Callouts & quotes from 3,339+ activist slides

"Beware of hyper promotional technology companies throwing spaghetti on the wall to find a business model. We will explain why we believe Porch.com is the mirror image of The Active Network, a successful short from years past."

"Spruce Point believes BR is retroactively reducing segment margins, notably in its Global Technology and Operations segment by approximately 80 - 90 basis points, with a reclassification involving foreign exchange allocation."

"Spruce Point believes that any failure by management to disclose its full financial outlook to prospective buyers could, at the very least, provide sufficient grounds for Advent to ask Forescout to renegotiate the deal price."

"Without a proper focus on Kao’s strongest brands, it is hard to believe that Kao has the same ‘right to win’ in the global marketplace as peers and its poor portfolio management will continue to act as a drag on a turnaround."

"We believe releasing the GSEs from conservatorship could generate ~$300 billion for taxpayers, while maintaining the same availability and affordability of mortgage financing that exists today with the GSEs in conservatorship"

"Not only do we believe Zillow will fall well short of these targets, but the Company also quietly excluded some of these targets from their 2024 investor presentation, without ever having publicly commented on the retraction."

"We believe a large driver of Zillow's recent push for repurchases (the Company has spent nearly $1.4 billion over the last two years) is to offset dilution from the Company's overly-indulgent stock-based compensation program."

"IRBT would like you to believe they are in an "explosion" stage. However, with robotic vacuum cleaners now having been on the market for over a decade, our opinion is that its products are really in the commoditization stage."

"In reality, Mr. Fife is not a truly independent director, and as a senior advisor to BC Partners, we believe he will still be heavily inclined to protect BC Partners' interests above the interests of the common shareholders."

"We believe that Samsara's CAC is severely understated because it excludes the costs of customer contract buyouts. Far beyond "typical" discounts, contract buyout costs represent a true financial cost of customer acquisition."

"Value Proposition: Trian believes Mr. Myers' qualifications to serve on DuPont's Board include the knowledge and experience he has gained while serving in various management positions for over 35 years with General Electric."

"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."

"We believe Intuit’s core franchises do not deserve the current 11x multiple. But even if you assume that valuation AND ascribe the other segments the highest possible comparable multiple, we still see potential 21% downside."

"We believe S&P's methodology significantly understates the amount. Our proportional lease adjusted debt calculation as of FY 2014 is €15.6 billion. We estimate that the LTM lease adjusted debt has blown out to €17.7 billion."

"Value Proposition: Trian believes Mr. Myers' qualifications to serve on DuPont's Board include the knowledge and experience he has gained while serving in various management positions for over 35 years with General Electric."

"Muddy Waters is short Eurofins Scientific SE because the confusion and contradictions inherent in its financials and operations cause us to believe that it is optimized for malfeasance, rather than for conventional business."

"We believe that similar to our analysis of HASI's problematic EMI, SunStrong, in our initial report, HASI's interest in Vivint 3 comes primarily from a sizable loan rather than its insignificant equity investment of $10,000."

"We believe that the presence of Petit on INS's board of directors is indicative of potential lack of oversight/accountability for top-management, and that INS's board may not be working in the best interests of shareholders."

"Starboard believes Mr. Rice's extensive experience in business strategy, general management, global sales, marketing, product management and business development, will enable him to provide invaluable oversight to the Board."

"Greenlight believes that Allied may be using the tax definition rather than the GAAP definition of realized losses. Greenlight estimates that Allied has deferred over $65 million in charge-offs by not following this method."

"Tempus investors are led to believe that growth of data within its cloud environment is a positive indicator about the growth and expansion of its business. The charts below are a cornerstone of the Company's Annual Report."

"Spruce Point believes change is required at Maxar Technologies (Nasdaq/TSX: MAXR). Based on our research, we believe CEO Howard Lance should resign for inflating Maxar’s earnings through an aggressive M&A accounting scheme."

"We believe Alpha's cash flow statement does not give an accurate view of its core cash flow because it includes divested businesses, and fails to capture the critical cost of operating the Dominion Terminal export facility."

"We believe that Smiths has significant value that is currently unrealized due to its conglomerate structure, and that it is time for the Board to announce a strategic alternatives process to maximize value for shareholders."

"Spruce Point believes there is significant downside risk to WSP’s share price as its premium multiple is reconsidered by institutional investors in the face of our overwhelming evidence that it is masking growing pressures."

"We believe that dispositions can be managed to cosmetically enhance aggregate occupancy rates across the portfolio as well as selling properties that may result in re-leased recapture rates that would dilute O Realty’s SSRs"

"In fact, if anything, what we try to do is over-invest in this area because we do believe that complementing our royalty expense with very prudent incentives and promotion can actually drive incremental ROI on the spending."

"Spruce Point believes it is customary for large and global U.S. public financial reporting peers to disclose how much cash and equivalents are held outside of the U.S. in foreign subsidiaries or permanently invested abroad."

"I used to be a 100% Nevro believer in the beginning. They can say or claim whatever they want but it's not true in clinical practice. It’s absolutely not true that it can handle back and leg pain. Nevro is a one trick pony."

"L&B believes that a separation of the SIX real estate could drive 50% upside to the shares today and over 100% upside is possible in the next 18 months as operational performance improves and EBITDA sees significant growth"

"We believe that Tempus is extremely dependent on keeping the perceived value of its equity high because it is among the most aggressive issuers of stock-based compensation at 77% of revenue and 283% of operating cash flow."

