated by its PR on August 17, 2017 titled: ADOMANI Sees $2.9 Billion in Settlement Funds, from Volkswagen Environmental Mitigation Trust, As Unprecedented Product Funding Opportunity in its Goal to “Help Yellow Go Green!”(TM)"

"For private entities, the central legal question would generally be whether they knew or should have known that their services were being used in connection with such conduct and whether they nonetheless provided material assistance or failed to take reasonable preventive steps."

"Lasertec’s purported lack of finished goods inventory and reporting methodology is highly abnormal and lacks credibility versus the five largest semicap equipment players, for whom finished goods has averaged 30% as a percent of total over the last 5 years versus 0% for Lasertec"

"“In accordance with Party A’s [EDU] fiscal year (beginning on June 1st and ending on May 31st), Party B [the franchisee] shall provide an annual financial report and a report on the status of the school’s operations within 2 months of the end of the fiscal year.” — Section 3.1.3"

"The two separate agreements are designed to meet the risk, return, and regulatory preferences of our partners. Loans sold under the MPSA tend to have higher credit scores and lower losses than loans sold under the MTA. — Carvana 101 - Explainer on Recent Refinancing Transactions"

"Going forward, post-closing, we will convert all DigitalGlobe financials into IFRS and also ensure the financial presentations are consistent with MDA’s. Our preliminary review did not reveal any material inconsistencies in DG’s financials between GAAP and IFRS. — CFO Wirasekara"

"And from 2018 to 2019, children's bicycle sales decreased 7 percent in dollars and 7.5 percent in bikes sold, a drop serious enough that retailers have already goosed prices to make up for lower demand, according to market research firm NPD Group. — Washington Post, June 4, 2019"

"Salary Hikes in the Philippines Might Reach 5.6 Percent Next Year — Esquire Philippines, Oct 2021; India to see higher salaries at 9.3% increase in 2022 — The Economic Times, Oct 20, 2021; Companies plan to give biggest raises in more than a decade — Washington Post, Dec 8, 2021"

"Under the terms of the agreement, Perion acquired all the shares of CIQ for a total consideration of $73.05 million, of which $15 million in cash was paid upon closing, with an additional maximum $11 million will be paid as a retention incentive. — Perion Network Ltd. SEC Filing"

"While earlier investors like Accel, Amadeus, and Meritech will be big winners upon IPO, Wellington won't make a killing. Davda is a shareholder through secondary transactions. He also called ForeScout a "dinosaur" for going public at 17 years old. — Atish Davda, CEO at EquityZen"

"“When the costs to manufacture the assets are greater than (predominant to) the estimated value transferred from Leasing equipment into inventory, the related cash receipt has been recorded as an inflow in net cash (used in) provided by operating activities.” — FTAI Q3 2024 10-Q"

"AIRCRAFT SECURITY AGREEMENT dated as of June 26, 2024 between SETNA AERO LEASE 1, LLC ... and VALLEY NATIONAL BANK, as Security Trustee as Mortgagee IN RESPECT OF TWO AIRBUS A320-214 AIRCRAFT WITH TWO CFM56-5B4/P MODEL ENGINES EACH EACH ON LEASE TO GLOBAL CROSSING AIRLINES, INC."

""Early data has exceeded our expectations, with the advertisers in the pilot seeing substantial returns, often surpassing those from other media channels and, in many cases, experiencing nearly 100% incrementality from our traffic." — APP CEO Adam Foroughi, Q3 2024 earnings call"

"“If you're a student of the history of synthetic biology, there's more than one chapter in Ginkgo's playbook copied from Intrexon... You know how Intrexon ended.” Q: “Is this basically Intrexon 2.0, just to be blunt?” A: “Yeah, I would say so.” — Former senior employee at Ginkgo"

"Yep, it was. {MBP went through three iterations}. So originally it was sold in percentages. Essentially you could buy in percentages, so say 25% of the zip code, 50, a hundred percent. That was the original product that got saturated very quickly. — Former Zillow Senior Employee"

"“Today, other bearing makers can use the same high quality Timken steel in their bearings. For decades, we’ve offered bearing manufacturers a variety of steel grades designed specifically for the unique, and very demanding, requirements of bearing applications.” — Timken Website"

"Such a blanket conclusion does not appear to be supportable. Section 303A.02(a) requires a board to make independence determinations based on all relevant facts and circumstances. — NYSE Listed Company Manual Section 303A Corporate Governance Standards Frequently Asked Questions"

"“several technical challenges and infrastructure gaps that need to be resolved to make EUVL suitable for high volume manufacturing...these gaps relate to...a stable and reliable high power EUV source...” — March 2021 conference paper jointly authored by Ushio and Intel employees"

"“I have met the VP of Intel’s mask operation, a few times.” “yes, of course” “Yes, of course.” — Longtime, senior semicap equipment executive in Japan who is friendly with Lasertec’s CEO; “Of course.” — Former KLA executive in a leadership role in their EUV mask inspection group"

"Given the apparent willingness of the current Board members to take extraordinary action to entrench themselves, as exemplified by the Reincorporation Proposal, we have little choice at this time but to immediately commence the process to call a special meeting of shareholders."

