Callouts & quotes from 26,677+ activist slides

"We believe that, should the economic consequences of the pandemic grow increasingly severe – a distinct possibility as unemployment grows more severe by the week – the pandemic could pose even greater downside risk to Forescout's full-year sales."

"The center appears to be spending recklessly on anything “new” because it has to; appears to have done no diligence on BLI; and became nervous and asked us for details about other customers’ experience: “we just spend money; we don’t make money.”"

"Despite all of our findings that indicate Stryker's business is under increasing financial stress from underlying fundamental challenges and more expensive and levered acquisitions, Stryker's management took home a record in compensation in 2021."

"While Peloton has enjoyed a first mover advantage, the lack of differentiation of its bike has finally caught up to it as the competition is not only making virtually identical exercise bikes but ones that are both more affordable and functional."

"Insiders have been relentless sellers of MGNI, at an average price of $8.85 per share. If insiders truly believed in the upside potential of the merger, it is more likely they would have been buying stock cheap ahead of the recent price increase."

"Was this a result of an effort by the Company to cover up a mistake and request an upwards adjustment, or did the county government simply see a new multinational corporation move into the neighborhood and perceive an opportunity to boost its tax"

"On the earlier slide, ROAD referenced its #22 position on ENR’s “The Top 50 Domestic Heavy Contractors” list. Spruce Point discovered why ROAD stopped referencing its position in subsequent presentations: because it no longer appears on the list."

"...however, Elliott believes that BMC's significant underperformance is due to a deficit on the Board of relevant and timely experience in Enterprise Software, emerging business models ("SaaS" and "Cloud"), and critical skillsets (Large Cap, M&A)"

"We find that Bunge has not been completely transparent in terms of qualitative description about Viterra's contribution to the overall Company. There is one potential reason for this fact pattern: the results have been terrible and underwhelming."

"10. Aside from its “customers” being related parties and effectively fake, we believe that Ginkgo takes the scam into even more aggressive territory by booking revenue from them that is simply fictitious, overstated, and/or based on overcharging."

"Any reasonable estimate of Verint's M&A sales contribution would suggest that the Company is experiencing dramatic organic top-line contraction – yet management almost never addresses organic growth on calls, nor is it asked about it by analysts."

"What happened though is through this process, TSA changed the rules of engagement and prevented CLEAR from cross-marketing to that population. And I think that highly diminishes the value of the TSA pre-check element financially in the ecosystem."

"Stop lowering the bar with targets such as negative free cash flow and a return on invested capital well below the Company's estimated cost of capital - unconscionable targets that the Compensation Committee has approved the last two fiscal years"

"Vivion uses fair value gains to inflate the values of its UK hotels – these gains are based on aggressively low cap rates and by inflating rental income through having disclosed related parties pay rents that appear to be too high to be economic."

"Mr. Riedel's extensive knowledge of the technology industry and intellectual property licensing, as well as his significant leadership experience as a senior executive and a public company director, makes him well qualified to serve on the Board."

"Based on our view of the operations of Casino, Tesco and Carrefour, and how Casino treats gains from asset sales compared to its competitors, we believe Casino's accounting materially misrepresents profitability from its France retail operations."

"We do not like the fact that insiders have been selling into share buybacks while the Company levers itself up with short-term debt to support those repurchases. It appears that the execs are levering up the business in part to enrich themselves."

"Miller appears to have a pattern of association with questionable PWS therapies, as evidenced by her recent efforts on behalf of Tryptamine Therapeutics (ASX:TYP), an Australian microcap stock promotion focused on “precision psychedelic therapy.”"

"I have more than concern about [cardiac risk]. In fact, I’m writing an article on it...there’s an article that’s going to be coming out that I’ve written on this trial...I’ve been asked to write my opinion on this trial in the medical literature."

"Endocrinologist #2 expressed surprise that diazoxide was even approved with a Prader-Willi indication, particularly given its mechanism of action is to basically raise blood sugar and induce hyperglycemia in a population already prone to diabetes"

"I'm probably going to switch everybody over to the generic anyway...I was willing to give the branded option a try on that first one, see what it's like, and get a little experience with it...but long-term, definitely not...why would you do that?"

