Callouts & quotes from 902+ activist slides

"We look at all different options. We've looked at contributing into the pension plan. We've looked at joint ventures. We've looked at just selling it out right to developers. We've looked at can you sell it to a REIT. We're looking at anything and everything, but at the end of day it comes out of the economics and we want to maximize the value for our shareholders and to do that it's going to take a little bit of time. — CFO at Jefferies Conference (Aug 2018)"

"Using the Wayback Machine, we see that Chronogolf has gone through three iterations of its pricing plan. Initially, customers could get any of its plans for free. In exchange for using its tools, it would ask for a set of golf games which it would promote and sell online on its marketplace. Its most popular promoted “Eagle” plan was $299.99 per month. At the time of acquisition by LSPD, we see that its comparable plan was offered at $250 per month in 2019."

"Article 2: Defines “pyramid selling” as an “an act by which an organizer or operator seeks for unlawful interests, disturbs the economic order and affects the social stability by recruiting persons, calculating and paying remunerations to recruiters on the basis of the number of persons a recruiter has directly or indirectly recruited or the sales performance, or asking the recruiters to pay a certain fee for obtaining the qualification for participation.”"

"Direct Sales Regulations: A direct selling company may not "have the . . . commodities purchase serve[] as the condition[] for becoming a sales promoter." (Art. 14.) — Chinese Direct Sales Regulations. Pyramid Sales Regulations: An organization may constitute a pyramid scheme if it requires participants to "purchas[e] commodities for obtaining the qualification for participating in pyramid selling . . ." (Art. 7(2).) — Chinese Pyramid Sales Regulations."

"IDEXX has dominant 55-60% market share in diagnostic equipment, the best selling disposable fecal test (SNAP), and operates one of the leading reference labs in the world. IDEXX also has more fecal-related patents than Heska has total patents. We imagine they understand the market's demand for such testing and the technology required to do it better than Heska. We believe their entry into the point of care market would be a material negative for Heska."

"The majority of plaintiffs, represented by attorney Jake Kaney of Ormond Beach, Fla., allege that 'WTF is or was a company involved in actively stealing from veterinarians to further company profit. WTF, owned and run by Stefaniak, lures veterinarians into ordering flea and tick products, and other products, from Merial, Novartis and Beyer, among others, to resell to WTF for a percentage payment above invoice, but then does not pay.' — VIN News Service"

"If an organization sells goods or services to the public and the participants in the organization obtain monetary benefits from (1) recruiting new members and (2) selling the organization’s goods and services to consumers, the organization is deemed a pyramid scheme if the participants obtain their monetary benefits primarily from recruitment rather than the sale of goods and services to consumers. — Dr. Peter J. Vander Nat, Senior Economist at the FTC"

"If an organization sells goods or services to the public and the participants in the organization obtain monetary benefits from (1) recruiting new members and (2) selling the organization's goods and services to consumers, the organization is deemed a pyramid scheme if the participants obtain their monetary benefits primarily from recruitment rather than the sale of goods and services to consumers. — Dr. Peter J. Vander Nat, Senior Economist at the FTC"

""One thing where I find that the Berkeley Lights story is a little bit of stretch is truly the time savings. We never used it as being able to do cell line development in five days, which I think they do use as one of the selling points. It's five days for that particular step of cell line development. The fastest I've ever been able to go from start to finish with the Beacon and without the Beacon is just under three months' time." — Gilead scientist"

"If an organization sells goods or services to the public and the participants in the organization obtain monetary benefits from (1) recruiting new members and (2) selling the organization’s goods and services to consumers, the organization is deemed a pyramid scheme if the participants obtain their monetary benefits primarily from recruitment rather than the sale of goods and services to consumers — Dr. Peter J. Vander Nat, Senior Economist at the FTC"

"I think there’s a lot of window-dressing with Grossman and that’s why you’re not seeing this big uptake in revenue. If Omnia is so good and you’ve got a hundred more reps out on the field and you’re doing all this great selling and all these customers are happy, why is it not going up? They’ve eroded their price. Nobody’s going to buy Omnia, unless you’re getting paid a couple thousand bucks to be put in a study to use it. — Senior Nevro ex-executive"

