"Spruce Point believes there is significant downside risk to Monster's share price as its premium multiple is reconsidered by institutional investors in the face of our strong evidence to indicate that it is masking growing pressures."
Callouts & quotes from 37,061+ activist slides
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"Disney's supposed "progress" appears elusive - the Company has significantly underperformed its Media Industry (Proxy) Peers since Mr. Iger returned as CEO in late 2022 and since the Company's "transformation" began in February 2023."
"The first obvious issue is: who would pay a premium price for an identical product, given the choice (especially an IKEA product)? The answer is “no one”. Consumers will obviously opt for the low margin, extremely cheap IKEA product."
"Based on recent precedent M&A transactions for property software and analytics companies and clear evidence of challenges with the transaction, we believe MSCI wildly overpaid for RCA at approximately ~13x and 48x revenue and EBITDA."
"Alan Lindsay was UEC’s Chairman of the Board and large shareholder who was granted practically free equity. His son Oliver Lindsay is a convicted stock fraudster who served time in prison. CEO Adnani is related to the Lindsay family."
"AKG’s sudden resumption of exploratory drilling in 2017 strikes us as a desperate attempt to hit a large high grade deposit that could potentially save the company (or at least distract the market from the serious problems at Nkran)."
"Note that the company was guiding for AISC in the $748 to $786/Oz range in these slides above. However, the company missed its AISC by a wide margin and attained $893/Oz in AISC Q4 2016, but has since increased to $956/Oz in Q1 2017."
"GCP has attempted to mislead shareholders and redirect attention away from its track record of poor performance, rather than address our valid concerns around the performance of the Company under the stewardship of the current Board."
"At an 8.0x valuation multiple, the non-HDD business valuation is JPY 888 billion, and when combined with the HDD business at 7.5x, our total estimate for enterprise value is JPY 1,420 billion or a combined EV/EBITDA multiple of 7.7x."
"Even after crediting INGN with a 10% increase in market share and ignoring the cannibalization of higher-margin DTC sales by increasing B2B sales, which management have admitted is going to occur, INGN is close to revenue saturation."
"Despite buying 5 BLI machines, the feedback is revealing – wouldn't personally buy the machine; "would not feel comfortable"; better ways to spend $2MM; not suited for commercial discovery where you have to "actually deliver" a drug."
"Spruce Point questions why Stryker impaired its UK goodwill for its Ear Nose and Throat ("ENT") business in 2020, when it said that its U.S. business has a higher ENT weighting, and that ENT was the most heavily impacted by COVID-19?"
"In the instances where HMA missed the low end of their guidance range, the average magnitude of difference between reported metrics relative to the midpoint of the initial guidance range averages to be -8% for EBITDA and -14% for EPS"
"No way... There is no way they're buying an initial unserviceable engine for a million. That's off by a factor of two... Those are garbage engines. There's like trash. Um, yeah. They're not buying engines at an average of $1 million."
"Put simply, data collected over months directly from BEKE's platform strongly indicates that the Company is massively exaggerating new home GTV and revenue from its platform, a pattern we also see when we analyze existing home sales."
"Bunge has instability in its leadership with its “World-Class Leadership Team” from 2020 having seen more than one-third turnover in key roles. Now the team is described as “Best-In-Class” which we believe is a much weaker qualifier."
"Our concerns about REZI's growing rebate reserve are magnified by the fact that for the first time, the definition of net revenue affecting management's short-term bonus accounts for “rebates” and “other customer incentive programs”."
"Internally at Nevro, I don't think they see the substance, based on what I've been told, and they're scratching their heads and saying, "Hey, whatever. I'll take it. I hope the stock keeps going." There aren't fundamentals behind it."
"Based on the assumptions below, the Pro Forma combined Company would have $473mm of '08E EBITDA without any cost savings. Assuming cost savings, the Pro Forma combined Company would have $633mm of EBITDA and is trading at 6.3x EBITDA"
"Pershing Square believes Herbalife is a pyramid scheme because, among other reasons, distributors earn more than 10 times as much from recruitment as they do by selling the company’s overpriced products to bona fide retail customers."