"The Seller hereby sells to the Purchaser and the Purchaser hereby purchases from the Seller 490 Quota in the Company with a total nominal value of ALL 490 representing 49% of the entire registered capital of the Company in consideration for the Purchase Price ("Target Quotas")."

"Phillips 66 (NYSE: PSX) investors are voting with their feet. The company's stock outperformed peers by 11% with Elliott's release of its #Streamline66 plan, then sank when Phillips 66 management publicly doubled down on its conglomerate structure and midstream growth strategy."

"We're [Anadarko] very committed to capital discipline and...as we constrain capital, we see better returns on our projects, we quit dipping down to the lower tier, we keep that continual high grading effort going on and on... We're going to be very disciplined as we go forward."

"Elanco is an animal healthcare company with promising products in a secularly growing industry. This campaign is about bringing execution and accountability to an insular Board that has not properly overseen management and destroyed billions in shareholder value in the process."

"Spruce Point believes that Evoqua made potentially misleading statements by dismissing sales concerns about Mar Cor, while continuing to increase the earnout asset value, an implicit reflection that it expected to receive the earnout back from its failure to meet sales targets."

"Spruce Point observes that AMR has used a relatively small firm in Virginia as its “Qualified Expert”. The consent form is increasingly being signed by a principal lower down the chain of command. Furthermore, there are subtle language changes being made that raise our concern."

"Skechers has faced several episodes of excess inventory, most recently in Q3 2015 and Q2 2018. While the drivers in each case were different, subsequent lawsuits would suggest that shareholders were very surprised based on their interpretation of management's previous comments."

"The U.S. Preventive Services Task Force (USPSTF), an independent body that works closely with the Department of Health and Human Services, as well as the ACC/AHA/ACCP/HRS Guideline, currently does not support proactive screening of asymptomatic patients for atrial fibrillation."

"Asserting the contrary, from 2015 until now, demonstrates two things only: 1. BlackRock's Board of Directors lacks adequate independent oversight 2. Ms. Wagner herself has confirmed that she is not independent by relying on an assessment that she must know is plainly unfounded."

"We find evidence that Califia Farms is aggressively price promoting its new Oat Milk as incentives to gain share. We believe it's only a matter of time before Oatly is faced with the reality it too will need to lower prices in order to stimulate growth and protect market share."

"While there are differences between Smiths' businesses and these companies, the fact that Smiths trades at a meaningful discount to its pure play peers in each of its divisions is a powerful attestation that the entire Company trades at a sizable discount to its SOTP valuation."

"In all three, we heard substantially the same rhetoric from the companies and their advisors prior to the proxy contest. However, at Heinz and DuPont, management’s views of Trian and Nelson Peltz changed dramatically after we began to work with them to enhance shareholder value"

"We strongly suspect that the vast majority of the $127.9 million cash and investments NQ reported having as of December 31, 2012 is not actually in the Company's accounts; rather, that some to all of NQ's IPO proceeds have been diverted in order to further the accounting fraud."

"According to analyst Lake Street, 83% of Ballard’s value is “potential” new business. Ballard has been public since 1995 with countless failures to deliver profits. Investors should no longer be paying for potential, but rather tangible earnings and a sustainable business model"

"Both Celsius and Keurig Dr. Pepper are accelerating their push into the energy drink category with the recent acquisitions of GHOST and Alani Nu. Both brands are fast-growing and were acquired at ~3x sales. Monster is valued at over 7x sales and its growth is low single digits."

"If the objective of the Meetrics acquisition was to scale in Europe and deepen relationships, we believe that would be hard to accomplish given numerous sales executives departing DV post-acquisition. We could identify only one sales executive out of five that is still with DV."

"While constant-currency sales growth in certain markets (Mexico, EMEA and China) was offset by declines in others (South & Central America, North America, and Asia Pacific), Herbalife’s segment-level reporting obfuscates continued “pop-and-drop” dynamics in individual countries"

"Given Vidazoo’s spectacular outperformance in 2022, why did the earn-out liability not materially increase towards the maximum amount? Instead, it moderately declined from $48.9m to $32.6m. This may suggest that PERI sandbagged expectations when providing guidance to investors."

"Asserting the contrary, from 2015 until now, demonstrates two things only: 1. BlackRock's Board of Directors lacks adequate independent oversight 2. Ms. Wagner herself has confirmed that she is not independent by relying on an assessment that she must know is plainly unfounded."

"While unfortunate, this disappointing trajectory has created a historic opportunity: With the right mindset and an appropriately ambitious turnaround plan, PepsiCo today represents a rare chance to revitalize a leading global enterprise and unlock significant shareholder value."

"Larger launch providers are responding to smallsat demand by offering increasingly frequent rideshare missions, where many satellites (the record is 134 held by SpaceX) from multiple operators are launched on a single rocket at a fraction of the price quoted by small launchers."