Callouts & quotes from 26,677+ activist slides

"Ginkgo admits as much, buried inside its website, bragging how its engineers have figured out Sartorius how to run “hundreds of ambr250 bioreactors simultaneously” – underscoring the underwhelming nature of its “science.”"

"The food industry has already experienced pressure from large retailers given the current competitive landscape. It is easy to imagine this trend continuing in the OTC healthcare space where there are no barriers to entry"

"We are advocating for a comprehensive, multi-year capital return program comprised of an accelerated share repurchase (ASR) this year and a minimum percentage of future cash flow dedicated to share repurchases thereafter."

"BP, operating through its subsidiary Lightsource BP... unlawfully obtained authorization from the County Durham Council to build a solar farm at Burnhope by claiming it was below 50 MW, when it was actually a 76 MW plant."

"Non-current due from related parties increased by 52.9m. Current due from related parties increased by 53.4m. Neither footnote (1) nor note 6.10 show a clear connection to the CPI Hotels loan assignment to a related party"

"We then performed queries for each particular type of user (Type 0, 1 and 2), and then cross checked all users to see which matched up to the same IP addresses used by the Type 1 and Type 2, the known teachers and tutors."

"USCR's CEO promotes the Company's stock to retail investors. Investors should be aware Mr. Sandbrook pled guilty to reckless driving - indicative of questionable judgement. This is conveniently omitted from his biography."

"Mr. Kasich would be a valuable addition to the Board given his time serving as the 69th Governor of Ohio and as a member of Congress from central Ohio for 18 years where he was also Chairman of the House Budget Committee."

"Our nominees would evaluate Patch on its financial merits alone and not allow Mr. Armstrong's emotional and personal connection to Patch to influence the Board's judgment as to the right course of action for shareholders."

"As music industry fundamentals continue to improve over the next few years, we expect the market will come to view Sony Music as a scarce, high-quality “compounder” that should be valued at ~20x operating income or higher"

"The endocrinologist appeared so skittish at our questions - "you're making me a little concerned about this" - that he encouraged us and/or skeptical trial investigators to go public with our concerns as soon as possible."

"In the final notes of the MD&A, it says both ShopKeep and Upserve were each less than 5% of total quarterly revenues of $57.6m; this implies that both deals contributed no more than $5.8m, or less than the $7.4m reported."

"He indicated that the toxicity was alarming enough that GSK’s governance committee quickly and prematurely terminated the trial after an interim reading, even though it had only enrolled 30-35 patients out of 100 planned."

"Taubman's Board of Directors focuses only on the issuance outlined in option B, ignoring option A, which is to eliminate the dual-class voting share structure through a negotiation between the Board and the Taubman Family"

"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."

"[U.S.] Vishay, [German] HBM, and Mettler-Toledo are examples of internationally dominant players International competitors are increasing the movement of manufacturing to China, and this is adding market competition risk."

"Perhaps unsurprisingly the turnaround in the derivative balance coincided with the first time that Olam recognized the management-sensitive Level 3 derivatives by re-categorizing Level 2 derivatives as per the note below."

"Moving back to operating leasebacks sacrifices liquidity, but if the subsequent accounting-driven sales and earnings growth drives valuations higher, it’s easy to make up for the lost liquidity by diluting shareholders..."

"As shown in the table above, Joby has better batteries on all metrics: the total mass of batteries is lighter in an absolute sense, but they are also lighter in a relative sense (battery energy density at the pack level)."

"We think this is grossly misleading considering that not only does Nature's Miracle not have enough cash to buy $100 million in vehicles from FFAI; it does not even have the cash to preorder 1,000 vehicles at $100 apiece."

"Of the over 50 Accor hotels that responded, a shocking 80% cooperated by providing quotes, confirming reservations, agreeing to arrange condoms and alcohol, or engaging substantively without raising safeguarding concerns."

"Our report only indicates that the evidence collected through this outreach solely suggests that certain local hotels were willing to knowingly offer accommodation in ways that could materially facilitate illegal conduct."

"KLA appears ready to leapfrog and make Lasertec obsolete as the transition to High NA gains momentum in 2024 – Lasertec cannot support High NA, while KLA has patiently prepared for it as the next phase of EUV lithography."

"At the moment, there are not many analysts offering projections on VFC. Spruce Point estimates are materially higher than whisper numbers that we have heard Morgan Stanley and Goldman Sachs are using for Vets First Corp."

"Being an S&P 500 company is a validation of absolutely nothing, and can be a wasteland of corporate mediocrity. It affords investors zero protections against companies and their ability to scheme investors. Buyer beware!"

"Being an S&P 500 company is a validation of absolutely nothing, and can be a wasteland of corporate mediocrity. It affords investors zero protections against companies and their ability to scheme investors. Buyer beware!"

"Under current loan commitments and projected financing needs given consensus sales growth estimates, Carvana will exceed its current borrowing capacity by ~$1B by FY 2020. This deficit would increase to $2.5B in FY 2021."

"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."