"Disney’s supposed “progress” appears elusive – the Company has significantly underperformed its Media Industry (Proxy) Peers since Mr. Iger returned as CEO in late 2022 and since the Company’s “transformation” began in February 2023."
"We urge you to vote FOR Elliott's nominees on the GOLD card, but you can help #Streamline66 by voting only for Elliott's highly qualified nominees - Brian Coffman, Sigmund Cornelius, Michael Heim and Stacy Nieuwoudt - on either card."
"Norfolk Southern’s transformation is at an inflection point. The board of directors has taken action to strengthen our business, protect our franchise, and ensure Norfolk Southern is positioned to deliver long-term shareholder value."
"Vykat is simply a sham that exists for one reason: diazoxide is already generic, so a salt form of diazoxide - diazoxide choline - was created for the purpose of obtaining a patent, with pharmacokinetic claims to justify the IP ploy."
"The other fundamental issue is actually the HQ-CT score. It's not a great marker. It's the only tool that we have as validated. But it's not perfect. You're basing a lot of your study or your analysis on something that's not perfect."
"stated that they were all highly skeptical of Vykat with no plans to prescribe; called Soleno a "one-trick pony" and was bewildered anyone would think to use diazoxide in PWS patients, dismissing Vykat as "bananas" and "Mickey Mouse""
"Spruce Point believes LSPD purposefully avoids talking about quantifying payments margins. Even when asked directly by analysts, management gives long-winded answers and indirect responses suggesting things are fine and will improve."
"The paper graphically details the obvious similarity between the histamine H3 receptor and hERG blocker pharmacophores, illustrating why an H3 antagonist like pitolisant is inherently high risk for QT prolongation and cardiotoxicity."
"Reps thought it was unusual for force referrals into a fax machine vs. EMR as is standard practice; reps pushed for EME but “nobody could explain that to me ever”; Harmony allegedly forced this even though could get fined without EMR"
"Wise also appears to have convinced artificial intelligence models that it is the #1 money remittance company. As adoption of these models to inform decisions increases, we believe Remitly will be challenged to attract new customers."
"We believe the Street has failed to capture accounting gimmicks to boost CHD’s 2018 EBITDA. Analysts simply take CHD’s recent annual results at face value, and use it as a base-line for future year EBITDA growth and margin expansion."
"Spruce Point also interviewed another former employee with knowledge of its M&A practices. A view was expressed that Stryker prioritized revenue over cost synergies and that one of its biggest challenges is its operational footprint."
"Wilson formed an LLC in Colorado in January 2021. Based on the stereotypical name and the registering agent's expertise in luxury vessels (yachts, jets and vintage car taxation), it looks like he has plans for his newfound resources."
"Red Cat's management claimed that if you just look at the draft NDAA... "the number" for the SRR funding is $79 million, which the company uses as an indication of what to expect for the first year's revenue generated by the program."
"At the current run rate IIPR would have to pay out $86M in dividends throughout 2020. It seems to us that the company will not be able to do so based on our analysis. We expect that the dividend will have to be reduced substantially."
"In conclusion, from inception to the present, the Ceres-Weichai partnership has been a rollercoaster of lofty promises, repeated delays, and strategic recalibrations, ultimately yielding a narrower outcome than originally envisioned."
"Pershing Square believes Herbalife is a pyramid scheme because, among other reasons, distributors earn more than 10 times as much from recruitment as they do by selling the company’s overpriced products to bona fide retail customers."
"We estimate MCY's exposure to the Pacific Palisades is significant as it insured 385 homes and wrote 31 landlord policies. Our analysis shows MCY will incur at least $934 million in homeowner policy losses from the Pacific Palisades."