"We have both China-based and overseas sales teams in North America, and we expanded our business in North America through entering into sales representative contracts with 7 sales representative teams who will sell and promote our products in North America. In addition, the Company has established a factory in Vietnam in April 2024 and plans to open a sales office in the United States in early 2025 to further expand the market. — ZJK IPO prospectus"

""2021 has been the most successful selling season in our history, producing a record number of new clients and members" — David Schlanger, 3Q21 Transcript; "[in 2022, we] secured a record 105 new client commitments during the selling season representing an additional 1.2 million covered lives." — Peter Anevski, 3Q22 Transcript; "This year is, if you will [is] back to normal from an average client size perspective." — Peter Anevski, 3Q21 Transcript"

"We are upgrading shares of Plug to Buy (from Neutral) as the company passes an inflection point. We expect valuation to be driven by visibility for Plug continuing on impressive revenue growth trajectory, outlook for record revenue and EBITDA in 4Q19, and material EBITDA profitability in 2020. The outlook for 2020 where we forecast material EBITDA production of $35.5m suggests Plug is clearly passing an inflection point. — Sell-side analyst report"

"Pest control companies are getting 1-2 letters or communications a week from private equity buyers. It's getting people excited. There are some that are excited, and some that aren't. There are at least 7-8 private equity guys that are really good and know what they are doing. Private equity is changing the landscape. They are buying companies, and way overpaying for them, and will sell them to another PE firm or a strategic. — Industry Expert"

"Spruce Point believes Mako’s robotic surgical platform is one of the few growth drivers in Stryker's overall lackluster product portfolio and could be over $1 billion of annual revenues. However, we believe that sell-side analysts and investors are not attuned to the fact that Stryker recently cut prices on Mako’s product suite by -17% to -30% in response to companies like Zimmer, which have been giving their system away at no upfront cost."

"The transaction is based on a cash consideration of USD 1.81 billion, which includes a tax benefit with a net present value of USD 200 million. The $200 million tax benefit comes from an election made by the seller as part of the transaction, resulting in amortizable goodwill for tax purposes, allowing us to reduce annually the amount of tax that WSP will have to pay in the future. — CFO Michaud, John Wood E&I Acquisition Call, June 1, 2022"

""We expect sales to be down by about 15," said one distributor that sells about $45m in electronic components annually. "This year the consumer products market is very poor. Huawei's orders are down, and that directly affects my customers and indirectly drags down our sales. ZTE's orders are also down. . . A lot of our customers sell to the U.S. The 2018 backlog is pretty intense, so this year's sales will drop." — China Market Distributor"

"“Yup. I’m right there with you. For me, I never understood Twist and Ginkgo. I never understood the two of them, who were in market pole position, if you will, had the hype and were the darlings of the synthetic biology community. I never understood either of their business models. I understood what they were selling. I didn’t understand how they were going to make money.” — Ex-senior executive of Gen9 and longtime expert in Twist’s space"

"I don't think there's any way that anyone can ensure retail sales, except to look at the evidence of how many people do we have who came back to Herbalife with a garage full of product and said, you know, "I've been duped into this, and here's my product. I can't sell this product. I'm not able to sell this product"? The evidence is to the contrary. The evidence is considerably to the contrary. — Charles Patterson, Herbalife Attorney"

""So again, I know that some are very anxious that we hold those shares. Others, very anxious that we sell those shares or swap those shares and so forth. We've got a very close handle on that, and it is our objective to be able to monetize those shares this year and. And to bring in another, at least, $1 billion into the company and into the cash flow of the company." — Peter Huntsman, Chairman, President & CEO, May 2018"

""So again, I know that some are very anxious that we hold those shares. Others, very anxious that we sell those shares or swap those shares and so forth. We've got a very close handle on that, and it is our objective to be able to monetize those shares this year and. And to bring in another, at least, $1 billion into the company and into the cash flow of the company." — Peter Huntsman, Chairman, President & CEO, May 2018"

"Yes. Evoqua was a customer. They're an OEM, they take and put things together and sell the package. So for example, they would buy Gould's pumps and put it into a package and deploy modular treatment packages. Yes, there was competitive overlap though fairly small in UV line to disinfect water like cryptosporidium. I think there will be revenue synergies, but they'll be harder than people think. — Former Xylem Executive"

