Callouts & quotes from 582+ activist slides

"Beginning in 2004, the Azerbaijani government embarked on the privatization of its interest in Azercel. As detailed below, this was unusually structured and could have been devised to enable the theft of state assets, facilitate illegal and highly suspect payments to entities owned or controlled by the Aliyev family, and provide for an ongoing corrupt revenue source in the form dividends and a put option."

"Technology innovation and new product development are critical to our plan as well as our core competencies and priorities for GCP. I would like to highlight 2 new products that strengthen our leading below-grade waterproofing portfolio. We have launched Preprufe 800PA, a nonrubberized asphalt-based solution to strengthen our position in North America. — GCP Nov 6, 2019 Earnings Call"

"When we try to apply via phone on the mobile website, we got to the page below where we were asked to fill in a cell phone number to receive a verification code. However, after we filled in the cell phone number and clicked “retrieve the verification code” button, nothing happened, meaning we did not receive the verification code no matter what we tried. Multiple attempts failed."

""The average Joes and below - 70 / 30 is what they expect." — Former Senior Employee, Premier and Vizient; "GPOs are using rebates as the fulcrum to win new business. It will be higher than 65% once [Premier renewals] come up." — Former Senior Employee, Premier; "We need to keep Premier honest. I wouldn't be surprised if we got closer to 80%...." — Former Senior Employee, Premier"

"By resigning on November 27, 2021, former CFO David Barter walked away from over 900,000 options with a $17.10 exercise price. The share price was around $38 at the time, and the options had nearly $20m of intrinsic value. One plausible explanation is that the former CFO thought by the time he could exercise the remaining options, the stock would be below $17.10 per share."

"Everyone again feels that Nevro just cherry-picked their PDN study because diabetics are notoriously not compliant. That's why they have diabetes to begin with. And Nevro cherry-picks picture-perfect diabetic patients that always take the medication, their A1C was always below 7 and that's not realistic. That's not the average American that eats hoagies in Philadelphia."

""[We] designed our mid-cycle methodology around the 2012-to-2019-time frame. You had cycles of strong margins and weak margins during that period of time." — Phillips 66 Investor Relations, March 14, 2024; "The biggest delta is in refining and well below mid-cycle refining environments baked into the '25, '26 outlook." — Phillips 66 CEO Mark Lashier, January 7, 2025"

""[We] designed our mid-cycle methodology around the 2012-to-2019 time frame. You had cycles of strong margins and weak margins during that period of time." — Phillips 66 Investor Relations, March 14, 2024; "The biggest delta is in refining and well below mid-cycle refining environments baked into the '25, '26 outlook." — Phillips 66 CEO Mark Lashier, January 7, 2025"

"Our results for the quarter were mixed. Our 55 net new placements were up over 90% year-over-year, but came in below our expectations .... The miss was largely EMEA. And we had turnover in Germany where we had planned on several capital deals and then a large distributor deal that, while we could have closed that sooner, we held out for better pricing. — Mehren"

"During the fourth quarter of 2020, changes in mine plans and the determination that certain mineral reserves previously forecasted to be mined were no longer considered economic due to poor geologic conditions reduced forecasted cash flows for one Met and one CAPP - Thermal asset group to amounts below those required for full recoverability. — AMR 10-K, p. 106"

"In short, unless this sale of 2.2 million cubic meters of broad leaf timber from Yunnan was fulfilled illegally (in excess of quota and without all of the requisite permits) and accomplished with an army of Chinese farmers and shipped out via a secret under-ground train tunnel running below the mountains, it either never happened or was grossly over-inflated."

