Callouts & quotes from 3,960+ activist slides

"“We’re supportive of the new draft MBO guidelines which increase minority shareholder protection. We believe these guidelines and other such measures focused on improving corporate governance will improve Japan’s capital markets as an investment destination,” Seth Fischer, Chief Investment Officer of Oasis Management in Hong Kong, told this news service. — Seth Fischer"

""It is massively important that EnVe's can be easily connected to eGates, something we have been passionate about for a long time. eGates drive automation, security and member experience. We are piloting eGates in select airports today and absolutely believe this technology should be a cornerstone of modernized airport infrastructure." — CLEAR CEO (Q4'24 earnings call)"

"I agree with you 100%, and I agree with your take on Neil Cowen’s PK paper. I do believe it was slightly manipulated... Off-label, certainly people could use it...you’re completely right. If this is really such a good drug, people can use diazoxide and suspension exactly the same way for pennies on the dollar. — Ex-Soleno employee #1, key role in clinical trial program"

"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."

"We believe it's time for Stryker's failing business strategy to end. The Company needs to take a hard stance that management's blunders are no longer acceptable and that it's time to reposition Stryker from a growth by terrible acquisition story, to one committed to internal investment, fixing cost bloat, improving manufacturing inefficiencies, and returning capital."

"We believe QuickBooks churns a high number of customers simply because micro-businesses have a high failure rate. Moreover, on the other end of the spectrum, companies that have matured and grown, arguably QuickBooks' best customers, churn as well because at some point they simply outgrow QuickBooks and need a more sophisticated or broader solution such as NetSuite."

"After adjusting for improper add-backs, contingent consideration write-downs, and capitalized commissions (on a tax-adjusted basis for Non-GAAP Net Income), Spruce Point believes that FY19 Adj. EBITDA should be at least ~25% lower than Company-reported Adj. EBITDA, and FY19 Non-GAAP Net Income should be at least ~65% lower than Company-reported Non-GAAP Net Income."

"Avery talks up its stock ownership policy that requires Directors and management to own minimum amounts of stock. However, what it doesn't say is that AVY insiders own just 1.1% of the total shares, and their overall ownership has declined materially in the past few years as we believe the business has become less competitive and under greater financial pressures."

"“... nearly 50% of our order volume is now being fulfilled out of our Ohio pharmacy and fulfillment center...I'm excited to share by year-end 2022, we believe nearly 100% of our services and treatments will be filled via our verticalized infrastructure, further unlocking efficiencies and capabilities consumers are looking for.” — CEO Dudum on Q2 2021 Earnings Call"

"ABML has already changed how it characterizes its relationship with BASF. Not surprisingly, the regulatory requirements of SEC filings have resulted in the most conservative characterization. We believe this is clear evidence that management is prone to exaggeration of its commercial status and prospects and that investors should find such changes very troubling."

"Considering that Zillow's Adj. EBITDA is virtually all stock-based compensation, Spruce Point believes free cash flow is a much better figure to value the Company. Zillow trades at a much higher multiple of free cash flow then nearly all its peers. At over 6x sales and ~37x+ FCF, we believe that Zillow is one of the most richly valued stocks among its peer group."

"“I expect our team to gain traction on expense reduction and drive step-change productivity improvements across the property… …I believe this franchise has more to deliver. I’m not satisfied with our operating ratio [2006 target was ~75% OR], and I’m raising the bar on Execution Excellence as a vehicle to drive accelerated improvements.” — Fred Green, Analyst Day"

"TASK made a lengthy enhancement to its definition of “Win Rate” that we believe added significantly more complexity. It then showed its Win Rate increase over a three year period. Management did not explain the impact of the revision on its subsequent improved Win Rate reporting though it claimed it “Simplified” its Win Rate to align with its NRR calculation."

"He indicated that some centers were happy to jam Medicare for a $90,000 consumable, even when the device was unnecessary, just to use the NOP organ recovery service – a practice our research is prevalent among smaller centers lacking staff and who we believe to be paying for the device as a kickback in exchange for organs steered their way by the NOP program."

