Contrarian Corpus
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Callouts & quotes from 617+ activist slides

Every emphasised callout and every pulled quote, extracted slide-by-slide. Search by keyword, filter by slide type or by source.

Showing 181–240 of 617 matching "board"
quote peer gap

""Southwest has lost the passion for low-cost, low-fare air travel." — Ryanair CEO Michael O'Leary, March 2024; "Costs are the real glaring issue at Southwest as they over-hired (23% more headcount vs. '19) during the recovery phase and have seen productivity decline (capacity is up 13.8% vs. '19)..." — Melius, January 2024; "Southwest is tied (with United) for the most growth, but its unit cost inflation is still worse than all others." — J.P. Morgan, July 2023; "When [CEO Bob Jordan] came to the SWAPA Board of Directors meeting, he said specifically that operations wasn't his strong suit." — SWAPA President Casey Murray, August 2022"

Southwest Airlines · LUV Elliott Management · p. 22
quote peer gap

""Southwest has lost the passion for low-cost, low-fare air travel." — Ryanair CEO Michael O'Leary, March 2024; "Costs are the real glaring issue at Southwest as they over-hired (23% more headcount vs. '19) during the recovery phase and have seen productivity decline (capacity is up 13.8% vs. '19)..." — Melius, January 2024; "Southwest is tied (with United) for the most growth, but its unit cost inflation is still worse than all others." — J.P. Morgan, July 2023; "When [CEO Bob Jordan] came to the SWAPA Board of Directors meeting, he said specifically that operations wasn't his strong suit." — SWAPA President Casey Murray, August 2022"

Unknown · p. 33
quote peer gap

""Southwest has lost the passion for low-cost, low-fare air travel." — Ryanair CEO Michael O'Leary, March 2024; "Costs are the real glaring issue at Southwest as they over-hired (23% more headcount vs. '19) during the recovery phase and have seen productivity decline (capacity is up 13.8% vs. '19)..." — Melius, January 2024; "Southwest is tied (with United) for the most growth, but its unit cost inflation is still worse than all others." — J.P. Morgan, July 2023; "When [CEO Bob Jordan] came to the SWAPA Board of Directors meeting, he said specifically that operations wasn't his strong suit." — SWAPA President Casey Murray, August 2022"

Southwest Airlines · LUV Elliott Management · p. 33
quote precedent table

""We believe that having an independent chair is the preferred structure for board leadership. Having an independent chair avoids the inherent conflict of self-oversight and helps ensure robust debate and diversity of thought in the boardroom." — Wellington; "The roles of chair and CEO are substantially different, requiring distinctly different skills and experience. Therefore, LGIM expects the two roles to be separated." — Legal & General; "Harris has an existing guideline that states that we will normally vote in favor of proposals requiring the separation of the Chairman and Chief Executive Officer positions" — Harris Associates."

BlackRock, Inc. · BLK Bluebell Capital · p. 74
quote precedent table

""We believe that having an independent chair is the preferred structure for board leadership. Having an independent chair avoids the inherent conflict of self-oversight and helps ensure robust debate and diversity of thought in the boardroom." — Wellington; "The roles of chair and CEO are substantially different, requiring distinctly different skills and experience. Therefore, LGIM expects the two roles to be separated." — Legal & General; "Harris has an existing guideline that states that we will normally vote in favor of proposals requiring the separation of the Chairman and Chief Executive Officer positions" — Harris Associates"

BlackRock · BLK Bluebell Capital · p. 74
quote peer gap

"Southwest has lost the passion for low-cost, low-fare air travel. — Ryanair CEO Michael O'Leary, March 2024; Costs are the real glaring issue at Southwest as they over-hired (23% more headcount vs. '19) during the recovery phase and have seen productivity decline (capacity is up 13.8% vs. '19)... — Melius, January 2024; Southwest is tied (with United) for the most growth, but its unit cost inflation is still worse than all others. — J.P. Morgan, July 2023; When [CEO Bob Jordan] came to the SWAPA Board of Directors meeting, he said specifically that operations wasn't his strong suit. — SWAPA President Casey Murray, August 2022"

