Callouts & quotes from 587+ activist slides

"Spruce Point believes that acquisitions have brought between $10-25M in incremental inorganic sales per quarter to Verint through the last three years. Acquisitions could generate another $125M in inorganic sales through FY20 even if management conducts no further M&A during FY20."

"Spruce Point generally likes the BPO space tied to the digital company, but believes there are better horses to bet on with more attractive relative value and lower risk. Specifically, Spruce Point favors Concentrix and Majorel and is long both securities, while being short TASK."

"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."

"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."

"Spruce Point believes there is significant downside risk to Xylem’s share price as its premium multiple is reconsidered by institutional investors in the face of abandoning its 2025 targets and the Evoqua acquisition at both an extreme valuation and under troubled circumstances."

"Elliott has engaged Mr. Lawson as a consultant on its investment in Arconic and believes that Mr. Lawson should be a leading candidate to become the Company’s CEO, as he has the ideal set of skills needed to turn around Arconic’s woefully and continually underperforming business"

"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"

"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 believes there are better points in the home purchasing timeline to build stronger relationships with potential home buyers, and through professionals that have developed deeper relationships with customers (eg. Real estate brokers, mortgage brokers and lawyers)."

"Spruce believes Kalshi and other prediction market entrants (e.g., Polymarket) represent a much larger threat to DKNG than to Flutter (FLUT). DKNG is almost entirely U.S.-dependent, with ~61% of its total revenue coming from its U.S. sportsbook, compared to just 29% for FLUT."

"Starboard believes that Mr. Feld's experience as an active stockholder, board member, and expert in capital markets and corporate governance practices, as well as his knowledge of intellectual property licensing, will enable him to provide invaluable oversight to the Board."

"Spruce Point believes that the economics of hydrogen refueling stations are so poor, 12.5 years to repay investment amount without overhead (based on Foshan refueling station economics), that they will never be built barring significant sustained subsidies from government"

"Spruce Point believes there is significant downside to Lightspeed’s share price as the Company appears overvalued on both revenue and gross profit metrics, and should trade at a material discount to peers given the strong evidence we’ve presented of its inferior business."

"A rare example of Stryker miscommunicating, but it believes wasn't trying to talk down 2022 numbers or call out worsening macro conditions hitting numbers — J.P. Morgan, "Updating the Model For Recent Management Commentary; Remain Optimistic On NT Trends" – March 16, 2022"

"As we articulated earlier with numerous supporting points, Spruce Point believes Stryker's valuation multiple is rich and needs to compress. Given the stock is heavily levered, there's a wide range of downside price targets sensitive to which metric Stryker is valued on."

"Spruce Point Conducted Proprietary Analysis To Investigate Vets First Choice’s (“VFC”) Recent Performance And Believes There Is A Window Of Opportunity To Purchase Shares Of HSIC Today At A Steep Discount To Where Wall Street Analysts Will Eventually Value The Company"

"With Penumbra more penetrated than the sell side believes in the peripheral thrombectomy market – a market which is already more crowded and competitive than the neuro market – we believe the Company's runway for growth is far more limited than is generally perceived."

"Spruce Point believes that - while, to date, most offices have announced closures only through April or May - Align is put at particular risk by the ongoing pandemic, and that investors have not yet properly taken the associated near-to-medium term risks into account."

"Spruce Point believes Sunrun's inclusion of financing companies in its peer set is appropriate to represent the financing and leasing aspect of Sunrun's diversified solar business. We believe these peers are more relevant for Sunnova's pure financing/leasing business."

"Spruce Point believes it's a classic red flag and sign of financial strain when GAAP figures become increasingly divergent from the "Non-GAAP Adjusted" figures highlighted by management. We observe that Stryker's EBIT adjustments are now almost 70% of its GAAP figure."

"Believes Company Announcement to De-Stagger Board Two Days Before Annual Meeting and 10 Years after More than 85 percent of Common Shareholders Voted for this Measure is Too Little Too Late and Fails to Address Deeply Imbedded Issues with Taubman Governance Structure."