"An important part of financing projects is finding a financing partner that believes in your long-term view... All the project developers are concerned with is finding someone who will buy the asset at the forecast price. And that forecasted price doesn’t necessarily have to be true fifteen years from now, same with any other asset. — Former Engie Executive B"

"We believe that BP also needs to have a "more honest debate" - particularly as "the facts change" - with the objective being to "put the long-term interests" of stakeholders ahead of "the short-term" interest of BP's leadership to please the "others who argue with an ideological zeal": BP's decision to cut its oil and gas production by around 15% by 2030 vs."

"Sell-side promoters are divided on Zebra, and there is even one analyst with an underweight opinion and market perform rating and a $290 per share price target. We believe that even that is overly optimistic because analysts fail to conduct a rigorous forensic review of Zebra's recent acquisitions and financial reporting which suggests more issues lie ahead."

"We believe that Vivion’s January 2019 purchase of three relatively rundown Potsdamer Straße properties from Aroundtown generated significant profits for Aroundtown. The purchase appears to have been at an undue premium, and could have been consistent with our view that Vivion deliberately inflates its asset values in order to increase its borrowing capacity."

"I believe that, as far as the numbers are concerned, discussion is possible. But you have an auditor, and you have others who are overseeing the audit. I also know that there are some in-house analysts who are also looking at the issue. A clear opinion has emerged, which we at the DSW share, that the numbers have not been manipulated, massaged or falsified."

"“...Verint’s revenue disclosures are lacking...it does not provide inorganic revenue, maintenance revenue, or cloud revenue, metrics we believe would help us better judge the quality of revenue, the contribution to growth of different revenue streams, and organic growth.” — Samad Samana, Jefferies research analyst, Jefferies Research Report January 10, 2019"

"“the majority of the operations...are believed to have been carried out by the pioneering surgeon Sir Magdi Yacoub.” — The Guardian (implied context) / “Sir Magdi recognises he was the man for a time when clinical governance was less tight and ethical positions still fluid. Would his pioneering be possible today? Definitely not, he says.” — BMA’s The Doctor"

"“Another thing that worries me is speed. It’s not a secret that many in the field do not think ion traps are going to work because the clock speed of an ion-trap quantum computer is just very slow... I don’t think it’s going to happen. So, I do not believe IonQ is doing enough to mitigate the foreseen challenges.” — Former senior scientific employee of IonQ"

"We believe that the rapid uptake of the Libre among T2 patients compared to their much more muted adoption of the G-Series demonstrates that the (current) technological advantages of the more expensive G-Series are superfluous for T2 diabetics, and that the rest of the T2 market is almost entirely open for the taking by the cheaper and easier-to-use Libre."

"Value Proposition: Trian believes Mr. Winkleblack's substantial executive experience, including almost 12 years of service as Executive Vice President and Chief Financial Officer of H.J. Heinz Company, provides him with knowledgeable perspectives on strategic planning, international operations, acquisitions and divestitures and cost and financial controls."

"Spruce Point believes that DY does not have a good handle on the trajectory of its Days Sales Outstanding (“DSO”), a measure of days to collect from customers. The CEO's recent comments indicate a false sense of optimism that DSO will improve when they have worsened. Following his last comment on DSO, both CEO Nielsen resigned and CAO Villaverde resigned."

"Considering the fact that IQ paid RMB 2.4 billion for this supposed “game development company,” we find this to be ridiculous at face value and believe it is indicative of utter incompetence by IQ’s management at best, or a completely fraudulent transaction designed to siphon cash out of the publicly-traded company and into management’s pockets, at worst."

""In our view, Saputo has not carved out an economic moat due to consolidation among dairy producers, which have amassed greater control over the price of raw milk. Further, we believe the lack of differentiation between its products and those of branded competitors and private label doesn't suggest the existence of a brand intangible asset." — Morningstar"

"We believe Nuvei is a mixture of acquisitions which on average have been acquired at approximately 5.6x revenues. We estimate up to 40% of revenues are acquired and do not deserve to increase the value of the entire company given numerous issues we've identified with specific acquisitions such as Base Commerce, Smart2Pay, SafeCharge and Vantage Payments."

"We believe that if Quectel were added to the Covered List that it would not only be a headwind to government (and perhaps all sector) sales, but it would also necessitate a widespread replacement of existing hardware, which would be accompanied by a requisite write-off of capitalized connected device costs, thus further compressing Samsara gross margins."