Southwest Airlines · LUV Carl Icahn · p. 33
quote peer gap

"Southwest has lost the passion for low-cost, low-fare air travel. — Ryanair CEO Michael O'Leary, March 2024; Costs are the real glaring issue at Southwest as they over-hired (23% more headcount vs. '19) during the recovery phase and have seen productivity decline (capacity is up 13.8% vs. '19)... — Melius, January 2024; Southwest is tied (with United) for the most growth, but its unit cost inflation is still worse than all others. — J.P. Morgan, July 2023; When [CEO Bob Jordan] came to the SWAPA Board of Directors meeting, he said specifically that operations wasn’t his strong suit. — SWAPA President Casey Murray, August 2022"

Southwest Airlines · LUV Elliott Management · p. 22
quote villain critique

"They're not, and, in my opinion, when a medicine like this first comes out, all the narcolepsy specialists gravitate to it. We like to try things. I think they probably have gotten the large majority of narcolepsy specialists out there, and I don't see them all of a sudden running into huge practices and taking over for—I don't see that happening. I have a feeling it's kind of saturated from that angle...I think most of the prescribers that are going to get on board are going to be these types of prescribers that are like onesies, twosies, threes—they're not going to be high-volume ones. — Sleep physician in the Bay Area, CA"

Harmony Biosciences Holdings · HRMY Scorpion Capital · p. 279
quote villain critique

"As I have always said, I believe strongly in professional management and appropriate corporate governance. Decisions about who will succeed me as chairman of CBS and Viacom will be made by the Boards of the respective companies, and not by any individual. Despite press reports to the contrary, such decisions have not yet been made. After my death, my ownership interest in the companies will be overseen by a group of seven trustees who will make fiduciary decisions based solely on the best interests of the beneficiaries of the trust. Until that time, I will continue to make all such decisions. — Sumner Redstone, May 7, 2015"

Viacom · VIAB SpringOwl · p. 41
quote demand list

"“unlike other shareholder proposals on this topic, which typically seek the adoption of a policy for an independent board chair, this proposal seeks a binding amendment to BlackRock’s Bylaws. Accordingly, voting in favor of amending the Company’s Bylaws to require separation of the Board Chair and CEO roles prevents the Board from exercising its discretion to make the best-informed decision on a leadership structure that serves the Company and its shareholders based on the relevant facts and circumstances from time to time.” — BlackRock's Opposition Statement to Bluebell Capital Partners’ propose item, 4th of April 2024."

BlackRock, Inc. · BLK Bluebell Capital · p. 2
quote villain critique

"“For some cynics in Chemicals who have more grey hairs than ourselves, they’ve sat through previous HUN investor days that also felt compelling but ultimately didn’t translate into results. There are a number of (fair) reasons for management to believe that “now is different” (upgraded portfolio, much cleaner balance sheet), but that is the historical challenge the stock is facing: Convincing the incremental buyer that this time is different. We think the setup into 2022-23 could be interesting if we get a few more good results on the board, but execution will be the ultimate determinant.” — Barclays, November 2021"

Huntsman Corporation · HUN Starboard Value · p. 25
quote ceo quote

"For some cynics in Chemicals who have more grey hairs than ourselves, they’ve sat through previous HUN investor days that also felt compelling but ultimately didn’t translate into results. There are a number of (fair) reasons for management to believe that “now is different” (upgraded portfolio, much cleaner balance sheet), but that is the historical challenge the stock is facing: Convincing the incremental buyer that this time is different. We think the setup into 2022-23 could be interesting if we get a few more good results on the board, but execution will be the ultimate determinant. — Barclays, November 2021"

Huntsman Corporation · HUN Starboard Value · p. 89
quote ceo quote

""The same market forces that have sent former Bob Evans and Bravo Brio patrons to faster, cheaper and more convenient options like Wendy’s and Panera are also apparent in grocery stores... the two Bob Evans’ divisions have diverged: At the grocery store, the brand name doesn’t matter; product perception is everything in the cold case." — John Rand, Kantar Retail (The Columbus Dispatch, 2/5/16). "It is time to sell the division now that a new CEO, Saed Mohseni, is on board... Gordon sees all those side dishes as a distraction." — John Gordon, Pacific Management Consulting Group (The Columbus Dispatch, 2/5/16)."

quote villain critique

"“The Executive Committee shall consist of the Chairman and Chief Executive Officer and not less than four other directors who shall from time to time be appointed by the Board of Directors. The Executive Committee shall have and exercise in the intervals between the meetings of the Board of Directors all the powers of the Board of Directors, except as prohibited by applicable law. All acts done and powers conferred by the Executive Committee from time to time shall be deemed to be, and may be certified as being, done and conferred under authority of the Board of Directors” — BlackRock, Article of Association"