"Spruce Point believes Evoqua concocted a highly unusual earnout structure whereby it assessed a high probability that Mar Cor would fail to hit its sales targets, thereby manufacturing almost $5 million of EBITDA benefits."

"Spruce Point believes that, with so many now obtaining FDA approvals, third-party labs are, as a whole, quickly achieving the scale and credibility necessary to pose a serious threat to established clear aligner producers."

"Spruce Point believes that, with so many now obtaining FDA approvals, third-party labs are, as a whole, quickly achieving the scale and credibility necessary to pose a serious threat to established clear aligner producers."

"DIOs ended 2021 at historic highs, 24% above pre-COVID averages. Also, accounts payable / inventory is near its historic low. We believe this signals a material inventory aging issue, as new purchases lag inventory growth."

"Prior to its IPO, Samsara charged for hardware and software separately. However, we believe it migrated to a bundled solution in order to increase the amount of subscription revenue and dress up its financials for the IPO."

"Are we to believe that AT&T – a business facing tremendous pressure – is cutting spending on IT services "just because"? Is this not begging the question? Even if true, could the CEO have said this in fewer than 600 words?"

"Not only is Oklo's cash level insufficient to fund its long-term capital requirements, as typical for a pre-revenue SPAC in a capital-intensive industry, we believe Oklo lacks sufficient cash to complete its first project."

"If PepsiCo is so willing to give up the potential for synergies in two of the biggest and fastest growing countries in the world, we are hard pressed to believe that operating synergies elsewhere in the world are material."

"We believe PBH’s disclosure of post-synergy multiples distorts the true purchase price of its acquisitions. By not disclosing its target’s EBITDA or pre-synergy multiple, PBH is able to justify overpaying for acquisitions."

"Facing a stagnant business, challenged competitive position, and arguably few (if any) strategic advantages, we believe Heska embarked on the well-worn path of low-quality acquisitions, promotion, and financial obfuscation"

"Given the decline in value relative to the amount paid for acquisitions, we believe that AMT should be forced to impair its intangible assets and/or goodwill by US$107 million, or by 20% of the original acquisition price."

"When Procept presents its TAM, it assumes that every man in the US who has been actively treated for BPH will choose to undergo the Aquablation resective procedure. We believe this is an absolutely unrealistic assumption."

"We believe the company’s share price performance from 2013 through 2015 was partially driven by investor anticipation around its eventual transformation into a holding company for Pershing Square's controlling investments"

"While capital lease adds have been increasing, capital lease repayments modelled by research analysts reports we’ve seen, have repayments falling. As a result, we believe Adjusted Free Cash Flow will disappoint investors."

"Spruce Point believes projections from “all other customers” ex: Baker Hughes embedded in sell-side estimates are simply too high given significant employee turnover across verticals and regions, and our backlog analysis."

"We believe shareholders welcome Starboard's involvement, are hopeful that we will bring greater accountability, and are both excited about the quality of Starboard's nominees and the potential for greater Board oversight."

"We believe that UEC is a “trust me” story from a promotional CEO with documented connections to bad actors, and a resource base that has never been proven to have economically viable uranium that can be produced at scale."

"We believe the targeted directors cannot be trusted to act in shareholders' best interest. We call on the Board to immediately engage with all potential buyers, including Clearlake, instead of prolonging the sale process."

"We continue to believe that eBay is deeply undervalued and that significant opportunities exist to create value for the benefit of all shareholders based on actions that are within the control of management and the Board."

"We don't believe that any of FIGS' oft-stated competitive advantages, such as strong brand, DTC model, low-cost Asian sourcing, and attractive financial model, or any of its product differentiators, are truly sustainable."

"We believe an extended learning curve could negatively impact potential adoption of Aquablation at lower-volume hospitals since it would be more difficult for surgeons to gain the requisite experience with the procedure."

"We believe Huntsman asked Ms. Lin to join the Board during settlement discussions with Starboard earlier this year because of her significant experience as a public company director serving in all public board functions."

"Spruce Point believes the current consensus estimates incorporate significant improvement in revenue since the deal was announced on Jan 23rd (either through fundamental improvements and/or aggressive revenue synergies)."

"GGO’s portfolio features some of the best real estate development assets in the country. We believe GGO will have the balance sheet and the intellectual and operating capital to take full advantage of these opportunities"

"Bristol-Myers highlights the lower current earnings multiple and near-term accretion from Celgene in the short term. However, we believe Celgene may significantly impair Bristol-Myers’ financial profile in the long term."

"Based on a forensic review of Amcor and Bemis' statements on capex, we believe it is materially underspending either to boost near-term cash flow, or in support of our view, that its business is in rapid organic decline."

"Based on conversations with investors, we think the market believes that TCO is spending $500M, or 100% of the total expected investment in Beverly Center, to merely preserve 2015 NOI when the project stabilizes in 2020."

"Spruce Point believes that, after a recent period of strong growth as surgeons have shifted away from tPA, Penumbra's U.S. peripheral thrombectomy sales growth will flatten as the existing market becomes more saturated."

"We have every reason to believe that each of these "researchers" is actually a short seller, and each stands to make money – at the expense of our stockholders – when they succeed in driving down the price of our stock."