"Spruce Point believes BR's real serviceable addressable market may actually be lower than the $5 billion that Broadridge promotes because it includes financial institutions' in-house solutions which are likely to be sticky, entrenched and difficult for BR to replace."

"While BOOT is struggling, it splurged on a brand new 116,000 square feet corporate headquarters which is 37% bigger that its existing space. Spruce Point believes that BOOT should be doing more with less and not expanding SG&A while it posts poor financial results."

"In summary, the author believes IULs are complex instruments that contain features that are hard for the average consumer to understand; many of these features ultimately come with very high fees, which can threaten a policy's cash value during market downturns."

"Spruce Point believes investors should be outraged that management is receiving “off cycle” RSU grants to “retain” management. Is something going wrong at Stryker that the Board is helping to conceal from investors such that management needs inducements to stay?"

"Believes physicians will simply substitute generic suspension – “Yep, I agree 100%...that’s what I would do probably” – and listed similar precedents where an expensive branded drug was immediately substituted by an inexpensive generic in a different formulation"

"Spruce Point believes that the recent terrible financial results reported by Carvana continue to validate our concern about its uneconomic business model that isn’t scaling, is capital destructive, and favors insider enrichment over shareholder wealth creation."

"Trian believes the mindset and culture at State Street has prioritized growth (in AUCA, AUM and revenue) over profitability. The “land grab” mentality must transition to a focus on EPS growth, return on invested capital and maximizing total shareholder returns"

"Trian believes the successful execution of management's new strategic plan could result in Lazard earning slightly more than $3.50 per share in 2014, which could translate into an implied value per share of more than double the current trading price of $23.09"

"PBH reports “non-GAAP adjusted free cash flow.” Spruce Point believes this is particularly egregious and aggressive, as the Company adds back integration and transition costs, therefore ignoring the costs of M&A but wanting to show investors all the benefits."

"Greenlight believes both anecdotal evidence and methodological valuation flaws suggest that Allied’s portfolio investments have not been marked to current “fair value” according to Allied’s own standards or as required by the Investment Company Act of 1940."

"Spruce Point believes it is a major red flag when a company stops being able to provide Free Cash Flow (FCF) guidance. We observe this happened after the departure of CFO Young in mid 2020. In the year he left, BR missed FCF guidance by an astounding 15.3%."

"Spruce Point believes there is significant downside risk to MSCI’s share price as its premium multiple is reconsidered by institutional investors in the face of intensifying competition, moderating cash flow and dividend growth, and lower earnings quality."

"Spruce Point believes there is significant downside risk to PERI’s share price as the Company is signaling financial strain and will have difficulty in hitting lofty growth targets while cash flow is starting to contract and it accrues for severance costs."

"Spruce Point believes DY's margins are not likely sustainable and may have benefited from various actions that may be difficult to continue. As further evidence of our concern, management has walked back talk of what its long-term EBITDA margin should be."

"The sell side believes that Dexcom's target U.S. market is 25% penetrated, leaving significant room for continued CGM adoption. However, under Spruce Point's view of Dexcom's optimal market opportunity, Dexcom's current market is already ~50% penetrated."

"Spruce Point believes sell-side analysts and investors are not factoring in multiple issues that will likely cause Generac to severely miss its lofty financial expectations and/or should factor into Generac receiving a lower valuation relative to peers."

"Spruce Point believes omitting a clearly identifiable 10.71% minority interest in a principal subsidiary undermines the reliability of the Company’s financial reporting and risks overstating EBITDA, profits, and cash flow available to SGHC shareholders."

"WD-40 talks about its market dominance and great market position. Spruce Point believes it is a market that others chose to largely underinvest in because there either isn’t enough growth, or its not financially attractive enough to deepen the channel."

"Despite little discussion of competition in China from Ballard, Spruce Point believes that the “Sinohytec chain” is best positioned to capture the China fuel cell opportunity given relationships with influential research universities and manufacturers."