BlackRock, Inc. · BLK Bluebell Capital · p. 31
quote villain critique

""The Executive Committee shall consist of the Chairman and Chief Executive Officer and not less than four other directors who shall from time to time be appointed by the Board of Directors. The Executive Committee shall have and exercise in the intervals between the meetings of the Board of Directors all the powers of the Board of Directors, except as prohibited by applicable law. All acts done and powers conferred by the Executive Committee from time to time shall be deemed to be, and may be certified as being, done and conferred under authority of the Board of Directors" — BlackRock, Article of Association"

BlackRock · BLK Bluebell Capital · p. 31
quote villain critique

"“The CEO is a headwind to a turnaround. Firing him is the tailwind.” — Top 10 Active Shareholder; “I would rate them as the worst-performing management team in the airlines. This was a Company that has destroyed more value based on their own inaction than anyone else in the industry. They need to go.” — Top 10 Active Shareholder; “They need a new look across the board and you are only going to get that with [a CEO] who is not from Southwest... This is a classic example of where a disruptor stayed in the original model as the industry passed them by and now they have a problem.” — Top 10 Active Shareholder"

Unknown · p. 6
quote villain critique

""The CEO is a headwind to a turnaround. Firing him is the tailwind." — Top 10 Active Shareholder; "I would rate them as the worst-performing management team in the airlines. This was a Company that has destroyed more value based on their own inaction than anyone else in the industry. They need to go." — Top 10 Active Shareholder; "They need a new look across the board and you are only going to get that with [a CEO] who is not from Southwest... This is a classic example of where a disruptor stayed in the original model as the industry passed them by and now they have a problem." — Top 10 Active Shareholder"

Southwest Airlines Co. · LUV Elliott Management · p. 2
quote villain critique

""The CEO is a headwind to a turnaround. Firing him is the tailwind." — Top 10 Active Shareholder; "I would rate them as the worst-performing management team in the airlines. This was a Company that has destroyed more value based on their own inaction than anyone else in the industry. They need to go." — Top 10 Active Shareholder; "They need a new look across the board and you are only going to get that with [a CEO] who is not from Southwest... This is a classic example of where a disruptor stayed in the original model as the industry passed them by and now they have a problem." — Top 10 Active Shareholder"

Southwest Airlines · LUV Carl Icahn · p. 6
quote precedent table

""We believe board independence is essential to good corporate governance. In addition to having a board's majority made up of independent members, we generally prefer an independent board chair" — Capital Group. "Northern Trust generally leaves the choice of chairman to the board's discretion... Northern Trust will vote case by case on whether to support shareholder resolutions seeking the separation of chairman and CEO" — Northern Trust. "MFS believes boards should include some form of independent leadership responsible for amplifying the views of independent directors and setting meeting agendas" — MFS."

BlackRock · BLK Bluebell Capital · p. 75
quote villain critique

""The CEO is a headwind to a turnaround. Firing him is the tailwind." — Top 10 Active Shareholder; "I would rate them as the worst-performing management team in the airlines. This was a Company that has destroyed more value based on their own inaction than anyone else in the industry. They need to go." — Top 10 Active Shareholder; "They need a new look across the board and you are only going to get that with [a CEO] who is not from Southwest... This is a classic example of where a disruptor stayed in the original model as the industry passed them by and now they have a problem." — Top 10 Active Shareholder"

Southwest Airlines · LUV Elliott Management · p. 6
quote precedent table

"The biggest priorities for our cash have not changed over the years. We want to maintain the cash we need to fund our day-to-day operations, to invest in our future, and to provide flexibility so that we can respond effectively to the strategic opportunities we encounter along the way. As we said in February, our goal is to become approximately net cash neutral over time. Given our strong confidence in Apple's future and the value that we see in our stock, our board has authorized a new $100 billion share repurchase program which we will start executing during the June quarter — Luca Maestri, Apple CFO"

Sony Corporation · 6758.T Third Point · p. 98
quote ceo quote

"The plan provides that targets for 100% achievement should be challenging and ambitious, but also realistic and attainable such that it is possible to achieve and exceed them. The impact of over- or under-achieving targets on the annual incentive can be significant. The company and Board of Directors therefore approach the target setting process with care and consideration. We believe targets are set consistently with the philosophy of the POBS Plus plan that they be challenging and ambitious. In the last five years the average target achievement for named executive officers was 107% — Proxy st"