"In a referral world, you should be doing a few things. You should be generating fewer leads because you're not convincing someone to fill out lots of forms. You're also not selling to multiple parties. And you're much clearer with the consumer. So we found a referral when we changed the call to action from contact agent to schedule a tour, leads volume went down, but conversion and efficiency went up. — Former Executive"

"It is important to note that, to our knowledge, this data is known to very few market participants: it is designed for and provided primarily to the health care industry. Our understanding is that it is known to few, if any, sell-side brokerage firms. We believe that the market is generally blind to this data, and that prices of Penumbra shares must adjust to reflect this powerful, credible, and compelling information."

"So again, I know that some are very anxious that we hold those shares. Others, very anxious that we sell those shares or swap those shares and so forth. We've got a very close handle on that, and it is our objective to be able to monetize those shares this year and. And to bring in another, at least, $1 billion into the company and into the cash flow of the company. — Peter Huntsman, Chairman, President & CEO, May 2018"

"Spruce Point finds it highly suspicious that AMR claimed all year in 2021 that it had 100% of its “All other” segment coal from NAPP priced. By late October that changed to 90%. By year end, it reported selling just 1.27m of the 1.50m tons. Yet, for the year, AMR reported realized pricing of $61.76 per ton vs. its last reported sales commitment of $58.33 per ton – a 6% premium for a business that appears under stress."

"Generac's recent investor presentation promotes 11 regional partnerships, two of which it promoted by issuing a corporate press release. Boston Solar issued a press release promoting a partnership. Based on our field research, we find only six (6) still sell Generac's products. Even worse, at two of the distributors marked in red below, we find serious concerns being raised about the business ethics of the partner."

"Armor Holdings Products LLC has agreed to pay the United States $30 million to resolve allegations that it violated the False Claims Act by knowingly manufacturing and selling defective Zylon bullet-proof vests — U.S. DOJ. Armor Holdings employed no scientists and relied on Honeywell for scientific expertise — UNITED STATES OF AMERICA v. HONEYWELL INTERNATIONAL (case number: 1:2008cv00961) (Document 209; page 10)."

"I think a lot of clinics are beginning to explore that idea because that's essentially what Kindbody has started to do. They can go out and sell themselves directly to employers instead of going through the benefits manager, negotiating a deal with them rather than having the middle man. I think it's definitely being tested right now. — Endocrinologist at Leading Fertility Clinic, Spruce Point Interview, 11/29/22"

""So we’ve got Alex [Fala] who is our FO. He’s been with me for just on a year now and he’s stepping into the role as acting CEO to free myself up to go out and find that global CE that we’re looking for; who knows how to grow a business from that $20 million of revenue to over $100 million of revenue, and in quick order." — Vaughan Rowsell, Exit Interview: Vaughan Rowsell steps down as CEO of Vend, Idealog, 2016"

"We can calculate Terminal Value in two ways. First, we can calculate Terminal Value using the Perpetuity Growth Method. This method assumes that the company keeps operating and generates cash flow forever into the future. Second, we can calculate Terminal Value using the Terminal Multiple Method. This method assumes we sell the company to an acquirer at the end of our forecast period. — The Core Technicals Guide"

"Direct Sales Regulations: A direct selling company may not “have the fee-paying or commodities purchase serve[ ] as the conditions for becoming a sales promoter.” (Art. 14.) — Direct Sales Regulations; Pyramid Sales Regulations: An organization may constitute a pyramid scheme if it requires recruits “to pay a certain fee for obtaining the qualification for participation.” (Art. 2.) — Pyramid Sales Regulations"

""It's not going to be easy for food and beverage companies to satisfy investors' appetite for growth... These companies need to buy sales growth by gobbling up smaller businesses that sell the healthy foods shoppers increasingly want." — Bloomberg, 2/18/16; "The highly competitive nature of food and beverage M&A over the past few years led to those soaring valuations in the first place." — Food Dive, 7/25/16"

"On December 3, 2024, Robert Aarnes, our President, ADI, adopted a Rule 10b5-1 trading agreement, pursuant to which he may sell up to 47,000 shares of the Company’s common stock. The trading agreements is intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act. The duration of the trading agreement is from March 4, 2025 to December 31, 2025. — Resideo Technologies, Inc. (Form 4)"

