Callouts & quotes from 790+ activist slides

"As we discussed in our investor presentation, we believe this poor capital allocation was the direct result of poor corporate governance at the Board level, including shareholder-unfriendly compensation practices that incentivized management to pursue growth at the expense of returns on capital and shareholder value."

"Given the totality of our forensic research that indicates Zebra's business is under rising pressures from Chinese competition, diminished returns on R&D and innovation, and poorly timed and levered acquisitions that aren't paying off as planned, we are puzzled as to why Zebra's valuation multiple has been expanding."

"DiRicco, who prepared SOC's 2012 corporate income tax returns, was convicted in 1989 for conspiring to defraud the United States, aiding and abetting in the preparation of false tax returns, and obstruction of justice; and, in 2000, for interference with administration of internal revenue laws — Legal filing excerpt."

"It is time for shareholders' voices to be heard, for accountability to be introduced in the Taubman Centers boardroom, and for a clear message to be sent to the Taubman family that shareholders will no longer tolerate abysmal corporate governance, misguided operations, lavish developments and inferior total returns."

"Spruce Point does not believe the Evoqua deal was an effective roll-up strategy worthy of the commanding valuation paid by Xylem. After deploying $490m for acquisitions, cash flow struggled ever since COVID-19, and its final acquisition of Mar Cor appears to have been a bust with the return of unpaid earnout money."

"Taubman's total shareholder return has lagged its Class A Mall Peers since the 2017 Annual Meeting by 22%, due primarily to three factors: (i) the same underlying resistance to truly embrace good corporate governance; (ii) the same operational deficiencies; and (iii) the same stubborn approach to capital allocation"

"Liu Yishuo explained that YY is a platform which requires money to play, he himself also returned just to 'scam money.' But he called out to those whose daily work involves brushing (sending fake) gifts, telling them if you are making less than 5,000 RMB a month, sending yourself gifts is not worth it. — Liu Yishou"

"Management has cited a high return on capital over the past 10 years as an indication of their competence. Over a more relevant five-year time horizon, Phillips 66 has underperformed both refining and midstream peers, with the underperformance especially stark after adjusting for midstream's lower cost of capital."

"In other words, management's action shows that when it's our money, it needs to be held conservatively and reserved for "strategic flexibility." But when it's their money, they don't need so much rainy day cash and they'd like to see the balance sheet working harder to generate the maximum return on their equity."

"A simple re-rating of ACMR to its direct comparables set - other Chinese WFE national champions that will continue to be directed revenue by Chinese semiconductor customers for many years to come as the country aggressively builds out its homegrown industry - implies multi-bagger returns for ACMR shareholders."

"So, is Ballroom doing well or not doing well? When I hear or learn that a claim is being filed in the German courts for the return of the purchase price you paid because Ballroom is not doing well, and yet you write under no. 11 of the response that Ballroom is doing well, then we are going to lose the claim."

"You then said you had an investigation conducted by Ernst & Young (EY). This is the same company that prepared the annual financial statements. What did you expect? That they would come forward and say, Oops, sorry, we've made a mistake, we're returning our auditor's licence to practice? This is laughable."

""Some of the costs of these promotions with celebrities are massive. And you know, any investor looking at would probably say, hey, we're not seeing the return here. And I think it's pretty justified to say that. I mean, the costs are pretty outrageous." — Spruce Point Interview With Former HIMS Executive"

"Spruce Point is concerned that long-time fundamental growth owners have either given up or rotated out of Kratos, and have not returned despite the renewed optimism for Unmanned Systems. Instead, we find the disturbing reality that Kratos’ share price has been driven by rules-based index and ETF buying"

"Former BLI scientist details how universities and research institutions had experiences as disastrous as commercial pharma/biotech customers: UCSF and NIH both returned the equipment after 6-9 months; couldn't get publishable data of the system; chose cheaper, faster boxes from 10X Genomics and others."

"The best analogy to explain this, as one EP explained to us, is that the most advanced contact mapping system can only return an HD-quality panorama photo composed of images that were separately photographed over a long enough period of time that the disjointedness is noticeable when closely observed."

"“I guess, so just the mine grades, we expect and it was part of the budget, we expect the mine grades to stay at around those levels for about another six weeks from now. And then we’ll return those to the Life of Mine plan, which is roughly 2 grams a ton.” — Peter Breese, AKG Q1 2017 conference call."

"AMR's CFO and management has a poor track record of capital allocation when it comes to dividends and share repurchases. Notably, during the last capital return policy in late 2017, not long before coal prices weakened and the stock price collapsed, insiders sold while the Company repurchased stock."