Mettler-Toledo International, Inc. · MTD Spruce Point Capital · p. 24
quote ceo quote

"The plan provides that targets for 100% achievement should be challenging and ambitious, but also realistic and attainable such that it is possible to achieve and exceed them. The impact of over- or under-achieving targets on the annual incentive can be significant. The company and Board of Directors therefore approach the target setting process with care and consideration. We believe targets are set consistently with the philosophy of the POBS Plus plan that they be challenging and ambitious. In the last five years the average target achievement for named executive officers was 107% — Proxy st"

Mettler-Toledo International, Inc. · MTD Spruce Point Capital · p. 121
quote cover

"We appreciate the Board's willingness to engage with us about steps that can be taken to enhance value for all of Lyft's shareholders. Following a series of productive conversations, the Board has taken an important first step by committing to significant share repurchases in the coming quarters. In light of these actions, we have withdrawn our nomination and are providing the Company time to execute on its new commitments. Engine looks forward to continuing to engage with the Board about additional actions that can benefit shareholders. — Arnaud Ajdler, Founder and Portfolio Manager of Engine"

Lyft, Inc. · LYFT Engine Capital · p. 1
quote ceo quote

"“Based on Mr. Peltz’s track record, he’s not a short-term guy. When he gets on a Board, they stay in the stock for an average of 5.6 years. He’s told me that he’s told the mutual funds that are already in the stock that [Trian] will likely be there longer than they will. His track record in names like...I can go down the list: Wendy’s, they’ve been in Wendy’s since ’05. There’s Pepsi, Kraft, Mondelez, Tiffany’s. These are not fly by night investments from a guy who shows up and then bails 10 minutes later. Doesn’t the track record speak for itself?” — Scott Wapner, Host, CNBC’s Halftime Report"

quote ceo quote

"“Based on Mr. Peltz’s track record, he’s not a short-term guy. When he gets on a Board, they stay in the stock for an average of 5.6 years. He’s told me that he’s told the mutual funds that are already in the stock that [Trian] will likely be there longer than they will. His track record in names like...I can go down the list: Wendy’s, they’ve been in Wendy’s since ’05. There’s Pepsi, Kraft, Mondelez, Tiffany’s. These are not fly by night investments from a guy who shows up and then bails 10 minutes later. Doesn’t the track record speak for itself?” — Scott Wapner, Host, CNBC’s Halftime Report"

quote ceo quote

"“Based on Mr. Peltz’s track record, he’s not a short-term guy. When he gets on a Board, they stay in the stock for an average of 5.6 years. He’s told me that he’s told the mutual funds that are already in the stock that [Trian] will likely be there longer than they will. His track record in names like...I can go down the list: Wendy’s, they’ve been in Wendy’s since ’05. There’s Pepsi, Kraft, Mondelez, Tiffany’s. These are not fly by night investments from a guy who shows up and then bails 10 minutes later. Doesn't the track record speak for itself?” — Scott Wapner, Host, CNBC’s Halftime Report"

quote nominee bio

""Campaigners for gender equality in the boardroom hailed [the appointment of Patrice Merrin to the board of Glencore] as a ‘landmark’ moment for British business...." — The Daily Mail, June 26, 2014; "'She’s very, very strong on the corporate governance side of things and the market-facing aspects,' Mick McMullen, chief executive officer of Stillwater Mining, said in a phone interview from Billings, Montana, where Stillwater is based. 'There’s some big names on that board and working within the confines of that will be an interesting challenge, or an opportunity.'" — Bloomberg, July 18, 2014"

Arconic Inc. · ARNC Elliott Management · p. 284
quote ceo quote

"While there was a lot to digest, all-in we learned little that altered our view of the fundamental trajectory of the business or value of the stock. — Goldman Sachs; One need look no further than [fiscal 4q18] performance to understand that change is long overdue. — Consumer Edge; What we found most interesting... was Interim CEO Keith McLoughlin's point-by-point assessment of what had gone wrong at CPB. Not only did this appraisal destroy ex-CEO Denise Morrison's legacy but it also served as a scathing critique of a board that let the company drift during the Morrison era. — Gordon Haskett"