"[We] believe PSX is currently trading below its SOTP and could see meaningful upside in a breakup scenario... — Scotiabank, February 2025; [There is] significant upside to a SOTP-based valuation... — J.P. Morgan, February 2025; [Our view is] that PSX is undervalued – and there is merit to shining a light on embedded value. — Wolfe Research, February 2025"

"“The challenge is, can they scale it up? Do they have all the right pieces and approach to scale it up? And more importantly, can it be manufactured cheaply enough that it’ll fit where the market is right now? There’s a number out there for lithium-ion batteries for electric vehicles that the price point needs to be below $100/KWh.” — Former employee"

"The proxy statement depicts Xylem’s ability to retire Evoqua’s debt and pay transaction costs entirely with cash and equivalents from the balance sheet. However, the balance sheet below also assumes that Xylem has frictionless and unfettered access to all of its cash even though 86% of cash is in foreign markets and may not be freely convertible."

"Other SCS systems on the market are limited to a frequency below 1500 hertz. Omnia delivers the widest range of frequencies of any SCS system, between 2 and 10,000 hertz. In addition to HF10, Omnia offers the most waveforms in a single product and can be programmed to provide waveforms independently or paired with HF10. — Press release 11/5/2019"

"Management touted Antuit as a "high-margin SaaS business" with revenue growth that doubled over a 3-year period. However, after obtaining Antuit's financial statements, we observe that revenue growth flat-lined in the year leading up to the acquisition, and its gross margin at 46.7% is wildly below the 70%-80% margins of typical SaaS companies."

"As of the publication date of a Muddy Waters report, Muddy Waters Related Persons (defined below) are SHORT the securities of or derivatives linked to Eurofins Scientific SE (the “Covered Issuer”), and therefore will likely realize significant gains in the event that the prices of either equity or debt securities of a Covered Issuer decline."

"“If the market values of our homesites, our remaining inventory of completed homes and other developed real estate assets were to drop below the book value of those properties, we would be required to write-down the book value of those properties, which would have an adverse affect on our balance sheet and our earnings.” — 2009 10-K, page 12"

"Notably, not one of the releases below discloses a deal size – and all are silent on the critical question of whether they are undisclosed related parties – that is, whether Ginkgo or its investors like Viking are investors in the entities or are providing proceeds that will be round-tripped back to Ginkgo as “revenue” in coming quarters."

"After the MRC Committee decides on any appropriate adjustments, actual earnings (Actual STIP Earnings) and actual comparable sales results (Actual STIP Comparable Sales) are compared to the Target STIP Earnings and Target STIP Comparable Sales, respectively, and the Corporate Pool Funding (defined below) is calculated as set out below."

"Below is what Aerojet’s balance sheet would look like without the effect of the recent adoption. What’s clear is that its working capital trends are progressively deteriorating. Thus, in addition to the income statement benefit from the accounting change, Aerojet also conveniently appears to be masking balance sheet deterioration."

"“I think they're selling below the cost of their product. They set their pricing based on assumed cost and the fact that they have cash to weather it. They put Gen9 out of business using that pricing... I don't think they're ever going to recover from that.” — Ex-employee in senior product management and sales leadership roles"

"Unfortunately, execution has fallen well short of expectations, with last year's annual billings growth below 10% for the first time in the Company's public history, continued negative GAAP earnings, and a share price that is still below where it closed after its first day of trading following its IPO more than six years ago."

"Not all percentages are created equal. The illustrative example below demonstrates why the top 1% of Herbalife’s distributors generate 88% of Recruiting Rewards, and why Herbalife’s compensation plan incentivizes distributors to recruit dramatically more so than other MLMs (there is a greater reward if you can get to the top)"

"Heska's gross margins generally fall between those of high value-added diagnostic equipment companies and pure animal health distributors. Heska's EBITDA margins fall below those of nearly all possible comparable companies. We believe this is indicative of Heska's lack of proprietary technology and poor competitive position."

"We believe the market wildly overvalues the entirety of BR by not considering that 40% of its business is tied to low/no margin distribution revenue and services such as credit statement printing. Its gross margins and capex spending (due to aggressive capitalization of costs) are vastly below financial technology peers."

"Valuing FSCT shares at a more conservative multiple – below that of its purported peer group – and taking into account (A) management’s unreleased guidance and (B) the potential impact of the pandemic on sales, Spruce Point believes that FSCT shares are worth 50%-60% less than the $33 price set by the merger agreement."

