Callouts & quotes from 176+ activist slides

"DuPont transferred >$6bn of shareholder wealth to private equity owners by not running Coatings efficiently and selling the business for cash rather than doing a tax-free spin"

"DuPont transferred >$5bn of shareholder wealth to private equity owners by not running Coatings efficiently and selling the business for cash rather than doing a tax-free spin"

"DuPont transferred >$5bn of shareholder wealth to private equity owners by not running Coatings efficiently and selling the business for cash rather than doing a tax-free spin"

"DuPont transferred ~$7bn of shareholder wealth to private equity owners by not running Coatings efficiently and selling the business for cash rather than doing a tax-free spin"

"Like most aggressive tech companies with poor business models that Spruce Point evaluates, we find that Dropbox tries to spin a rosy "Non-GAAP" Free Cash Flow presentation."

"The struggles in Spine correspond with the segment reporting change, whereby Spine is put into a larger bucket, potentially masking its declining performance (next slide)."

"The post-spin tax carryforwards along with cash tax planning opportunities will allow ADT to sustain a single-digit cash tax rate consistent with pre-spin cash tax rates"

"One can easily search online for insurance authorization forms, which already include PDN as a typical indication and reimbursement category for spinal cord stimulation."

"Patients posts on Facebook groups corroborate KOL’s concerns of flooding the spine with high frequency, indicating alarming and widespread problems with Nevro’s device."

"A Red Lobster Separation is irreversible and value could be permanently impaired – a shareholder discussion must occur before any sale or spin-off of Red Lobster."

"In addition to substantial value creation from our operational improvement plan, we believe a real estate separation and a spinoff of SRG would both create value"

"A real estate separation and an SRG spinoff would create substantial shareholder value while enabling Darden to maintain its investment grade rating and dividend"

"In addition to substantial value creation from our operational improvement plan, we believe a real estate separation and a spinoff of SRG would both create value"

"A real estate separation and an SRG spinoff would create substantial shareholder value while enabling Darden to maintain its investment grade rating and dividend"

"Why is the Board in such a rush to spin off Red Lobster before evaluating candidates with significant operational, turnaround, and public company CEO experience?"

"Spruce Point believes that ROAD is overvalued and that its closest peer is a recent spinoff from MDU Resources (NYSE: MDU) named Knife River Corp. (NYSE: KNF)."

"Stryker talked a big game in its deal to acquire K2M Group to bolster its spine business. The CEO said it expected mid-single digit performance going forward."

"The Percentage of Disney Films That Are Sequels, Prequels, Spin-Offs or Remakes Has Dramatically Increased – Suggesting a Creative Engine That is Sputtering"

"Despite the CEO claiming in late 2018 and in 2021 that the story would change dramatically for Stryker’s spine business, the numbers tell a different story."

"It is highly unlikely a well-run Midstream SpinCo requires ~3x the G&A as peer operators (1.7% management guided G&A / TEV vs. 0.6% peer average G&A / TEV)."

"The Percentage of Disney Films That Are Sequels, Prequels, Spin-Offs or Remakes Has Dramatically Increased – Suggesting a Creative Engine That is Sputtering"

"Recent consumer spin-offs have generated significant total returns relative to the S&P 500. Many of these companies were struggling prior to the separations"

"Despite substantial business progress and a high-quality board & management team, the company's share price has underperformed since its spin-off from GGP"

"The Spin-Out Proposal effectively functions as “Poison Pill,” providing outsized fee structures for Management while limiting shareholder rights"

"Reassess the safety of all implanted spinal cord stimulators for pain relief and determine whether any of them should be removed from the market"

"APD’s share price including dividends and the spinoff of Versum increased by 76% from our average cost at announcement date to January 20, 2017"

"APD’s share price including dividends and the spinoff of Versum increased by 76% from our average cost at announcement date to January 20, 2017"

"Spruce Point interviewed a former employee that highlighted Spine's challenges and how reporting can be used to minimize a struggling business."

"APD’s share price including dividends and the spinoff of Versum increased by 76% from our average cost at announcement date to January 20, 2017"

"Spruce Point has a track record identifying education technology companies spinning exaggerated growth stories to justify their overvaluation."

"Proposed terms of the spin-off and the merger ratio do not ascribe fair value to Mobis's module manufacturing and after-sales parts businesses"

"APD’s share price including dividends and the spinoff of Versum increased by 67% from our average cost at announcement date to April 18, 2017"

"APD’s share price including dividends and the spinoff of Versum increased by 67% from our average cost at announcement date to April 18, 2017"

"We urge DG's Board of Directors to formally propose this spin-off plan at the Company's next annual general meeting of shareholders ("AGM")."

"HHC owns a collection of other assets that it inherited as part of its spin-off from GGP, which can be valued using comparable transactions"

"Analysts acknowledge that change is needed to unlock value from midstream and view a spin (or sale) as the most viable pathway to do this."

"Analysts acknowledge that change is needed to unlock value from midstream and view a spin (or sale) as the most viable pathway to do this."

"Absent significant improvements, it would mark one of the largest declines in performance of any comparable spin over the last decade."

"Assuming the spin-off of the remaining >80% interest in TIP REIT occurs in 2010, the Revised Transaction offers many pros and few cons"

"If New Darden’s multiple does not expand following a spin-off, we believe more than $800 million in shareholder value could be lost."

"If New Darden's multiple does not expand following a spin-off, we believe more than $800 million in shareholder value could be lost."

"It is assumed that the bank and credit markets will be receptive to financing the capital structures of New TWX and the SpinCos."

"Spin-offs are a good idea at the right time and with the right portfolio mix. Must be aligned with maximizing real estate value."

"The A300 is nothing more than a cover story to mislead investors and spin a damage-control and recall effort as a “new” product."

"Shareholders should demand transparency on the numerous acquisitions and spin-offs where company insiders are counterparties."

"Deconsolidate SCT into an investment company ("SCT InvCo") and operating company (SCT OpCo) via a horizontal spin-off merger"

"One approach to restructuring is a horizontal spin-off merger which would result in a flat and simple corporate structure."

"Notably, the board assigned its advisors the narrow task of only evaluating Pershing Square’s TIP REIT spin-off structure"

"It's clever marketing spin and a "fantastic story" but the reality is less impressive than these announcements imply."

"The BEF spin-off, it goes without saying, exhibits none of the characteristics that the IRS finds so objectionable."

"Consider a spin-off of Semiconductors division into a standalone public stock ("Sony Technologies") listed in Japan"

"The vast majority of Phillips 66 Midstream EBITDA could be fully sold or separated as part of a tax-free spin."

"The vast majority of Phillips 66 Midstream EBITDA could be fully sold or separated as part of a tax-free spin."

"The proposed share repurchases are integral to support the premium valuations of New TWX and certain SpinCos."

"We Believe Cintas Overpaid For G&K, Is Struggling To Integrate It, And Spinning A Weak “Beat And Raise” Story"

"Tax-free IPO and spin of Target Inflation Protected REIT (or “TIP REIT”) as Groundlessor and Facility Manager"

"As of January 20, 2017, HHC’s share price increased 190% (2.90x) since the spinoff from GGP in November 2010"

"As of January 20, 2017, HHC’s share price increased 190% (2.90x) since the spinoff from GGP in November 2010"

"Pershing has assumed the following structural and tax assumptions with respect to an IPO spin-off of McOpCo."

"As of January 20, 2017, HHC’s share price increased 190% (2.90x) since the spinoff from GGP in November 2010"