""The FTC settlement is an acknowledgment that our business model is sound and underscores our confidence in our ability to move forward successfully, otherwise we would not have agreed to these terms." — Michael O. Johnson, chairman & CEO, Herbalife. "The terms of the settlement in no way change our business model as a direct selling company but simply build upon current procedures." — Michael O. Johnson"

"Es wird hierdurch gemäß § 40 Abs. 2 Satz 2 GmbHG bescheinigt, dass die geänderten Eintragungen in der Liste der Gesellschafter den Veränderungen entsprechen, an denen ich in meiner Eigenschaft als Notar mitgewirkt habe (UR. Nr. MS 236/2015 vom 4. November 2015) und die übrigen Eintragungen mit dem Inhalt der zuletzt im Handelsregister aufgenommenen Liste übereinstimmen. — Dr. Matthias Santelmann, Notar"

"As FMV of assets value goes up, politicians want to sell their assets for top dollar, but then the rate payers are stuffed with a bill that is ultimately high. The fatal flaw in FMV is through time the public gets frustrated with transactions that result in higher bills, and there is an incentive for the decision-makers to sell them regardless. So there’s this tension at play. — Former WTRG Executive"

""The real competition based on everything I know of the Columbia Presbyterian data, and I know James Guarrera, who is the lead investigator for that, is LifePort... TransMedics did this hard sell, push down your throat approach to the surgical community... people who would say I’m using LifePort just because it’s not TransMedics." — Transplant surgeon, Director of a leading academic transplant center"

"CEO Cole has put none of his own money into this venture and was willing to sell stock at $0.10.(1) In addition, his employment agreement gives him a special bonus for raising capital without a broker and M&A deals.(2) Aren't these traditional responsibilities of a CEO? More importantly, there are no timeline stipulations upon which he should be held accountable for delivering results to investors."

"…as we look at emerging markets, we just have not gotten comfortable that the moats around the business are anywhere close to as good as the U.S. and the credit quality of the tenants who are willing to co-locate or to sell their assets in those markets, at least up until this point has not been, to us, has not had the right risk reward ratio there. — Jay Brown, CFO, SVP Crown Castle International"

"For AOL Time Warner, in the long run had they gotten AT&T Broadband, it would have been strategic brilliance. — Saul Hansell and Steve Lohr, The New York Times, December 21, 2001; For TWX, we believe this was a tough asset from which to part, given their already strong foothold in cable networks and Comedy Central's attractive demographic reach. — Jessica Reif Cohen, Merrill Lynch, April 22, 2003."

"“As an agent, Dianguan serves as the Jifen’s sales agent in selling Jifen’s advertising solutions to second tier advertising agents, the end advertisers are the customers of Jifen as they specifically select Qutoutiao to display its advertisement and the performance obligation of Jifen is to provide the underlying advertising display services. Dianguan collects advances from end” — Qutoutiao, Inc."

"Investments at August 31, 2018 of $180.3 million include the cash surrender value of insurance policies of $160.2 million, equity method investments of $14.9 million and cost method investments of $5.2 million. ... Cintas reached an agreement to sell a cost method investment to a third party. The anticipated gain on the sale will be recorded upon consummation of the sale. — Cintas SEC filings"

"All of our Point of Care laboratory and other non-imaging instruments and consumables are supplied by third parties, who typically own the product rights and supply the product to us under marketing and/or distribution agreements...A loss of, or disruption in, the supply of consumables we are selling to an installed base of instruments could substantially harm our business. — Heska 2020 10-K"

""Baker Hughes is a marriage that is not working. The people are not happy. They can't sell the C3 product. It's a nightmare for them to sell it. The culture of C3 is so different that they can't work together." — Former C3 employee; "Baker Hughes just invested and entered a JV with a company called Augury and they can do everything that C3 is currently doing for them." — Former C3 employee"

"“The nuance here is that Allied is required to mark to long term value, not mark to market.” — Sell side analyst from one of Allied’s underwriters. “We’re committed to transparency and full disclosure.” — Mr. Walton, May 16th conference call. “In today’s senior loan environment we are seeing sales as well as discounts that are clearly in the money.” — Mr. Walton, May 29th conference call."