Campbell Soup Company · CPB Third Point · p. 32
quote ceo quote

"Disney was dealt a tough hand by the pandemic, yet with Bob [Chapek] at the helm, our businesses—from parks to streaming—not only weathered the storm, but emerged in a position of strength. In this important time of growth and transformation, the Board is committed to keeping Disney on the successful path it is on today, and Bob’s leadership is key to achieving that goal. Bob [Chapek] is the right leader at the right time for The Walt Disney Company, and the Board has full confidence in him and his leadership team. — Susan Arnold, The Walt Disney Company – Chair of the Board, June 28, 2022"

The Walt Disney Company · DIS Trian Partners · p. 27
quote demand list

"unlike other shareholder proposals on this topic, which typically seek the adoption of a policy for an independent board chair, this proposal seeks a binding amendment to BlackRock’s Bylaws. Accordingly, voting in favor of amending the Company’s Bylaws to require separation of the Board Chair and CEO roles prevents the Board from exercising its discretion on a leadership structure that serves the Company and its shareholders based on the relevant facts and circumstances from time to time. — BlackRock's Opposition Statement to Bluebell Capital Partners’ propose item, 4th of April 2024."

BlackRock · BLK Bluebell Capital · p. 5
quote villain critique

"“They’re just a nightmare to work with and the general consensus across the board—I work with surgeons all over the country, not just the [redacted]. It’s not a sustainable system. A lot of people don’t think they’re going to be around in a few years. As far as the feedback I’ve heard from the University of [redacted], the discussions are that they don’t trust when the organs come back that they are being handled by somebody who’s qualified, and they’re hesitant to use their services for that reason.” — Organ procurement technician at a high-volume Northwest academic transplant center"

TransMedics Group Inc · TMDX Scorpion Capital · p. 203
quote villain critique

"“On November 1, 2023, a subsidiary of the Company entered into Corporate Incentive Agreement with Delta Air Lines, Inc. and certain other airlines to provide certain incentives to the Company for booking business travel with such airlines. Dwight James is a Senior Vice President of Delta Airlines, Inc. and member of our Board. Mr. James does not participate in these transactions and does not benefit directly from them. Prior to entering into the agreement, the arrangement was determined by the Audit Committee to be an ordinary course, arms’ length transaction.” — 2023 Proxy Statement"

Floor & Decor Holdings, Inc. · FND Spruce Point Capital · p. 115
quote villain critique

"As CFO, she only served for a short time at a private company and she lacks management experience — Kao Corporation. Lack of in-depth understanding and advisory experience with Japanese companies — Kao Corporation. The Board of Directors has not designated Financial expertise as an area to be additionally strengthened at this time, considering the adequate composition of the board of directors proposed by the Company — Kao Corporation. At the document screening stage, it was confirmed that (...) her expertise and career do not align with the needs of the Company — Kao Corporation."

Kao Corporation · 4452.JP Oasis Management · p. 93
quote villain critique

"“As stakeholders in Solvay we demand that the Board of Directors publicly states that the Company commits to bring its Rosignano plant fully in line with the strictest requirements of the UN Sustainable development goals (SDGs), with reference to SDG 14 (“Conserve and sustainably use the oceans, seas and marine resources for sustainable development”) and SDG 14 Target 14.1 (“By 2025, prevent and significantly reduce marine pollution of all kinds, particularly from land-based activities, including marine debris and nutrient pollution”)” — UN PRI Collaboration Platform Petition"

BlackRock, Inc. · BLK Bluebell Capital · p. 55
quote nominee bio

"For instance, at The Procter & Gamble Company ("P&G"), a household products company where Mr. Peltz served on the board of directors from 2018 until 2022, he helped P&G develop and oversee a "Four-Year Overhaul" that resulted in P&G "making several dramatic changes to help improve performance" and "streamlin[ing] its operations from 10 business units to six, improv[ing] its earnings growth, clear[ing] out bureaucracy and increas[ing] accountability." — Source: Article titled "Peltz to Depart P&G Board, Capping Nearly Four-Year Overhaul," published August 5, 2021 by Bloomberg."

The Walt Disney Company · DIS Trian Partners · p. 81
quote nominee bio

"For instance, at The Procter & Gamble Company ("P&G"), a household products company where Mr. Peltz served on the board of directors from 2018 until 2022, he helped P&G develop and oversee a "Four-Year Overhaul" that resulted in P&G "making several dramatic changes to help improve performance" and "streamlin[ing] its operations from 10 business units to six, improv[ing] its earnings growth, clear[ing] out bureaucracy and increas[ing] accountability." — Source: Article titled "Peltz to Depart P&G Board, Capping Nearly Four-Year Overhaul," published August 5, 2021 by Bloomberg."

