Callouts & quotes from 37,061+ activist slides

"“2019. I think 2020 also...the A150, the pricing is so expensive, around $50 million, and the purchasing price in TSMC is around $50 million...yes, six tools. And they demand it for EPL. It's not for production; it's for EPL.” — Longtime ex-TSMC procurement executive who introduced Lasertec inspection tools into TSMC"

"Pramac has a troubled history. It was listed on the Italian stock exchange (PRA IM) in 2007 and its fortunes swiftly declined. The Company once issued lofty goals of achieving €322m and €48m of revenue and EBITDA by 2014. However, trading in shares were suspended indefinitely in 2012 and Pramac filed for bankruptcy."

"The graver economic issue for public companies is (and always has been) below the gross profit line, where significant non-mining related corporate costs and the constant need to invest in hardware raises the all-in cost to mine bitcoin to a level where nearly all publicly traded miners are effectively unprofitable."

"BP justifies its investment in Renewables & Power with unclear and unquantified benefits of integration: i.e., the argument that BP will have strong internal demand for renewable power in the medium term and that at least part of the renewable power generated by BP could be used internally, makes little sense to us."

"Spruce Point has a negative view of public companies acting like venture capitalists. Our general opinion is that there is a signal effect involved that a public company is mature, lacking innovation, or finding acquisitions difficult if it needs to incubate new business ventures with speculative chances to succeed."

"To your point, here's Zebra takes back 2/3 of distributions inventory, as part of their contract. Now they're holding a big bag, and now they are carrying all that inventory cost. If things were to slow down even more, then they can't ship it. Then they're going to take a hit because they had to give it away, right."

"From the perspective of a recent VP in C3's financial industry vertical, the sales cycle was at least 18 months in late 2020. C3's prospectus notes sales cycles of generally six to nine months, while the CEO recently references a 17 month figure, but is claiming it's down to 4.5 months and is decreasing every month."

"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."

"The estimate of net realizable value of inventory is impacted by assumptions regarding general semiconductor market conditions, manufacturing schedules, technology changes, new product introductions and possible alternative uses, and require management to use significant judgment that may include uncertain elements."

"Spruce Point believes that MSCI's "average" ESG rating is woefully inaccurate and fails to acknowledge that Rollins settled charges with the SEC, has a large vehicle fleet with no plans to adopt EVs, uses pesticides that harm insects vital to the ecosystem, and has been cited in the past for cruelty towards animals."

"Spruce Point conducted a Freedom of Information Act (FOIA) request with the Texas DOT to confirm contract awards to Asphalt Inc, LLC (dba Lone Star Paving) and each of its named subsidiaries. We were provided just one purchase order since 2022 related to equipment rentals where LSP is listed as the prime contractor."

"We find it troubling that so many material changes occurred to Heska’s finance organization, financial reporting, and auditor over the short span of four months in 2020. And these events occurred only seven months into the tenure of CFO Grassman, which followed a 1.5 year period during which Heska didn’t have a CFO."

"Heska’s market cap grew 218% from the close of the scil transaction through the end of 2020. However, despite scil adding a relatively large chunk of negative-growth, ~30% gross margin revenue and Heska consensus 2021E EBITDA estimates not changing, the implied value of scil and CVM grew 282% over just eight months."

"Kao’s external directors are under-skilled with the relevant expertise to oversee a turnaround and overseas growth rollout in the Company’s core consumer products division. However, three of them suddenly developed new skills in the past twelve months to fill out the board skills matrix – including Global expertise."

"Since 2004, McDonald’s stock price has increased from approximately $23 to $61 because of its initiatives to (1) improve systemwide same-store sales, (2) improve profitability at its Company-operated stores, (3) enhance the financial transparency of its Brand business and (4) increase share repurchases and dividends"

"The key distinction is that 50-cent delta [of Renewal Subscriber Value [per watt] is the reliance on renewals to create the full value. That 50-cent delta [per watt] ... in the back of my head, I just took like a machete to that. No. The additional 50 cents of value creation is pretty suspect. — Former RUN executive"

""In October, we acquired Antuit for approximately $145 million to further advance our Enterprise Asset Intelligence vision. This high-margin Software as a Service business generated sales of approximately $27 million in 2020, nearly doubling over a 3-year period." — CEO Gustafsson, Q3'21 Conf. Call, November 2, 2021"

""Not very healthy. Tense and transactional... Again, not a lot of collaboration, not a lot of intimacy there, period." — Former Monster Employee; "Monster supply chain is a function of evolution, not a function of intelligent design... So risk assessment... there was none when I got there." — Former Monster Employee"

"There would be scope to reduce or eliminate any residual circular or cross-shareholdings that remain after the merger between Samsung Holdco and Samsung C&T, as part of, for example, a demerger of Samsung Holdco into a Samsung General Holding Company (Samsung GHC) and Samsung Financial Holding Company (Samsung FHC)."

"error rate is a shocking “50% higher” than a standard lab instrument; our staff don’t want to use it — AMGEN employee #1. “very hard” to develop a new process on it; still have to hack it get it to work — AMGEN employee #1. “probably not” worth buying — AMGEN employee #2. “pretty limited number” — AMGEN employee #2."