"[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"

"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. — Merrill Lynch, April 22, 2003. The Comedy Central deal symbolize[d] the different strategies – and prospects – of Viacom and AOL Time Warner. — Raymond Snoddy, The Times, April 23, 2003."

"“...we are pleased to share that $150 million announced cumulative savings will drive a $100 million improvement in operating profit for the fiscal year 2020 [relative to 2017]. With these savings, along with modest low single-digit revenue growth, we believe we can achieve an operating margin of 13% in fiscal year 2020.” — 5/25/17 FQ4 2017 earnings call"

"Spruce Point believes CLEAR can potentially solve its capacity issues by continuing to raise prices, which would weed out some members not wanting to pay. In the extreme, CLEAR becomes like a high-end concierge service for a small member base willing to pay a significant fee. The Company would likely be much smaller than it is today under this scenario."

"Spruce Point believes Broadridge should have ceased capitalization of additional costs with the UBS project last year given delays and cost overruns. As a result, had the latest capitalized conversion and start-up costs been expensed, Broadridge would have been in violation of its “Leverage Ratio” covenant, which limits it to 3.5x Total Debt to EBITDA."

"We believe owning Mercury at the current price is a terrible risk/reward proposition. The average analyst price target of ~$56/share implies just 9.5% upside, when not a single analyst is questioning the implications of replacing a key technology partner. We believe Mercury remains the most expensive stock in the A&D sector with 50%-60% downside risk."

"Cardiologists noted that PCPs are not qualified to interpret monitor results, an important point given the high rates of disagreement with final reports noted earlier. However, it is easy to see why iRhythm is pushing this treatment protocol, as many cardiologists believed it would result in over-testing, although with little to no impact on outcomes."

"We believe brand identify is a critical success factor in the food space. There’s already evidence prices are deflating, and the long run winner must be able to connect and market to the broadest audience possible. Califia Farms was founded in 2010 and has a nearly identically sized social media following to Oatly, which was founded over 27 years ago."

"With respect, one of the responsibilities of the Senior Independent Director at BP is to “be available to address shareholders’ concerns which have failed to be resolved by the chair, CEO or CFO or for which such contact is inappropriate”, which we believe perfectly describes the current state of the dialogue between Bluebell Capital Partners and BP."

"“...And for the overall business planning, we have our own team, in-house team for the e-commerce. In terms of the management of all the other aspects, we also continuously to consolidate. We believe in the e-commerce, in the future, it's going to be at least about 20%, 30% of the total revenue.” — Jie Zheng, ANTA Executive Director & Brand President"

"I am choosing to devote my time and energy to this effort because I believe Phillips 66 is not only a strong investment, but also a company where my support for Elliott's campaign can make a difference for employees and investors alike. I have been disappointed by what I see as a breakdown in effective corporate governance at Phillips 66. — Greg Goff"

"I am choosing to devote my time and energy to this effort because I believe Phillips 66 is not only a strong investment, but also a company where my support for Elliott’s campaign can make a difference for employees and investors alike. I have been disappointed by what I see as a breakdown in effective corporate governance at Phillips 66. — Greg Goff"

"Spruce Point believes it odd that GFL did not discuss an amended agreement with Waste Management on their Q2 earnings call. At the same time, GFL is introducing greater regulatory uncertainty by acquiring the WCA business. A new "forward-looking" risk factor statement highlighted by GFL may offer clues that its deals are on shaky regulatory grounds."

"Spruce Point believes part of what has driven Weis' share price is the belief that its operating cash flow grew 550% YoY in Q1'18. However, by pro forma adjusting results for its aggressive accounting change to accelerate accounts receivables as cash, and a one-time incentive payment (cash flow drag) from Q1'17, we estimate the growth rate was 74%."

"“I would say that is false. Again, I’m not a lawyer, but if somebody gave me that statement and you tell me it either has to be true or false, then I’ll say that’s really false...to me, when you say you unveil something, it implies you have it, but by the time the PR released, I do not believe we had it.” — Former senior scientific employee of IonQ"

"“If we want investors to believe in the Phillips 66 story and have confidence in the Company as a best-in-class operator – this confidence starts with the Board and Management setting and meeting clear performance objectives. Investors are fed up with the lack of accountability and oversight from the current Board and Management.” — Stacy Nieuwoudt"

"Based on our analysis of over 30 years of financial data and public information, we question the public benefit of WTRG’s business model, and believe it is a vehicle for insider enrichment that operates akin to a Peter-to-Peter-to-Paul scheme whereby money from new and current investors is used to pay existing investors a highly promoted dividend."

