Callouts & quotes from 26,677+ activist slides

"The CEO and CFO are among the most evasive we have ever seen across any company during quarterly analyst Q&A's, with a pattern of vague, non-committal answers and tersely dismissing even the most basic requests for details."

"Spruce Point finds little independent evaluation of management's claims from the sell-side analysts, whom are compensated with lucrative fees for assisting GFL with financing and M&A advisory fees to implement its roll-up."

"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"

"The CEO appears keenly aware that single layer is a low bar, and has recently begun pushing a disingenuous narrative: we’ve proven single-layer works and NOW - “for the first time” - we’ll finally focus on multilayer cells"

"In contrast to the CEO’s lofty claims, former employees paint a picture of a company still struggling with the same basic, unsolved issues that have blown up previous attempts at a viable solid-state battery for 50+ years."

"Despite the ease of discovering that CCME did not have agreements with either of these operators, CTR’s research concluded that both operators are in CCME’s network, and represented 2,127 buses with 5,114 CCME LCD screens."

"At Atricure’s valuation, Acutus shares would be worth $28, more than double their current price, and still offer the prospect of multiplying several times over as AcQMap becomes the standard of care in complex arrhythmias."

"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."

"Like Pioneer, CONSOL needs higher prices to drill profitably. The difference is that Pittsburgh-based CONSOL is unwilling to invest Capex for negative returns, while Dallas-based Pioneer plans to invest right through them."

"Spruce Point has serious concerns about the accuracy of Xylem’s financial statements for 2023 and 2022 after identifying two sets of published financials. As a result, we cannot trust the accuracy of Xylem’s reported cash."

"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 has serious concerns about the accuracy of Xylem's financial statements for 2023 and 2022 after identifying two sets of published financials. As a result, we cannot trust the accuracy of Xylem's reported cash."

"The current stock price is so dislocated that the Company should immediately start using a portion of its cash flow to repurchase shares (e.g., 50% with the other 50% for debt paydown) until it reaches its leverage target."

"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."

"Dr. Kleinfeld’s compensation does not appear linked to shareholder returns and in 2015, much of the current board saw fit to gross up Dr. Kleinfeld’s compensation by 34% despite the fact that company shares declined by 37%"

"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."

"By primarily using stock options to incentivize management, the Board has created an environment that has favored excessive risk-taking, which can be seen by the excessive pace of M&A and the reluctance to reduce leverage."

"Spruce Point observes a troubling trend of what appears to be less Board engagement through fewer meetings. Despite 2023 being a challenging year, the Board met just five times, which was a large decrease from prior years."

"From 2019 to 2021, HASI booked $238.6 million in profit from EMIs, largely due to ITC-related HLBV income. However, HASI's pro rata share of project losses during this time was approximately ($449 million), as shown below."

"Had it been free from P&G's lumbering management structure, Gillette might have been more aggressive about fighting its new rivals, says Ali Dibadj, a consumer products analyst at the research and brokerage firm Bernstein."

"The policy is a practical approach to enhance Board accountability to shareholders, align with governance best practices and respond to the recurring strong support from Phillips stockholders for annual director elections."

"The year-over-year comparisons for the four starts for fiscal year 2018 (July '17, Oct '17, Jan '18 and Apr '18) are all below the prior year comparisons and are getting worse. MBA@UNC enrollment is now in a steady decline"

"An acceleration of Kratos press releases hyping drone related contracts, with few details, should be a red flag, particularly in the context of Kratos rapid issuance of stock in November 2016, March 2017 and September 2017"

"Post financial crisis, share repurchases have intensified to unprecedented levels. Meanwhile, insider stock ownership has plummeted. As a result, insiders have almost nothing at risk and limited alignment with shareholders"

"China’s hydrogen fuel cell future is impeded by a lack of refueling stations. There are currently only six refueling stations in operation (286 globally), located in Beijing, Shanghai, Zhengzhou, Dalian, Foshan, and Yunfu."

"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."

"FND’s main social media outlets where it claimed that “Marketing Drives Awareness & Consideration” are all showing significant declines in growth rates. We even find that FND has deleted 30 videos from its YouTube channel."

"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?"

"Europe is under persistent pressure with the tone clearly more negative over each successive quarter. In Q2 2023, Saputo added a new warning about its negative outlook in Europe while volumes decreased as prices increased."

"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."

"Advertising impressions drive revenues for DV. Recent commentary from key players driving digital advertising indicates overall weakness of digital advertising, but strength in foreign markets were DV is poorly positioned."

"An interview conducted by Tegus with a former TASK manager reveals insights that suggest it lost clients due to performance. Furthermore, as clients scaled, they'd bring on additional BPOs, some of which outperformed TASK."