"Given the close structural similarity between the histamine receptor and the hERG channel, a histamine receptor antagonist like terfenadine or pitolisant has inherent off-target activity with hERG – that is, cardiotoxicity is a feature not a bug."

"The conduct appears to be an open secret inside the company, with ex-employees conveying skepticism at highly unusual prescription volumes and patterns in various territories, where reps were "finding" far more narcolepsy patients than plausible."

"ROAD infrequently provides guidance as to how much of its revenue growth it expects to be organic. However, in the recent instances that it has commented on organic growth goals, we find that the Company has been falling short of its projections."

"Dr. Vivek Reddy is one of the nation's premier cardiac electrophysiologists. He is a consultant for many companies in the PFA field, including PLSE and Kardium. His statement above about Kardium is a lot stronger than what he said regarding PLSE."

"Lasertec never explained what was different about the ACTIS tools sold in Q1 such that they had no margin – each tool is the same, and the obvious implication is that if those are worthless, then so is the $1.2B of inventory on its balance sheet."

"We strongly believe that additional change is necessary at the Company given its poor operating performance, long-term destruction of shareholder value, serious corporate governance concerns and failure to honor the spirit of our 2012 settlement."

"We believe that the Exit Multiple should reflect this significant change in the business as MLP-qualifying income in an MLP structure is extremely valuable to other MLPs and can serve to reduce TPCG's cash tax costs and lower its cost of capital."

"Informed by the online reviews from anonymous current and former employees on Glassdoor, we believe the Board’s lack of diversity has permeated throughout the Company, resulting in broader issues which exacerbate the Company’s cultural problems."

"Avery recently updated its accounting for credit losses in Q1 2020, an opportune time as COVID-19 ravaged businesses across the globe. It has also subtly changed the wording on its cash flow statement from "doubtful accounts" to "credit losses"."

"Based on our belief that Procept is likely to face growth challenges, we believe the Company should trade at 5x to 9x 2025E revenue, implying a price target range of $29 to $54 per share, or approximately 30% to 60% downside from current levels."

"Crown Castle has claimed that the fiber strategy will “enhance” its dividend capacity, but fiber has never generated positive cash flow, which raises the question: How can an investment that is compounding negative cash flow help fund dividends?"

"Our local field work in Lincang and Gengma, our calls to the Lincang and Gengma Forestry Bureaus, and open source research all confirm that this alleged sale of 2,265,000 m³ of Yunnan broadleaf exceed the full available quota for natural forest."

"With potential long-term dividend per share growth in excess of 10%, comparable dividend paying companies across a range of industries suggest CCI should trade below a 4.0% yield, implying at least 27% - 43% upside at a payout ratio of 80% - 90%"

"Spruce Point believe it’s an enormous red flag to see Monolithic purchase an even larger 75,000 sqft commercial real estate property for a 35% premium just nine months after a commercial investor purchased the property, and made no improvements."

"CTC's cash conversion cycle (defined as DSO + DIO – DPO) has jumped in the first three quarters of 2019 on both a Y-o-Y and an absolute basis. This is further evidence of weakness in CTC's retail business and another sign of strain on cash flow."

"CTC's cash conversion cycle (defined as DSO + DIO – DPO) has jumped in the first three quarters of 2019 on both a Y-o-Y and an absolute basis. This is further evidence of weakness in CTC's retail business and another sign of strain on cash flow."

"I’m skeptical that these efforts will ever result in a practical quantum computer...Could we ever learn to control the more than 10^300 continuously variable parameters defining the quantum state of such a system? My answer is simple. No, never."

"The structure raises questions about whether Tempus is round-tripping value through its cash flow statement, as the Company invests $95 million into the joint venture and then receives nearly the same amount back in the form of license payments."

"BOOT executive officers and directors have limited capital at risk by owning just 2.2% of the Company. Even more concerning, BOOT has not disclosed that it adopted a Clawback or Recoupment policy to cover acts of fraud or financial misstatement."

