"Starboard believes Mr. Bornak's extensive experience as a CFO of both private and publicly traded companies, as well as his strong operational experience will enable him to provide invaluable oversight to the Board."
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"Spruce Point believes Avery’s shares do not deserve to trade near all-time highs as its business comes under multiple pressures and management has explicitly said it will face headwinds when global markets recover."
"Spruce Point believes the Tangible Equity Units (TEUs) should be bifurcated between their debt and equity components. The instruments can be separated by the holders, and settled at any time at the holder's option."
"Spruce Point believes that Zebra needs a refresh at the Board level. We are concerned that 50% of the Board has been entrenched for over a decade with Directors Maniere and Smith having served for over two decades."
"We believe Norfolk Southern's contention is quite simplistic considering there are multiple types of car categories including Company-owned, shipper owned, car hire from other Class I rails and TTX, and car leases."
"Spruce Point has targeted companies that - like HIMS - use celebrity endorsement to try to stimulate brand awareness and sales. Ultimately, we do not believe this strategy succeeds in the long-run for shareholders."
"In an environment where the FTC is clearly cracking down on businesses that use manipulative, customer-unfriendly design practices around subscriptions, we believe there is substantial risk to HIMS’ business model."
"Based on a forensic linguistic analysis of LDOS's CEO at the recent Morgan Stanley Conference in Sept 2020, we believe he tried avoid direct comments on SD&A acquisition until finally claiming it's performing well."
"Moe Tassoudji is Nuvei’s VP of North American eCommerce. We believe his biography on Nuvei’s website is terse. A prior website version provided member’s LinkedIn profiles, while Mr. Tassoudji does not provide one."
"We believe the basis for Generac's clean energy business promotion is to deflect attention from its core generator business, which the Company once admitted in an investor presentation are "Legacy Growth Drivers.""
"Starboard believes Mr. Stout’s deep knowledge of the intellectual property industry, his role in the success of NTP, and his extensive legal experience will enable him to provide invaluable oversight to the Board."
"Spruce Point believes that, not only could near-term uncertainty elicit earnings revisions which pressure the stock, but longer-term competitive challenges will prevent the Company from rebounding as bulls expect."
"We believe CEO Blackford just informed investors that the Company's widely assumed easiest source of growth, increasing share in the existing MCT market, holds at least 20% less potential than previously believed."
"While auditor rotations can be viewed positively, we believe three auditors in six years is excessive in light of the accounting anomalies we have identified related to sales, gross margins, inventories and capex."
"Based on our view of appropriate revenue growth and operating profit margins, we believe that P&G should be earning closer to $6/share by FY June 2016 – a level more indicative of the company’s true earnings power"
"Given the recently constructed Operating Asset portfolio, located in mature controlled MPCs, Pershing Square believes that capitalization and discount rates should be much lower than for typical real estate assets"
"Spruce Point warns that just in the past week, pest control industry insiders talked about market conditions and offered a range of opinions that we believe are extremely unfavorable for Rollins’ earnings outlook."
"We believe investors would be wrong to assume that PGNY is handily dominating the market. To the contrary, we believe the core elements of the PGNY solution are commoditized, and PGNY's differentiation is minimal."
"We believe CORZQ’s management is well aware that its yields will dimmish over time and then get cut in half in 2024, yet it provided the following misleading chart to investors shortly after announcing bankruptcy."
"We believe that Perrigo is deeply undervalued and significant opportunities exist to create value for the benefit of all shareholders based on actions that should be within the control of management and the Board."
"We believe that Remitly is dependent on keeping the perceived value of its equity high because it is among the most aggressive issuers of stock-based compensation at 12% of revenue and 78% of operating cash flow."
"Although there are ~400,000 shareholders of Arconic, more than 80% of the shares are held by less than 5% of holders. We believe the Company's excuse that it could not achieve a supermajority vote is not credible"
"We further believe that these apps operated in order to help inflate Bigo’s topline, boosting both its historical and recent contributions to YY, yielding both ongoing revenue inflation and past fair value gains."
"How sticky is Dropbox’s customer base if A) most customers believe that it would not be difficult to switch away from Dropbox, and B) nearly half of all Dropbox users already have exposure to competing platforms?"
"The second mechanism by which we believe Twist is misclassifying COGS as capital expenditure is its “DNA Data Storage” program, which the CFO indicated accounts for another $40MM of spend and is utterly vaporous."
"On the contrary, we believe that BHP continuing to own certain US petroleum assets, such as BHP’s US onshore division (“US Onshore”), is a distraction for management and investors which inhibits shareholder value"
"We believe that Mr. Ross brings extensive senior leadership roles at family-owned, private equity sponsored and publicly-owned companies in addition to significant operational experience in the industrials space."
"We believe the Board should ensure that a core part of Disney’s strategy is a focus on delighting its Parks guests – as Disney continues to charge a premium price, it must ensure it is providing a premium service"
"We believe that the lack of stability among Hill-Rom leadership reflects the lack of stability in the business: there are few anchors to Company strategy besides the self-bestowed mandate to pursue perpetual M&A."
"Spruce Point believes that the recent deceleration in Forescout's growth is largely a product of the Company's failure to keep pace with industry trends, which will continue to weigh on performance going forward."