"it's just not stable...it doesn't work...it just dies — TSMC source. Taiwan is very smart. They always wait for Intel and these guys to go first...they usually do not want to take the risk of being the first...that happened for EUV...were really slow...still used the traditional tools like KLA — Ex-head of TSMC R&D."

"No [advantage], actually, if I have to tell you, I will say that Dlocal is more expensive than the competitors, small amounts, but sometimes it's more expensive. — Source E; I think Dlocal has a stronger, sales team, but they, they don't really look into profitability. You're only looking into TPV growth. — Source A"

"…launching without a liver REMS would certainly be a potential area of differentiation [from sparsentan], and we do think we have a strong scientific rationale to support that for atrasentan… So we'll begin that dialogue. It's likely ultimately to be a review issue. — Chinook Company Conference Presentation, May 10."

"In the current year, the company formalized the sale of the vessel called "607" with deed of sale dated 06/25/2021 no. 5164 repertoire at the notary Orsero with studio in Loano. The purchaser is the company "BT2 Vessel Limited which purchased the vessel for the amount of 6,226,277 euros." — Eurocraft's 2021 accounts"

"Many of the consumer-friendly offerings that helped Carvana rapidly gain share are no longer unique. For example, all of the “Three reasons to sell to Carvana” provided in e-mails to potential customers: firm no-haggle offer, fast payment, and multiple delivery options are now offered by multiple online competitors."

"I think the GLP-1s, if I was going to bet, will probably be more effective than this drug from what I’ve seen about this drug so far, and the limited data I’ve got on the GLP-1s and the GLP-1s are likely to be cheaper — Trial investigator; endocrinologist; one of the most published authorities on PWS and hyperphagia"

"IN THE PAST DECADE, THE SINGLE MOST COMMON CAUSE OF THE WITHDRAWAL or restriction of the use of drugs that have already been marketed has been the prolongation of the QT interval associated with polymorphic ventricular tachycardia, or torsade de pointes (Fig. 1), which can be fatal. — New England Journal of Medicine"

"That wouldn't shock me because of mix. ... That would indicate a problem somewhere in the business. If your take rate was stable and transaction size fell or vice versa, that would indicate something's getting worse in the business. ... I don't know why they would've stopped disclosing it. — Former Remitly Executive"

"There is clear evidence that HSB penetration is falling behind Generac's internal expectations. Notice carefully, Generac recently revised a key slide that lowered the penetration rate from 5.75% to 5.50%. Also, Generac is claiming that the highest penetrated markets in the U.S. are 15-20%+, down from “nearing 20%”"

"Mercury is now spinning excuses for gross margin contraction as related to acquisitions...while not quantifying any added costs related to the loss of its small business designation, DFARS compliance requirements, or potential recalls and/or new product costs related to replacing Supermicro as a technology partner."

"Our analysis of the budgets for the 2023-24 school year of 50 of the largest school districts in the U.S. by enrollment show that as COVID-19 funds begin to dry up, districts are choosing to prioritize core instructional expenses such as teacher headcount, salaries, and benefits over other areas such as technology."

"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."

"Entering a negative feedback loop: We believe that O Realty is highly dependent on keeping its stock premium inflated to lower its cost of capital to pursue growth. However, we will illustrate that its growth is declining, which will leads to a lower stock price, higher cost of capital and lower investment spreads."

"Detailing the fraud at Ullico and Steed’s role is beyond the scope of this report, but all one has to do is google terms like “Ullico” – the name Steed left off his bio – along with “Steed,” “fraud,” “organized crime,” “insider trading,” and “government hearings” to open a Pandora’s Box of now-forgotten corruption."

"The Audit Committee of the Board of Directors concluded that the Company has a material weakness in its internal control over financial reporting as of September 30, 2019 and December 31, 2019 related to a design deficiency in the Company's review controls over unusual or non-recurring and significant transactions."

"HIMS has highlighted its crossover into positive adjusted EBITDA. However, even taking the adjusted metric at face value, we find that net income from its VIE entities (affiliated medical groups and pharmacies) rather than core operations accounted for over 100% of Q4 2022 and nearly 50% of Q1 2023 adjusted EBITDA."

"Taking into account a number of considerations such as the premier franchise, distribution network, strong library of Filmed Entertainment, relative projected financial performance and analysis of selected comparables, the implied enterprise value of Filmed Entertainment was viewed to be 11.0x - 12.0x 2006PF OIBDA."

"The dramatic “pop” and “drop” reflected in Herbalife’s individual markets are highly characteristic of pyramid schemes, which achieve accelerated growth until a market reaches saturation. After which, there is a dramatic decline in volumes as participants recognize being a distributor is a money-losing proposition."

"Intuit’s two major acquisitions of Credit Karma and Mailchimp generated a massive $5.9 billion of intangibles related to the value ascribed to user relationships and customer lists. Remarkably, the Company has assumed 15- and 13-year useful lives, respectively, for those intangibles for the purpose of amortization."