"The coal price assumptions are the same assumptions that we use in all of our businesses. But what I can say is they are below the consensus curves. And the adjustment in valuation, not only was our external auditor, E&Y, comfortable with, but our Audit Committee and our board are very comfortable with. — Mr. Alireza"

"The graver economic issue for public companies is (and always has been) below the gross profit line, where significant non-mining related corporate costs and the constant need to invest in hardware raises the all-in cost to mine bitcoin to a level where nearly all publicly traded miners are effectively unprofitable."

"Spruce Point finds evidence that Generac is aware that its core business is under pressure. Between September and November 2020 it briefly changed a key slide from "Growth Drivers" to "Legacy Growth Drivers." In subsequent versions of its investor presentation, it has deleted the Legacy Growth Drivers slide below."

"GRP asset turns are below the most relevant peers: Novelis, Constellium and Kaiser Aluminum. In fact, GRP is in-line with UACJ (an asset-heavy Japanese company). Based on the 2016 average turns of 2.98 (excluding UACJ), GRP's is capable of supporting ~$6.5 billion of sales, or 34% more than were generated in 2016"

"Perion’s PP&E, operating lease assets, and capital expenditures in relation to its revenues are so far below the advertising technology industry average that it raises material concerns that either they are wildly underspending to develop and maintain their technology assets, or that their sales are inflated."

"Spruce Point does not believe that BR is justified in calling itself a SaaS company with margins that scale. In fact, its financials look nothing like a high quality SaaS company. When we benchmark BR's gross margins and deferred revenue relative to its recurring revenue, we find it to be wildly below peers."

"Using the Wayback Machine, we see that Generac's PWRcell used to directly compare itself against Tesla's Powerwall, and made claims of having the largest storage capacity. The table below was depicted on its website at least through June 2021, but was omitted in Jan 2022 according to the Wayback Machine."

"Latent value released from both right-sizing the OLC stake to below 15%, and future reductions in the OLC Stake can be utilized to enhance Keisei's growth and profitability while also serving the broader interests of the community and customers through a variety of accretive investment opportunities."

"The table below showing Casino's market share versus its "Real" EBITDA (i.e., excluding our estimate of gains on sale in 2014 and 2015) strongly casts doubt on the notion that there's any relationship between Casino's present market share and EBITDA generated by selling products in stores."

"the best approach for the Company and its stakeholders is the immediate exploration of a sale, which, as explained below, would create significant upside for shareholders while creating a more stable footing for all those with a vested interest in Alexion's future – including its patients."

"We believe that PSX' debt levels are already appropriate for their mix of businesses (using 3.5x for midstream, 2.5x for chems, and 1.0x for refining based on peers, we would expect a 2.5x debt/EBITDA target is appropriate which they are already below). — Bank of America, February 7, 2025"

"We believe that PSX' debt levels are already appropriate for their mix of businesses (using 3.5x for midstream, 2.5x for chems, and 1.0x for refining based on peers, we would expect a 2.5x debt/EBITDA target is appropriate which they are already below). — Bank of America, February 7, 2025"

"We believe that PSX' debt levels are already appropriate for their mix of businesses (using 3.5x for midstream, 2.5x for chems, and 1.0x for refining based on peers, we would expect a 2.5x debt/EBITDA target is appropriate which they are already below). — Bank of America, February 7, 2025"

"Notice carefully that BR recently made a few critical changes to its investor communications. Below are changes made to its IR website where we see clear evidence of slowing transaction processing and a removal of the same 80% statistic also struck from the recent 10-K Annual Report."