"Based on a new addition to PBH's 2020 Proxy Statement, we believe PBH is warning investors that the business is not recession proof and is expecting to face challenges as a result of the macroeconomic environment"
"We believe the Board should ensure that a core part of Disney’s strategy is a focus on delighting its Parks guests – as Disney continues to charge a premium price, it must ensure it is providing a premium service"
"Against this backdrop, we believe the pursuit of growth through expensive acquisitions of non-core, money-losing businesses has been misguided and has resulted in the destruction of substantial shareholder value."
"We believe this is overwhelming evidence that IIPR is overpaying the properties to extend additional capital to the tenant, meanwhile tenant brings additional income to the company through inflated rental income."
"We have shown in this report that IIPR's assets are risky and overpriced, and we do not believe that the current spread between the company's cost of capital and the yield on the underlying assets is sustainable."
"Here’s more evidence we believe the CEO is not entirely focused on ABML. He attempted to hide a recent Director role at True Nature Holdings. Cole’s other undisclosed positions were also with troubled companies."
"We believe that the Company is best positioned if it moves quickly to simplify its portfolio, but not at the expense of rushing to sell businesses at subpar valuations or based on depressed profitability levels."
"Using the previously discussed methodology for identifying YY-controlled channel owners by tracing shared, YY-linked IMEIs, we believe it very likely that 500 additional channel owners are also controlled by YY."
"We do not believe that high multiple, premier performance athletic shoe companies are credible comparables for Skechers. Furthermore, we believe Skechers growth rate will compress and its multiple will contract."
"Even if P&G is unable to achieve its underlying earnings potential, we believe there is little downside in the stock as it trades at a discount to peers, despite having the largest cost opportunity in the sector"
"Oasis believes that Kao brands' overall lack of blogs, podcasts, testimonials, YouTube infomercials etc. does little to drive consumer interest in its brand, particularly overseas where they are less well known."
"Samsara lost the RFP primarily because it did not submit a solution tailored to the requisite OBDI engine interface, a deficiency that we believe could have been easily rectified with better effort and planning."
"Spruce Point’s proprietary rating of MSCI ESG rating is “F”. We believe there are many areas where MSCI can improve to raise its rating to become a better governed and respected company among its industry peers."
"In the intensely competitive supermarket space, we believe Weis Markets cannot compete on price, location or quality with faster growing and better value supermarkets in the densely populated Northeast corridor."
"Given the nature of the SEC's allegations which relate to misleading core / organic sales and premature revenue recognition, we believe REZI shareholders should be concerned by who it acquired the business from."
"Consistent with Heska's ongoing effort to create the appearance that the Company is pursuing product innovation, we believe Heska management blatantly overhyped the technical capabilities of scil after the deal."
"Spruce Point believes that Avery's trend of disappointing sales expectations continued through the recent quarter. Despite a modest beat in Q3, its implied Q4 outlook leaves significant room for disappointment."
"In total, our detailed presentation outlines how we believe Office Depot, as a stand-alone company, can improve its current operating margins from 0.9% to 7.3%, representing an improvement of over $650 million."
"Absent an alternate explanation (e.g. ADP is overstating bookings by including client fund income at a 4.5% allocation) we believe that PEO pass-through revenue must be included in the reported bookings number."
"The purchaser turns out to have been an obvious straw (proxy) buyer. We believe that Shanghai Fengxian was disposed at a significant discount to its value (assuming the announced consideration was really paid)."
"We believe the two variable sources of consideration (CYH stock and CVR payment) would be enhanced by the involvement and oversight of the Fresh Alternative Board and an engaged Alvarez & Marsal management team"
"Wall Street analysts have expressed enthusiasm for the quality of Starboard’s director nominees, and seem to believe they will be incredibly valuable in helping the Company improve accountability and execution."
"We believe Huntsman asked Ms. Lin to join the Board during settlement discussions with Starboard earlier this year because of her strong commercial experience in end markets that are highly relevant to Huntsman"
"Wall Street analysts have expressed enthusiasm for the quality of Starboard's director nominees, and seem to believe they will be incredibly valuable in helping the Company improve accountability and execution."
"We believe it is damning that iRhythm failed to submit MDR reports related to an issue that could cause patient deaths given that MDR reporting failures were already an FDA criticism in its 2023 Warning Letter."
"We believe that ANTA posts industry-leading operating margins not because it's so well operated; but, rather because ANTA uses numerous secretly controlled Tier 1 distributors to fraudulently boost its margins."
"Spruce Point believes that C3 might look optically cheap relative to high growth data and AI peers, but that C3's revenue estimates are too high, and lie on a shaky foundation with a related-party Baker Hughes."
"Wall Street analysts have expressed enthusiasm for the quality of Starboard's director nominees, and seem to believe they will be incredibly valuable in helping the Company improve accountability and execution."
"Wall Street analysts have expressed enthusiasm for the quality of Starboard's director nominees, and seem to believe they will be incredibly valuable in helping the Company improve accountability and execution."
"we believe that the evidence already known to the public may itself both suggest, and justify, that terminating or renegotiating the acquisition is in your best interest as a fiduciary for public pension funds."