"Compensation to China sales employees and service fees to China licensed business providers totaling $87.3 million $79.1 million and $70.3 million for the years ended December 31, 2010, 2009 and 2008, respectively, are included in selling, general and administrative expenses while distributor compensation for all other countries is included in royalty overrides. — Herbalife 2010 Form 10-K"

""But even without the growth of more MDI -- crude MDI, we're continuing to take the crude MDI that we're selling into the market...and moving that into our formulation and downstream system houses as aggressively as we can. And that will be the area of the business that we'll continue to see the growth in the margin expansion going forward." — Peter Huntsman, President & CEO, July 2017"

""[Dauman] took a short-term financial gain beginning in 2011 by selling kids TV hits including SpongeBob to Netflix. That now appears to have backfired by encouraging young viewers to abandon Nickelodeon and other ad-supported channels and go online where they can watch shows whenever they want, without ads." — www.deadline.com/2015/08/viacom-philippe-dauman-heir-apparent-1201493629"

"CFO Reagan: “You're thinking about the Health margins, we are now -- and we continue to believe that the Health margins, which were very strong in the quarter, continue to be sustainable.”; CEO Krone: “We were able to sell part of the business that really wasn't in our portfolio. Clearly, that would have been lower-margin for us.” — JPMorgan, Leidos Earnings First Look, Oct 29, 2019"

"The impending release of the Libre 2 is no secret to the Street. Nor are its new technological features. However, as we discuss, we believe that the evened playing field between the Libre 2 and G-Series will bring downward pricing pressure on the increasingly-commoditized CGM market – and that this could have disastrous consequences for Dexcom to an extent ignored by the sell side."

""This deal makes sense from a strategic standpoint for two reasons: 1) HelloSign seems like a positive complementary business product to sell; and, 2) The acquisition provides a potential opportunity to further expand enterprise sales and win more share of the customer wallet," Mark Mahaney, an analyst at RBC Capital Markets, wrote in a note to investors on Monday. — Mark Mahaney"

"During the year, our Mako installed base grew by 33% and exceeded another milestone with over 100 robots sold and installed in the fourth quarter. This growth continues to highlight the demand for our differentiated Mako robotic technology as well as our ongoing success selling and installing robots in major teaching institutions, ASCs and competitive accounts. — 2020 Conf Call"

"CEO Gerald Hassell: "It's part of our goals that if we get a 4%, 5% revenue growth in a range, we should be able to produce positive operating leverage" — CEO Gerald Hassell. CFO Todd Gibbons: "Our core fee business has been growing at about the 3% to 5% range...on the lower end of that, to generate positive operating leverage...is going to be challenging" — CFO Todd Gibbons."

"Article 24: Prescribes penalties, including confiscation of ill-gotten gains and fines up to 2 million RMB, for “an individual” who “commits any act as prescribed in Article 7 of this Regulation” and (a) “organizes and plans any pyramid selling,” (b) “introduces, induces or coerces any other person to participate in pyramid selling,” or (c) “participates in pyramid selling.”"

"“if I were Waleed’s people, I’d be selling stock like mad” – “I think they know damn well” that they’re in trouble. Another surgeon: “they’re sort of riding a wave right now...the stock is way over-priced and that thing is going to fall because once these devices come in and NRP catches on, people will see....” — Prominent surgeon, director of a leading transplant center"

"“whether it was manipulative or not...all people, to a degree, are trying to sell something...”; “I did feel like they were overemphasizing the horror stories...in my experience, my current patients don't have that...”; “they told a lot of horror stories...the amount of mailings and things I've got... I don't remember the last time I got this much...” — Endocrinologists"

"Amcor's CEO touted "flow forward" instead of "flow back" from a cross border deal. Flow back occurs when investors sell an acquiror's shares in a cross border deal, usually from technical considerations. Our analysis calls into question his statement, and shows that actual fundamental owners of Bemis have been selling, while index/ETF owners have only moderately added."

"Spruce Point believes that IoT is an old technology that has suffered from adoption headwinds and poor profitability. Recall that even C3.ai was C3.IoT before its business model pivot. We find a common theme among technology stock promoters: they typically rely heavily on targeting retail investors to sell their story of large profits and riches from buying the stock."