"The statement is directly contradicted by the September 30, 2024 UCC. The $312 million was not sold. SOFI itself refinanced the exposure into a new JPMorgan senior facility, subordinating its own position from secured lender to mezzanine lender."

"The longstanding resistance to the separation seemingly represents another symptom of the broken company culture experienced under Dr. Kleinfeld, who has historically utilized his place at the top of large iconic organizations to promote himself"

"In addition to the inexplicable IP jumping we outlined above involving Malaysia and Chile, we also found that several purported overseas PUs displayed local host server IPs or YY internal network user IP addresses, making them YY-controlled FUs."

"Consistent with our view that these products are commoditized and employ minimal "hard" technology, the new MCT product will have a smaller form factor, improve maximum wear period from 14 to 21 days, and still have the transmission limit issue."

"Oatly has known about its wastewater issues in NJ since May 2019. Its environmental consultant suggested a permanent system could be installed almost as quickly as a temporary one. As of 2021, Oatly still has not completed a wastewater facility."

"We find Sunnova reports metrics that are not aligned with those its peers report. Spruce Point has concerns about the quality and relevance of these metrics including Adjusted EBITDA, Adjusted Operating Expenses and Adjusted Operating Cash Flow."

"There is almost universal agreement that WSP's share price is a Buy; what could go wrong? Spruce Point believes that none of the analysts have conducted a rigorous forensic analysis to question the quality of WSP's recent earnings and cash flow."

"We note that the date of the debt acquisitions disclosed here (March 21, 2021) differs from the date provided in the holdcos' own filings (December 29, 2020), likely because the debt and equity purchases were a two-part, coordinated transaction."

"Our research shows that YoY growth in fully-loaded marketing expense per order generated has exceeded the comparable period's growth in AOV eight of the past nine quarters, often by a dramatic margin, suggesting deteriorating customer economics."

"We believe that DOX has engineered superficial top and bottom-line growth alongside unusually stable margins through opaque M&A, aggressive percentage-of-completion accounting, software cost capitalization, and repeated one-off net tax benefits."

"In contrast to management's claims that plant-based foods will be a success with healthy margins for Saputo, based on our interview of a former Saputo executive familiar with its cheese business, the plant-based sales team is struggling to sell."

"Given our previous concerns about Monster’s capital expenditures and PP&E reporting we were surprised to see that the Company’s recent 10-K did not explicitly call out a $29 million industrial facility purchase in Pacoima, California in Q4 2024."

"The analysis assumes that each of the SeparateCos (with the exception of AOL) will likely trade, on a fully distributed basis, at a premium multiple due to its above average growth prospects, competitive position and strong operating management."

"Networks, based on the separate valuation of Turner Networks and HBO, are valued at approximately $38.9 - $42.1 billion (inclusive of the unconsolidated assets, Networks is valued at $40.2 - $43.5 billion), based on the results of this analysis."

"TASK claimed it booked $15 million of revenue in 2014. Another version claims that at a revenue run-rate of $35m million in June 2015, that it doubled revenue (implying $17.5m). One former executive told us revenue in 2014 was just $8.0 million."

"Agents are encouraged to purchase their own insurance policies, as well as books and other materials from their upline. Not only are agents coached to become clients themselves, but they are also coached to sign up their new recruits as clients."

"Thirteen deaths during the pitolisant development program, in the pre-approval period, of which 12 occurred in the foreign clinical trials. The deaths were briefly summarized in a table in the CDER review but otherwise dismissed – a grave error."

"Since Matt Farrell has assumed the helm at Church & Dwight, the Company’s future growth has become increasingly dependent on management’s ability to successfully acquire high growth brands and present its financials in the most attractive light."

"Based on public records of imports from Israel to Amazon's Woot! business entities in the United States, we see that Kornit's 2018 printer sales to Amazon were driven by orders to its two facilities: Norristown, PA and Carrollton, TX facilities."

"There are already reports that Hill-Rom’s numbers-driven culture has taken a serious toll on Welch Allyn’s growth trajectory, casting doubt on its ability to drive steady top-line growth for Hill-Rom outside of the lumpier capital goods vertical"