"believes these high against / withhold votes are likely related to the directors service on the Company’s compensation committee...during which time the Company received an “F” grade in our pay-for-performance analysis. — Glass Lewis"
"“Our Board of Directors believes that the number of shares currently remaining available for issuance under the ESPP and the annual Evergreen Provision increase will not be sufficient for our future needs.” — Box 2021 Proxy Statement"
""It's a great technology company. They've got a really unique position. They should be able to grow. But I sold all of my stock the day that I left because I just felt that they are not ethical." — Former MPWR Sales Account Executive"
"Cashpooling: The Company maintains a current account with BV Inversiones, S.L. to manage the group's treasury. These debts accrue market interest based on Euribor. — Bureau Veritas Inspected Y Testing, S.L.U. Financial Statement 2021"
""This award is a credit to our culinary team who, along with our employees, provide every guest with a genuine Italian dining experience," said Salli Setta, Olive Garden’s senior vice president of culinary and beverage. — Salli Setta"
""This award is a credit to our culinary team who, along with our employees, provide every guest with a genuine Italian dining experience," said Salli Setta, Olive Garden's senior vice president of culinary and beverage. — Salli Setta"
"Baidu resolutely cracks down on all violations of the law and discipline, and has zero tolerance for any behavior that touches the red line of professional ethics. It will never relax for anyone, at any time! — Baidu ethics committee"
"You will earn your salary based on the number of gifts you receive each month. This is broken down in a tier structure so that when you hit each of the individual goals, you reach a higher salary. — Recruitment ad for Bigo performers"
""The Income Tax Department (I-T dept) recently informed the Delhi High Court (Delhi HC) that the investigation into tax evasion by WSP Consultants India Private Limited is ongoing and will be concluded logically." — Business Standard"
"“What are these robots? Are these robots just basically liquid-handling machines?” “Yeah. Like automated liquid-handling machines, like Hamilton, Carterra, Perkin Elmer.” — Ex-Twist employee in manufacturing, now a research professor"
"(The Secretary for Monetary Affairs, Mr. D.W.A. Blye, the Deputy Secretary for Monetary Affairs, Mr. A Latter and the Deputy Secretary (Economic Services), Dr. A McLean will attend before the Council for the discussion of this item.)"
"Under the program, Rapiscan Systems intends to provide a comprehensive X-ray screening program, which will incorporate technology, staffing, systems integration, and maintenance support at sites throughout Albania. — Rapiscan Systems"
"“Rentokil is a gold standard company. If anyone can turn Terminix around, it’s them. Rentokil has some of the best operators in the industry.” — Industry Expert With 30 years+ As An Operator And Advisor To U.S. Pest Control Companies"
"“At the moment today, we would have a hard time justifying that.” — Senior Genomatica employee; “we don't expose the critical path stuff”; “they haven't proven themselves yet as a CRO service provider” — Senior employee of Genomatica"
"Ironically, one of the most commonly cited reasons to go camping is to "Digital Detox" and not be in touch. For these individuals, a free basic emergency service as Apple recently announced, would probably be attractive. — Footnote 2"
"“a roller coaster ride over here…some days the hyperphagia is the worst it’s ever been”; “this is worrisome with more people saying this”; “the food seeking has now reached a level I didn’t think was possible.” — Facebook group users"
"“Yeah, it could happen. It could happen. That’s a problem [for Soleno]. This drug has been around since 1976. It’s not a new drug; it’s a new formulation.” — Trial investigator and physician; one of the leading KOL’s in the PWS field"
"REIT investors ... consider AFFO a measure of "normalized" residual cash flow after eliminating non-cash and non-recurring expenses, and an indicator of a REIT's ability to pay dividends. — SEC complaint in the matter of VEREIT, INC."
"“is not a well-controlled process...it was painful...if you choose a bad technology you just can't get there” — One of Intel's most senior and tenured executives. “it's just not stable...it doesn't work...it just dies” — TSMC source."
"Under new leadership, Marathon was able to successfully divest Speedway at an attractive valuation with limited impact to operations, despite the Board’s “unanimous conclusion” that Speedway should remain integrated within Marathon."
"To be clear, this election contest is not simply a matter of disagreement over strategy. Rather, it is largely about extremely poor execution, lack of accountability, unacceptable governance, severe destruction of shareholder value."
"Regardless of the outcome of the merger, Office Depot needs a newly reconstituted Board that possesses the appropriate skill-sets to oversee a turnaround of the Company with the goal of substantially improving operating performance."