"These record top-line results are not translating to record profitability, nor the Southwest standard of profitability levels (i.e., Southwest was once a profit leader) ... [Southwest’s margins are] roughly 1,000 basis points below the industry leader. — Deutsche Bank, October 2023"

"These record top-line results are not translating to record profitability, nor the Southwest standard of profitability levels (i.e., Southwest was once a profit leader) ... [Southwest’s margins are] roughly 1,000 basis points below the industry leader. — Deutsche Bank, October 2023"

"These record top-line results are not translating to record profitability, nor the Southwest standard of profitability levels (i.e., Southwest was once a profit leader) ... [Southwest’s margins are] roughly 1,000 basis points below the industry leader. — Deutsche Bank, October 2023"

"These record top-line results are not translating to record profitability, nor the Southwest standard of profitability levels (i.e., Southwest was once a profit leader) ... [Southwest’s margins are] roughly 1,000 basis points below the industry leader. — Deutsche Bank, October 2023"

"VFC provides a white labeled front-end online pharmacy to all of its vet partners (see below). VFC shares a portion of the revenue with the vet, allowing them to recapture a previously lost revenue source. VFC provides recommendations to vets in order to keep pricing competitive."

"Saputo has exhibited the largest increase in Days Inventory Outstanding (DIO) among its global set of dairy industry peers. Whereas its DIOs were below average, now they are above industry average. In fact, over the past 4 years, Saputo's DIO have increased by nearly 20 days."

"The Annual General Meeting of Phillips 66 (the “Company”) shareholders is scheduled to be held virtually on May 21, 2025. You can vote your shares using one of the voting options listed below. Elliott urges you to use the GOLD universal proxy card or voting instruction form."

"Our EPS/EBITDA estimates for 2017/2018 are ~3%/-10% below Street consensus. We expect strong top-line growth from North American onshore activity levels (~30%-35% of current revenues), but this will be partially offset by headwinds from offshore activity (~40% of revenues)."

"The itemized list of Business Support Materials below comes from the blog of a former (non- Sales Leader) Herbalife distributor showing nearly $2,000 of expenses in only three months, excluding Herbalife product purchases. The company seldom acknowledges these costs exist"

"It seems clear to us based on the table below, which highlights the significant TSR relative difference between Parkland and its peers pre and post Mr. McMillan's departure, that his departure represented a material and adverse development to Parkland's senior management."

"Assuming 75% of G&A is allocated to the Real Estate and Franchise business, an allocation that McDonald's management indicates is conservative, we indicate below the EBITDA for McOpCo and the Real Estate and Franchise businesses, as depicted in the reported financials."

"Warning: Although CHD runs its equity income through the income statement below the line as non-operating, and claims not to control it, but in 2005, started attributing more of its cash from operations as coming from these entities. So then why isn’t it consolidated?"

"Amcor trades in excess of its long-term forward EV/EBITDA and in-line with its forward EV/Sales multiple. In the context of evidence that both Amcor and Bemis are experiencing declining revenues, we believe Amcor should trade at a multiple below its long-term average."

"CEO Dovigi has a relationship with Campus Auto Collison, which by public photographs, services GFL’s fleet refurbishment. Campus Collision is also friendly with Doug Ford (as seen in the photo below), who the Globe and Mail said has a history with drug dealing."

"These charts represent the aggregate results of a pattern that has been formed over more than a decade – a period during which the current management team and Board consistently and repeatedly sold stock, often at prices well below where the stock trades today."

"The chart below shows the performance since 2010 of four of the EM currencies to which AMT has directional exposure, the Brazilian Real, Indian Rupee, Ghana Cedis, and the South African Rand – a hedge fund using leverage for this trade would have been unhappy."

"With one fatal adverse event in FAERS plus and another six across clinical trials, we arrive at 2.83 fatal events per million daily doses sold – more than 100 times greater than the .025 shown below for terfenadine, and about 300 times greater than astemizole."

"Although there are growing bodies of research dealing with diverse non-imidazole based compounds, they are not free from obstacles in their development pipeline and hence the design of these compounds is complicated by various factors briefly discussed below."

"We show below the remaining three methodologies: normalizing inventory to Lasertec’s historical, “normal” inventory as a percent of sales and assets; and by adjusting it to market value by applying the 50-75% discount quietly being shopped to key customers."