"Despite ~50% increase in revenue, ~800bps of margin expansion and improved free cash flow over the last two years, NFLX’s share price is down more than 40% from recent highs and has nearly returned to pre-pandemic levels"

"In a subsequent call, a member of HASI's accounting team declined to break out the composition of HASI's loans to EMIs, although the accounting team member confirmed that Vivint and its parent Sunrun received HASI loans."

"While this is not evidence of malfeasance, in our opinion, it indicates massive amounts of Related Party Receivables and Payables are netted routinely in Eurofins, and the system for tracking them seems far from perfect."

"Spruce Point observes that IPX has issued multiple press releases about partnerships and non-binding MOUs, and in some cases they have lapsed or are no longer actively discussed. IPX also has still not reported revenues."

"Marathon’s stated profitability metrics: Compare across different geographies; Do not back out ~$1.3 billion of MLP-qualifying EBITDA in R&M segment today; Do not adjust for RINs expenses avoided from Speedway ownership."

"The 7% pullback in the stock was severe, and in our view, is indicative of a loss of investor confidence in HES's execution capabilities, following a string of production misses and a lack of notable exploration success."

"David's deep experience executing a portfolio repositioning and tremendous international oil & gas experience will allow him to contribute unique insight to the current strategic decision-making process on the Hess Board"

"Rather than waste $16 million of shareholder capital on this costly proxy contest, we contend McDonald’s should allocate that capital toward responsible, ethical sourcing and other important sustainability and ESG areas."

"The Company acquired Textile Effects as a healthy business, broke it, failed to deliver on its promises of improved profitability, yet is now attempting to take credit for a turnaround that should never have been needed."

"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’s warns that Evoqua’s final 10-K Annual Report made multiple alarming revisions to its “Growth Opportunities” around margin expansion, cash flow improvements, and capabilities servicing complex contaminants."

"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)."

"As a result, we conclude that the vast majority of the RMB 1.326 billion that was supposedly transferred offshore either constituted a violation of Chinese capital controls or the cash was never there in the first place."

"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"

"Under the terms of the fully executed Cornerstone Investment Agreement, GGO will retain 80% of every dollar PF GGP raises above $10 per share, up to the value of the ~$300mm deferred tax liabilities and the Hughes claim."

"In total, since Clarence Otis was named CEO in 2004, Darden has spent approximately $6.1 billion – or $46.50 per Darden share, nearly the entire market capitalization of Darden – on capital expenditures and acquisitions."

"We estimate that Twist sells to Ginkgo at 1.5 cents per base pair, and experts indicate that the cost to manufacture is “probably 9-10 cents at this point,” which by our math comes out to a gross margin of negative 533%."

"While choices around insourcing vs. outsourcing impact headcount comparisons, BK also spends the greatest % of revenues on professional and outside service fees compared to other custody, asset management and G-SIB peers"

"Elevated DSOs signal cash flow collection issues. The problem is also suggested by an accounts payable specialist posting on the company review website Glassdoor. Kratos is now expanding discussion about DSO in its 10-K."

"WD-40 has significant unsold inventory and slackened demand it must deal with before it will see any benefit from lower crude prices. We estimate it could be upwards of 6 months out before there is any potential benefit."

"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."

"Companies based in Beijing and connected to the major SOE enterprises, like Sinohytec, will generally be more successful than companies in South China backed by a local government without ties to central SOE's (Synergy)."

"A plan that sets GGP’s secured debt and unsecured debt to Prime + 0.75% and Prime + 1.50%, respectively, would allow for substantial deleveraging and further increase the probability of a highly successful reorganization"

"Chairman & CEO Jason Jiang, board member & venture capital star Neil Shen, and close business associate of Mr. Jiang & venture capital star Xiong Xiangdong were among the selling shareholders of Allyes at the rich price."

"We use the annual change in sales reported under multiple performance obligations, and apply a range of percentages to this figure to estimate the revenue booked upfront from Axon’s aggressive revenue recognition policy."

"We have significant concerns that Axon raised $234m in June 2018, when its balance sheet had $96m of cash, no debt, and it was projecting accelerated revenue growth of 18-20% with healthy earnings projected at over $30m."

"In Spruce Point's opinion, CHD's current equity method accounting for its Armand Products business is highly aggressive, if not outright flawed, and allows it to avoid full consolidation of an entity it largely controls."

"Kornit's CFO was the CFO and a long-time executive of MRV Communications (Nasdaq: MRVC) which had a large financial restatement, delisted its stock the pink sheets, and settled fraud charges related to option backdating."

"We note that in half of the six earnings reports that were affected by the accounting “irregularities”, it appears that PPG either “beat” or “met” consensus earnings expectations by way of artificially inflated earnings:"

"Disclosures are varied and limited among peers related to inventory reserves and charges. However, it’s clear that reserves run closer to 3.0% - 4.0% and not 7.7% - 27.9% as illustrated by Mettler’s foreign subsidiaries."

"PERI's partnership with Microsoft is 35% of its total revenues. We find clues that indicate its partnership is falling below target, and may be more than just temporarily impaired due to the loss of a Yandex partnership."

"In actuality, STJ's communications protocol uses a simple data mixing technique to address performance, not data protection. St. Jude Medical's own supplier, Zarlink, refers to this as "whitening" rather than encryption."