"“Our approach to investing in franchise acquisitions is strategic and opportunistic...We have a rigorous, diligent review process. Only when the return metrics are attractive and we see long-term value creation opportunities do we consider a purchase” — Sally Smith, Chief Executive Officer, 8/16/16"

"Note the insertion of “n=17” – in other words, the study had 22 patients, but Bioprojet excluded the five with plasma levels >150 ng/mL in the calculation, making it impossible to deduce how high it went – as absurd as a fund manager reporting average returns but excluding the five biggest losers."

"They did that for a reason, because the Joint Value I discussed. They were worried people would go, 'wait a minute, now your just placing the robots, in return for cases.' So you're wiping out the million dollar price tag and your getting cases off it. It's a way to fool the numbers a little bit."

""You will recall that length of stay is among the most important return on investment considerations for hospital administrators as it represents an opportunity to reduce non-reimbursed costs, while also freeing up beds more quickly for the next reimbursed patients." — Mehren (Q119 earnings call)"

"From the end of 2013 to the end of 2016, Arconic invested $5 billion dollars in growth capital expenditures, research and development and acquisitions in EPS. For the $5 billion invested, Arconic generated an incremental $73 million of NOPAT for a Return on Incremental Invested Capital of 1.5%"

"“...I asked to cancel my subscription. 3 months later, they sent more medication and charged my credit card. They did not send me any kind of notice prior to shipping more medication. I did not authorize them to charge my credit card for $137 and they do not accept returns.” — David N, 4/22/23"

"Today I’m going to describe a similar situation with certain energy companies. These companies have negative development economics, meaning that aside from a few choice locations, they don’t earn a positive return on capital, but have a nearly infinite supply of negative return opportunities."

"Pershing Square believes, based on our investigation, that in the past Herbalife's compliance department made essentially no effort to enforce or audit compliance with the 70% Rule or the Ten Customer Rule and has taken steps to make Herbalife's return policy unattractive to distributors."

"In short, we expect to return in cash about 59% of [the August 5, 2019] market capitalization to our shareholders while at the same time keeping an ownership in a predictable business that generates over 80% of today’s operating income. — NLOK CEO Vincent Pilette, Q1 FY2020 Earnings Call"

"“Our ability to adapt, evolve, and grow has generated a total return of 9,000% for our shareholders since our IPO in 1999. That is well in excess of the S&P 500 return of 490% and representative of a business model serving all our stakeholders” — CEO Larry Fink, 2024 Letter to investors"

""Our ability to adapt, evolve, and grow has generated a total return of 9,000% for our shareholders since our IPO in 1999. That is well in excess of the S&P 500 return of 490% and representative of a business model serving all our stakeholders" — CEO Larry Fink, 2024 Letter to investors"

"Phillips 66 has repeatedly highlighted the absolute dollar amount it has returned to shareholders via dividends and share repurchases, without mentioning that it trails its peers relative to its market cap on this metric. Management's omission of key information deceives shareholders."

"If Val-gan can grow organically at a high single-digit rate as Valeant management projects, and management can invest the company’s free cash flow in new acquisition targets at historical rates of return, then we believe management can achieve its goal of 15%-20% annual EPS growth"

"It will be acceptable to indicate eventual possible appreciation in the event of confidence returning to such a degree as to produce unduly rapid monetary expansion, but such an indication must carry complete conviction that the rate would only ever be adjusted in that direction."

"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"

""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"

"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."

"However, despite having arguably the best positioned portfolio in the consumer packaged goods industry, Nestlé shares have significantly underperformed most of their US and European consumer staples peers on a three year, five year, and ten year total shareholder return basis."

"Nelson Peltz, and Jay Rasulo – who ran Disney’s Parks business for nearly a decade – will work with the Board to execute on a clear vision for Parks targeting at least high-single digit operating income growth to ensure adequate returns on the $60 billion of capital investment"

"Nelson Peltz, and Jay Rasulo – who ran Disney’s Parks business for nearly a decade – will work with the Board to execute on a clear vision for Parks targeting at least high-single digit operating income growth to ensure adequate returns on the $60 billion of capital investment"

"Each has a similar structure: Ginkgo and its investors create and fund the entity, which then simply returns and round-trips back cash or “non-cash consideration” to Ginkgo under the guise of R&D “prepayments” or services, which it books as Foundry revenue or deferred revenue."