"To quantify the harm numerically is inherently conservative. No analysis can properly demonstrate the loss of time, damaged relationships, and emotional harm that is perpetrated by Herbalife on those who have been deceived"

"Since 2006 when the current leadership team took control, PepsiCo's TSR of 47% (5% per annum) is less than half of Coca-Cola's TSR of 115% (11% per annum) and the overall Consumer Staples Index TSR of 103% (10% per annum)."

"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."

"It is very concerning to Spruce Point that the largest warrant expense charge was recognized during this pre-announcement period. This raises the potential of expense front-loading to potentially overstate future revenues."

"This statement is a veiled admission to lesser security quality in previous devices – many of which are currently being used by patients – and the need to continue improving their existing security protocols and processes."

"With cash levels well below what BUR had previously characterized as a “strong” cash position, poor cash realizations, and escalating funding obligations, it is no coincidence that BUR aims to raise even more debt in 2020."

"Even if we look at Segment EBITDA margins which adds back disclosed depreciation and amortization costs, we find that segment margins have fallen from 2020 and did not improve much with the contribution of Itiviti in 2022."

"The expense and difficulty of scaling, in addition to the expense involved in developing and manufacturing (or procuring) the sensor suite involved in the perception modules... has not been lost upon industry participants."

"It seems clear to us that up until the approximate limit of a single day’s drive for a manned truck (about 700 miles, contrary to Aurora’s 600-mile claim), there’s no contest as to which modality provides the best service."

"As we will illustrate, Stryker has materially missed its Capex estimates in what appears to be an attempt to defer spending. If we normalized Capex for this underspending, 2020 and 2021 FCF would be -$163m and -$125m lower"

"As a heavily consumer-demand driven company, Rollins has not even had a Chief Marketing Officer since possibly as early as December 2021 when Kevin Smith appeared in a YouTube video. His LinkedIn profile says he's retired."

"In light of the recent change of language observed in revenue recognition, we are concerned that ROAD notes that its Critical Audit Matter is Revenue Recognized Over Time Under Uncompleted Long-Term Construction Contracts."

"Merge all the InvCos that have been created through the deconsolidation (SCT InvCo, SEC InvCo and SDI InvCo) on fair terms for all shareholders and stakeholders to form a single new Samsung Group Holding Company ("Holdco")"

"Being an S&P 500 index member is a validation of absolutely nothing and enhanced due diligence is necessary since the bigger a company gets, the greater the pressures to grow and the worse deals management generally makes."

"Global food companies are signaling that the next big trend is fiber. While soybeans do contain fiber, thought leaders in health such as the Mayo Clinic reference a dozen foods high in fiber while not even referencing soy."

"Only in the frenzied excess of the 2021 SPAC boom could a pre-revenue launch company without any successful launches and, staring at the possibility of bankruptcy only 10 months earlier, be valued at such a ridiculous sum."

"For example, LinkedIn indicates only 6 employees at Allonnia LLC, yet Ginkgo records a $38MM deferred revenue balance, on top of booking $5MM of revenue from Allonnia in 2020 and $2.3MM in Q1 2021 – a $9MM annual run rate."

"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."

"We cannot envision a scenario where the shareholders of Yahoo would entrust the current management team and Board with executing a standalone turnaround plan given the years of failed attempts under the current leadership."

"Cintas made certain Representations and Warranties to its bankers that it "holds permits, certificates, licenses... necessary for the conduct of its business in compliance with all applicable Laws".... Is this really true?"

"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"

"We fail to understand why any investors would ascribe IDEXX’s multiple to “core” Heska given its precarious competitive position, inferior innovation, dramatically lower margin profile, and vastly inferior management team."

"On its Q2'23 earnings call, Redfin noted closed rates unexpectedly fell from ~6-7% in '22 to 5.5% in '23. This 100 bps decline is significant as it implies a ~15% reduction in conversion assuming lead count was comparable."

"By definition, the surgeons that TransMedics depends on are prolific only because they traffic in rejects – under the pretense that the pump magically restores them, the quackery at the heart of TransMedics business model."

"Soleno appears to be worried about permanent edema, as their rep suggested patients remaining on diuretics as “standard of care” with Vykat; physicians “surprised” at the answer; edema is a “known side effect” of diazoxide"

"Soleno appears to be worried about permanent edema, as their rep suggested patients remaining on diuretics as "standard of care" with Vykat; physicians "surprised" at the answer; edema is a "known side effect" of diazoxide"

"He described him as paranoid and “getting into screaming matches” and “shouting matches” with scientists at international meetings – “he did it to somebody from Novo Nordisk”; “he attacked a guy from GSK…it’s just insane.”"