"Lumen has not disclosed the exact prepayment amount for the $5bn in contracts (neither for 2024 nor in aggregate) but based on the company's change in FCF outlook guidance and the management comments regarding the upfront nature of cash paid in advance of construction, we estimate ~$1.3bn will be received in 2H24E."

"We find that PGNY has been pushing the envelope on its corporate practices since its repositioning as a fertility benefit manager. An investigation by the NYPost in 2016 identified numerous questionable practices, ranging from the unethical to the possibly illegal, as the Company sought to build its clinic network."

"A vote for Trian’s nominees is a vote for a minority slate of four directors with extensive operating, strategic, and financial experience and a history of generating long-term shareholder value – individuals committed to working collaboratively with the continuing directors to achieve the great potential of DuPont"

"LSPD has cobbled together a motley collection of assets at increasingly expensive valuations. LSPD does not disclose target EBITDA margins, and generally hasn't disclosed historical growth rates. We believe a majority of the assets lose money and had already peaked in their growth cycle prior to LSPD's acquisition."

"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"

"if a private entity or its personnel knowingly provided premises or logistical support for the alleged transit, concealment, or processing of children in circumstances inconsistent with applicable international adoption safeguards, that conduct could fall within domestic offences implementing the Optional Protocol."

"Beginning in August 2021, the Company grants RSUs to employees and directors with service-based vesting conditions. The service-based vesting condition for these awards is typically satisfied over four years with a cliff vesting period of one year and continued vesting quarterly thereafter. — Remitly RSU Disclosure"

"“That has surprised me. I would’ve bought more stock if I knew that. Yeah, because back in the day when I was doing that, you couldn’t get that kind of revenue (growth). Well, the only years we had it was where we jumped into the consumer market and it turned around and bit us in the ass.” — MPWR’s Former Executive"

"“Last night, Rui Tiantian was fighting with a beautiful anchor. During the fight, Rui Tiantian got up and left her seat. Tycoon Yangyang appeared and brushed a jumbo jet, launching her into the lead in a matter of seconds, helping Rui Tiantian's defeat her opponent by a wide margin.” — https://www.yy.com/yue/182938"

"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"

""What comfort can you give to private sector investors considering investing in the future of the housing finance system when they believe that the government arbitrarily changed the rules of the game mid-stream with the Third Amendment?" — Pat Toomey, Pennsylvania Senator, Senate Banking Committee member, 3/4/2014"

"Disney has an experienced, diverse, and highly qualified Board that is focused on the long-term performance of the Company, strategic growth initiatives including the ongoing transformation of its businesses, the succession planning process, and increasing shareholder value. — The Walt Disney Company, December 2023"

"Q3. Revenue growth guidance for 2017 of 9% was encouraging as the company announced its plans to sell a new product at Lowe’s this year and enter direct distribution in the UK. For a growth story that had stalled, the resumption of revenue growth is clearly an important sign. — Stifel Earnings Analysis - 8 Feb 2017"

"Rollins, one of the largest companies in the U.S. pest control industry and owner of the Orkin brand, should already have investors on red alert and replete with skepticism given that it recently settled charges with the SEC for “improper earnings management” and switched auditors. — Spruce Point Capital Management"

"Under one of these agreements, Media Ventures GmbH undertakes to supply Ströer Sales & Services GmbH with advertising copy free of charge for Ströer Sales & Services GmbH which Ströer Sales & Services GmbH uses in order to cover advertising spaces which have not been booked. — Ströer Prospectus, 2 July 2010, p. 139"

"“I’m very familiar with Vykat...I was monitoring all of the clinical trials and read all the publications...I feel like I know pretty much everything there is to know about Vykat.” — Pediatric endocrinologist, leads one of the largest PWS clinics in US with 30-40 patients; 11 endocrinologists, major academic center"

"As Philip Service Corp. continued to file financial statements, we see that 1996-1997 total operating cash burn was revised up from -$175m to -$224m. Over the same time period, Capex was revised from $92.4m to $82.9m. As a result total free cash burn from these two years was revised higher from $267.5m to $307.1m."

"Spruce Point finds evidence that Generac is aware that its core business is under pressure. Between September and November 2020 it briefly changed a key slide from "Growth Drivers" to "Legacy Growth Drivers." In subsequent versions of its investor presentation, it has deleted the Legacy Growth Drivers slide below."

"We believe that the FY25 revenue guidance increase earlier this month of $10 million is substantially explained by the expected contributions from the Ambry Genetics acquisition and the new Pathos/AstraZeneca deal, two factors that we estimate should have added nearly $46 million to projected revenue for the year."

"Decoupling the provision of the monitoring device from real-time cardiac event supervision and report preparation would dramatically alter the economics of iRhythm’s business, as it would likely result in reduced revenue and effectively relegate the Company to simply supplying a largely commoditized patch product."

"Revealing language buried in Twist’s SEC filings confirms our belief that Twist is misclassifying manufacturing expenses as R&D - the kind of language that lawyers add in an attempt to cover-your-ass, which nonetheless conflicts with the CEO and CFO’s strong, unambiguous statements using the phrase “gross margin.”"