"Spruce Point believes LSPD is opaque and does not give investors enough information to evaluate its business model. For example, management admits it tracks CAC, LTV, monthly retention and churn. Yet, why doesn't it disclose these metrics to investors?"

"Spruce Point believes our assumptions are conservative given there is a good chance the state litigation ends up at SCOTUS, allowing Kalshi to operate at least through 2026. In our base case, we estimate DraftKings risks missing 2026 revenue by ~15.0%."

"Elliott believes such measures would create in excess of EUR 7 billion of value, representing more than 35% upside for Sampo shareholders, and would restore market confidence and reinforce management’s reputation for delivering value-creating outcomes"

"Spruce Point believes Healthcare Trust of America, Inc. (HTA or the Company) and its Audit Committee should open an investigation into its reporting of Same-Property Cash NOI, which exhibits virtually no volatility - a statistically unlikely outcome."

"Spruce Point believes Avery's business has been an abject failure over the past 20 years. It has spent $1.8bn on R&D, $2.8bn for acquisitions, and incurred $1.0bn of restructuring costs. All the while, annual Free Cash Flow hasn't consistently grown."

"The Arconic stock price increase caused by the shareholder call for managerial change occurred on the back of a material increase in trading volume, further highlighting that the market believes Arconic is worth more without Dr. Kleinfeld at the helm"

"Spruce Point believes that current market data services fail to account for significant cash liabilities tied to unpaid taxes, product recalls, and unfunded employee compensation plans. We believe debt is $3.4 billion more than data services report."

"Spruce Point believes that CLEAR has a history of aggressively promoted Free Cash Flow. For example, it even used to add back the value of share repurchases over fair value, which is a highly unusual adjustment that Spruce Point has not seen before."

"Spruce Point believes that there is a high probability that, come next week, these two hospitals will elect not to renew their current terms beyond Sep 2020, and will instead demand higher sharebacks from Premier or elect for another GPO entirely."

"Starboard believes Mr. Cwynar’s experience as the former chief executive officer of a semiconductor product and licensing company, as well as his technology and engineering background, will enable him to provide invaluable oversight to the Board."

"...however, Elliott believes that BMC's significant underperformance is due to a deficit on the Board of relevant and timely experience in Enterprise Software, emerging business models ("SaaS" and "Cloud"), and critical skillsets (Large Cap, M&A)"

"There is almost universal agreement that WSP's share price is a Buy; what could go wrong? Spruce Point believes that none of the analysts have conducted a rigorous forensic analysis to question the quality of WSP's recent earnings and cash flow."

"Spruce Point believes that when customers cut fees, suppliers and partners are typically expected to make concessions. We observe that MSCI's fees linked to equity ETFs have been in perpetual decline with further risk to the downside over time."

"Spruce Point believes that Rollins is experiencing more intense competition but is not directly acknowledging it. Rather, we believe they are telegraphing the issue through more frequent discussion of advertising and customer acquisition costs."

"Spruce Point believes it is a huge red flag that Bunge failed to provide revenue projections for Viterra in its proxy statement which it likely had formulated if it were able to provide Adj. EBIT, EBITDA and Unlevered Free Cash Flow estimates."

"PLUG likely would not have been able to secure these deals without offering warrants to Walmart and Amazon. Yet management believes that it should get full credit for this as revenue, AND that the warrants should not count against gross profit"

"Spruce Point begrudges Rollins’ cavalier treatment that an $8 million civil fine related to accounting management charges should be added to EBITDA and believes it should increase investors’ skepticism about its financial reporting practices."

"Spruce Point believes that, as management attempts to support future growth by transforming Dropbox into a more premium product, it risks chasing away its core customer base, which values it primarily as a simple and low-cost storage option."

"Spruce Point believes the voting control paired with exceptionally long tenured directors has effectively turned the Company's Board into a "good old boys club"; four of Zillow's seven independent directors have been on the Board since 2005."

"Spruce Point believes there are intercompany sales and purchases between Xylem and Evoqua, as well as competition overlap, but that the merger proxy fails to adjust for these transactions when depicting the pro forma combined organization."