"We believe that this deal illustrates CTC's tremendous financial flexibility, and provides a capital cushion to evaluate additional growth verticals, support its investment-grade status, and potentially return additional capital to shareholders. — Brian Morrison, TD Securities"

"The result has been dramatically more favorable for TWX's bondholders than stockholders. Since the current management team was installed, the bondholders of TWX have, on an indexed basis, generated a 40% overall return, while the stock has simultaneously lost 8% of its value."

"According to Marcus & Millichap’s First Half 2014 Net-Leased Outlook, “Corporate-owned properties can change hands in the low-6 percent range, while franchisee-occupied restaurants will trade at first-year returns approximately 150 basis points higher.” — Marcus & Millichap"

"Through Our Capital Allocation and Financial Policy Review Process, We Have Established Key Principles to Determine Amounts and Process for Returning Excess Capital to Shareholders on an Ongoing Basis — Sotheby's Capital Allocation and Financial Policy Review, January 2014."

"It had large losses it refused to account for. It had invented its own proprietary grading system that helped it hide its losses. It fooled its auditors, who were asleep, and it fooled investors by aggressively returning large amounts of capital that it didn't really earn."

"Acquisitions in return for newly issued BHP shares finally being possible – regardless of management's bogus claims that BHP currently has "two acquisition currencies", when in fact no acquisitions using BHP shares as consideration have ever occurred during the DLC period."

"ROAD initially touted its “Attractive Financial Profile with High Return on Capital” by showing Free Cash Flow (FCF) Conversion and Return on Capital Employed (ROCE). By 2023, ROAD’s FCF Conversion definition markedly changed, and it ceased to provide a chart showing ROCE."

""HbA1c followed a similar pattern, being elevated at 26 Weeks (Change from Baseline mean±SD 0.19±0.50%) and returned nearly to baseline by 65 Weeks (Baseline mean±SD 5.547%±0.4069%; 65 weeks 5.572%±0.5103%)." — Phase 3 open-label study paper - Miller et al (2024), excerpt"

"Even under management's wellness center ramp-up assumptions – which we consider overly-ambitious – PetIQ's new wellness centers would fail to generate positive cash flow until FY22, and would not generate a positive return on total investment until the following year."

"“Since the CEO transition on November 1, 2015, our team has delivered total shareholder return (“TSR”) of 27%...the weighted average return of the companies where Mr. Peltz serves as a Board member has been only 8%” — Letter From David Taylor to Shareholders, 8/14/17"

"Improved the Company’s financial health by driving companywide efforts to improve profit margins, reduce debt, secure credit rating, and increase return on capital, positioning the Company to take advantage of future growth opportunities — DuPont 2014 proxy statement"

"Academic research customers like UCSF, NIH, and others had experiences as disastrous as commercial users: UCSF and NIH both returned the equipment after 6-9 months; couldn't get publishable data out; NIH chose a far cheaper and faster box from 10X Genomics instead."

"We look to management and BHP’s Board to work positively and constructively towards achieving unification, and as a result greatly enhanced future capital returns, as an important part of its self-professed commitment to BHP’s “value-driven simplification journey”"

"To maximize the value of Dye & Durham, the Board needs to incentivize management to optimize its return on invested capital, focus on organic growth and consider acquisitions in a measured and disciplined way – instead of trying to hit an arbitrary EBITDA target."

"Distributors seeking to return product to the Company who cannot demonstrate compliance with the rules will have their previous rewards payments netted against their product return. In many cases, this “clawback” is greater than the returned value of the products"

"Trian Consumer Investments where Nelson Peltz served on the Board have: 1) Grown earnings per share (“EPS”) +780 basis points (“bps”) faster than the S&P 500 annually; and 2) Achieved total shareholder returns (“TSR”) of +880bps greater than the S&P 500 annually"

"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"

"Based on recent presentation figures, Return on Advertising Spend (ROAS) has gone down and PERI is no longer disclosing Cost Per Incremental Store Visit. Notice carefully that PERI also removed client logos and the text, “Proven Attribution For Top Retailers.”"

"The HbA1c and fasting glucose figures explicitly cited in the paper to support this claim appear to be pulled from thin air, as we analyze on the next page – and that HbA1c and fasting glucose stay elevated, do not return to baseline, and spin out of control."

"Bloomberg recently highlighted how three Third Point activist investments (Yahoo!, CF Industries, Murphy Oil) delivered returns for public shareholders that beat the S&P 500 in an article entitled, "Activist Investors are Good for the Stock Price" — Bloomberg"

"While management has asserted that the favorable wage laws under which the acquired units operate offers a tailwind to their return calculation, the lower labor expenses cannot possibly be sufficient to offset the negative impacts of the factors listed above"