"Excluding current board members elected as a result of the Company's settlement with Starboard, 75% of new independent directors / nominees since spin-off have had strong interconnections with existing board members!"
Callouts & quotes from 285+ activist slides
Every emphasised callout and every pulled quote, extracted slide-by-slide. Search by keyword, filter by slide type or by source.
"PMV’s preclinical laboratory results for their primary drug candidate appear to have been photoshopped, raising an initial red flag that PMV may have cherrypicked data to spin a positive story on lackluster results."
"“is becoming increasingly competitive” — A longtime C-level executive in the spinal cord stimulator space; “never seen anything like it”; “very exciting”; “the best tonic data ever”; “beats Nevro’s data.” — KOLs"
"While we commend Baillie Gifford (love those people) and early investors, right now we are looking at a share structure and an investor base that is more interested in spinning a casino wheel. — Citron Research"
"For illustrative purposes, we have assumed the sale of remaining 53% interest in the credit card business and the 19.9% IPO of TIP REIT occurring 1/1/09, to be followed by a full spin-off of TIP REIT on 1/1/10"
"There is clear evidence that REZI has fewer engineers and fewer patents and patent pending applications since the spin-off. We believe this is a troubling development for a Company named Resideo Technologies."
"Considering shareholders' concerns regarding the proposed transaction, including whether a thorough review process was undertaken, we immediately call on the Board to put the spin-off to a shareholder vote."
"Stryker's executives should have been aware of a significant rise in FDA complaints about K2M spine devices while issuing rosy outlooks for the business. Why didn't they disclose any operational challenges?"
"The launch of Saluda Medical’s “closed loop” spinal cord stimulator – supported by the best pain relief data ever published in the space - is an impending disruptive threat to Nevro within 6 to 12 months."
"Immediately start exploring all strategic alternatives for Parkland, including evaluating the sale or spinoff of non-core assets with the goal of becoming a more focused fuel and convenience retailer."
"Norfolk Southern responded to the assessment in the same manner it has responded to all safety issues: with insufficient action and spin to portray the Company as “an industry leader in rail safety.”"
"Trian is concerned that DuPont is spinning off Chemours to stockholders with a poor corporate governance structure – this “entrenchment” tactic could be a barrier to unlocking shareholder value"
"Trian is concerned that DuPont is spinning off Chemours to stockholders with a poor corporate governance structure – this “entrenchment” tactic could be a barrier to unlocking shareholder value"
"Trian is concerned that DuPont is spinning off Chemours to stockholders with a poor corporate governance structure – this “entrenchment” tactic could be a barrier to unlocking shareholder value"
"Trian is concerned that DuPont is spinning off Chemours to stockholders with a poor corporate governance structure – this “entrenchment” tactic could be a barrier to unlocking shareholder value"
"Trian is concerned that DuPont is spinning off Chemours to stockholders with a poor corporate governance structure – this “entrenchment” tactic could be a barrier to unlocking shareholder value"
"As CHD’s core brands suffer, and as it pivots to more aggressive deals where it fails to hit its own targets and spins excuses, we fail to explain why CHD’s multiples extend to all time highs."
"We are not convinced by the Company's explanations provided so far for spinning out Mobis's module manufacturing and after-sales parts businesses and combining them with a logistics company"
"Phillips 66 has materially overstated the costs associated with a spin or sale of its Midstream business to cloud the simple, clear math showing the potential value unlock of a separation."
"Phillips 66 has materially overstated the costs associated with a spin or sale of its Midstream business to cloud the simple, clear math showing the potential value unlock of a separation."
"Time Warner has underperformed its peer index by 51% under Parsons; splitting into four SpinCos (AOL, Content, Publishing, Cable) plus a $20bn buyback unlocks $30-45bn — a 35-54% premium."
"Arconic’s most recent investor presentation utilizes every “trick in the book” (and then some), in a desperate attempt to spin Dr. Kleinfeld’s abysmal track record of shareholder return"
"Spruce Point likes investing situations where the data suggests a favorable risk/reward. Numerous academic studies and recent performance suggests that spin-offs outperform the market."
"Spin-offs have historically outperformed the broader market by a large margin as the transaction allows for the individual segments of a parent company to be more efficiently valued."
"Since the spinoff from GGP in November 2010 and from our average cost basis prior to the position being made public, The Howard Hughes Corporation's share price has increased 296%"
"If Darden can realize just $65-90 million of our expected $271 million in cost reductions, we believe it can ensure that an SRG spinoff will not put its credit rating in jeopardy."
"If Darden can realize just $65-90 million of our expected $271 million in cost reductions, we believe it can ensure that an SRG spinoff will not put its credit rating in jeopardy."