"We believe the Street has failed to critically assess the quality and performance of Mettler’s China business, and takes management’s Adj. EPS as given, without stress testing its accounting choices that are geared towards high capitalization of development costs, endless restructuring, and long periods of amortization in excess of industry norms."

"We believe the Street has failed to critically assess the quality and performance of Mettler’s China business, and takes management’s Adj. EPS as given, without stress testing its accounting choices that are geared towards high capitalization of development costs, endless restructuring, and long periods of amortization in excess of industry norms."

"Notwithstanding that Vivendi nominees Anna Jones and Camilla Antonini declared their independence in the candidacy papers, it is our opinion that such independence is doubtful, since they both resigned from their former position in the board — together with other directors — to accomplish what Elliott believes to be a pro-Vivendi oriented outcome."

"Hess is unmistakably materially undervalued, with oversight and discipline lacking. But at the end of the day, everyone wants to see Hess succeed. I believe my background and experiences have particular relevance to the difficulties at Hess and believe I can make a substantial contribution to unlocking the upside potential at Hess. — David McManus"

"We believe the Street is structurally misunderstanding the magnitude of the cybersecurity-related costs that Mercury will face going forward, as well as the delays in revenue contract award opportunities it will face in its high-growth “command, control, communications, computers, and intelligence” (C4I) segment – expected to be a $100m business."

"If we want investors to believe in the Phillips 66 story and have confidence in the Company as a best-in-class operator – this confidence starts with the Board and Management setting and meeting clear performance objectives. Investors are fed up with the lack of accountability and oversight from the current Board and Management. — Stacy Nieuwoudt"

"Well, if you look at where we’re trading today based on 2025 consensus earnings, we’re trading at something like an 8.8, 8.9 multiple, that’s more than one turn above our refining competitors. So, we believe there is some recognition of that midstream business in the shares today. — Mark Lashier, Chairman and Chief Executive Officer, Phillips 66"

"Spruce Point believes that Xylem's digital ambitions are failing, in part, due to its lack of commitment to growth capital spending. We observe that software spending growth is declining and not exceeding its amortization. We also observe that in the quarter before closing Evoqua, Xylem made its first software impairment in more than two years."

"Spruce Point has taken a balanced view when analyzing the animal health sector, having identified what we believe is both an over-hyped low-quality company as a short opportunity (PetIQ: PETQ) and a well-positioned beneficiary of a corporate restructuring transaction presenting a long opportunity (Henry Schein: HSIC spin-off of Covetrus: CVET)."

""EHang does not currently have an EASA Type Certificate" — European Union Aviation Safety Agency (EASA). "So that's just a vague statement. I believe they have limited access to very specific airspace. Um, such as the North Carolina corridor, it's the exact same thing, but there's no way that they're authorized to fly over people" — Mark Moore."

"Spruce Point believes PowerSchool’s current share price presents asymmetric downside risk due to growing regulatory risks, a domestic customer base that is struggling to fund necessities, a flawed international growth plan, and nascent personalized learning products that we believe are unlikely to become meaningful contributors to bottom line."

"“We believe that an effective and well-functioning board that has appropriate governance structures to facilitate oversight of a company's management and strategic initiatives is critical to the long-term financial success of a company and the protection of shareholders' economic interests” — BlackRock Proxy Voting Guidelines for US securities"

"Spruce Point believes AMR is an ESG nightmare. Environmentalists and the public should be outraged to think AMR believes shareholders deserve rewards at this point. Spruce Point finds hidden liabilities, debts due to mine reclamation costs, pensions costs and compensating workers for black lung disease amounting to approximately $740 million."

"Most light- and heavy-duty truck OEMs are increasingly integrating telematics, modems, and safety cameras and accompanying data services into their commercial vehicles. Rather than solely representing a new channel, we believe that OEMs in the best case will compress pricing and in the worst case will increasingly represent direct competition"