"Since the spinoff from GGP in November 2010 and from our average cost basis prior to the position being made public, The Howard Hughes Corporation's share price has increased 296%"
"We often see spins lead to step-change improvements in performance, but Solventum’s performance has taken a considerable step backwards relative to how it performed as part of 3M"
"Recent favorable market trends (ACA) and corporate events (Dealer Services spinoff plus leverage) have driven satisfactory overall results for ADP, but these tailwinds are fading"
"Long-term contracts and strong asset base at FirstGroup US can support higher debt levels at lower cost, providing a cash distribution to FirstGroup immediately prior to spin-off"
"In our experience, full spin-offs to existing shareholders are the best way to close conglomerate discounts, while selling minority stakes to “spotlight” value has poor results."
"Management is spinning the planned $9-$12 million in capex as some massive opportunity to drive new NOI. Maybe it will, but this does not appear to have been the original plan."
"DuPont transferred >$6bn of shareholder wealth to private equity owners by not running Coatings efficiently and selling the business for cash rather than doing a tax-free spin"
"DuPont transferred >$6bn of shareholder wealth to private equity owners by not running Coatings efficiently and selling the business for cash rather than doing a tax-free spin"
"DuPont transferred >$6bn of shareholder wealth to private equity owners by not running Coatings efficiently and selling the business for cash rather than doing a tax-free spin"
"DuPont transferred >$6bn of shareholder wealth to private equity owners by not running Coatings efficiently and selling the business for cash rather than doing a tax-free spin"
"DuPont transferred >$5bn of shareholder wealth to private equity owners by not running Coatings efficiently and selling the business for cash rather than doing a tax-free spin"
"DuPont transferred >$5bn of shareholder wealth to private equity owners by not running Coatings efficiently and selling the business for cash rather than doing a tax-free spin"
"DuPont transferred ~$7bn of shareholder wealth to private equity owners by not running Coatings efficiently and selling the business for cash rather than doing a tax-free spin"
"Like most aggressive tech companies with poor business models that Spruce Point evaluates, we find that Dropbox tries to spin a rosy "Non-GAAP" Free Cash Flow presentation."
"According to a former executive we spoke with, these were legacy issues which were not likely to have been completely unknown by the management team from the 2018 spin-off."
"The struggles in Spine correspond with the segment reporting change, whereby Spine is put into a larger bucket, potentially masking its declining performance (next slide)."
"Electrical spinal-cord stimulation for painful diabetic peripheral neuropathy — Solomon Tesfaye, Jonathan Watt, Susan J Benbow, Kiang A Pang, John Miles, Ian A MacFarlane"
"The post-spin tax carryforwards along with cash tax planning opportunities will allow ADT to sustain a single-digit cash tax rate consistent with pre-spin cash tax rates"
"One can easily search online for insurance authorization forms, which already include PDN as a typical indication and reimbursement category for spinal cord stimulation."
"Patients posts on Facebook groups corroborate KOL’s concerns of flooding the spine with high frequency, indicating alarming and widespread problems with Nevro’s device."
"A Red Lobster Separation is irreversible and value could be permanently impaired – a shareholder discussion must occur before any sale or spin-off of Red Lobster."
"In addition to substantial value creation from our operational improvement plan, we believe a real estate separation and a spinoff of SRG would both create value"
"A real estate separation and an SRG spinoff would create substantial shareholder value while enabling Darden to maintain its investment grade rating and dividend"
"In addition to substantial value creation from our operational improvement plan, we believe a real estate separation and a spinoff of SRG would both create value"
"A real estate separation and an SRG spinoff would create substantial shareholder value while enabling Darden to maintain its investment grade rating and dividend"
"Why is the Board in such a rush to spin off Red Lobster before evaluating candidates with significant operational, turnaround, and public company CEO experience?"
"Spruce Point believes that ROAD is overvalued and that its closest peer is a recent spinoff from MDU Resources (NYSE: MDU) named Knife River Corp. (NYSE: KNF)."
"Stryker talked a big game in its deal to acquire K2M Group to bolster its spine business. The CEO said it expected mid-single digit performance going forward."
"The Percentage of Disney Films That Are Sequels, Prequels, Spin-Offs or Remakes Has Dramatically Increased – Suggesting a Creative Engine That is Sputtering"
"Despite the CEO claiming in late 2018 and in 2021 that the story would change dramatically for Stryker’s spine business, the numbers tell a different story."
"It is highly unlikely a well-run Midstream SpinCo requires ~3x the G&A as peer operators (1.7% management guided G&A / TEV vs. 0.6% peer average G&A / TEV)."
"The Percentage of Disney Films That Are Sequels, Prequels, Spin-Offs or Remakes Has Dramatically Increased – Suggesting a Creative Engine That is Sputtering"
"Recent consumer spin-offs have generated significant total returns relative to the S&P 500. Many of these companies were struggling prior to the separations"