The Walt Disney Company · DIS Trian Partners · p. 81
quote villain critique

"“Evidence strongly suggests that the time commitment required to be an effective board member... has jumped in recent years.” — ISS 2016 Proxy Policy Update; “We believe the volatility of this situation, including Elliott's push for [Dr.] Kleinfeld to be removed from his position as CEO of Arconic, may further distract from [Dr.] Kleinfeld's board commitments at the Company.” — Glass Lewis, 2017 HPE Proxy Paper; “There isn't a corporate/shareholder event of prestige Klaus often declines so as to put in more hours at the office...” — Cara Goldenberg, Value Walk, May 15, 2016"

Arconic Inc. · ARNC Elliott Management · p. 245
quote villain critique

"Given the lack of change in management and lack of sustained growth, the board has not done a good job of oversight — Foreign Buyside Analyst; The board of directors is not independent... they are doing things in a half-hearted way — Domestic Sellside Analyst; CPG is a street fight at the shelf...How do you do that with a largely Japanese board that has nobody from marketing, nobody from E-Com, nobody from supply chain on there? — Foreign Buyside Analyst; Even the director with the most international experience is not from the consumer sector — Domestic Sellside analyst"

Kao Corporation · 4452.JP Oasis Management · p. 129
quote villain critique

"“you would be very unlikely to see us overnight, going and exploding the leverage profile of this business.” — Burford Management; “I think we have you know, at least I have largely been focused on public investors and on rebutting the various,” — Burford CEO; “We are, after all, a firm run by lawyers.” — Burford Management; “The line in our report today was more about the prospect that, you know, in the in the relatively near term, we suspect, well, we believe that one of our existing directors is likely to retire from the board and be replaced.” — Burford Management"

Burford Capital Ltd. · BUR Muddy Waters · p. 7
quote villain critique

"“We believe this proxy fight boils down to a simple question: Do you trust the judgment of Elliott, a hedge fund without the benefit of full information and with no fiduciary duty to you or to any other Arconic shareholder, or do you trust 12 experienced business executives who have thoroughly reviewed Elliott’s assertions and unanimously support the continued leadership of Mr. Kleinfeld? We encourage you to rely on the judgment of the Arconic Board, which is independent, objective and thoroughly dedicated to the interests of all Arconic shareholders.” — Arconic Board"

Arconic Inc. · ARNC Elliott Management · p. 330
quote ceo quote

"So we essentially launched, we moved fast. We said every agent who is not a premier agent paying for leads. So every agent that was paying for leads on MBP is not qualified to do Flex. Every agent out there that is not, you can come on board and be a Zillow partner and start doing Flex, with the extra leads that we have, it was a massive disaster. It basically rolled out nationally and it was only a two-month stint and every Premier agent was up in arms that we've been your partner for years, how come you're not offering this to us? — Former Senior Zillow Employee"

Zillow Group, Inc. · Z Spruce Point Capital · p. 55
quote ceo quote

"“The SEC has recently confirmed, with little further guidance, that in fact fair value is not intended to be a ‘fire sale’ price. In In Re Parnassus Investments, an administrative law judge found that the fund had violated the requirement that the fund’s board of directors fair value restricted securities in good faith. Respondent had argued that the ‘current sale’ requirement was tantamount to a ‘fire sale.’ The judge responded that ‘[r]espondents are correct in that fire sale pricing was never the intention of the Commission.” — SEC/In Re Parnassus Investments"

Allied Capital · ALD Greenlight Capital · p. 9
quote ceo quote

"We believe Adjusted EBITDA is useful to management, investors and analysts in providing a measure of core financial performance adjusted to allow for comparisons of results of operations across reporting periods on a consistent basis. These adjustments are intended to exclude items that are not indicative of the ongoing operating performance of the business. Adjusted EBITDA is also used by our management for internal planning purposes, including our consolidated operating budget, and by our Board in setting performance-based compensation targets. — NOVA 2019 10K"

Sunnova Energy International Inc. · NOVA Spruce Point Capital · p. 56
quote ceo quote

"“From the time of our IPO last year, we talked about having an under distributed business model, which has been an area of investment focus. We've accelerated investments originally scheduled for 2022 into 2021 expanding our commercial teams globally. Today, our commercial team has more than doubled from the first-half of last year, and we're extremely pleased with the talent we brought on board. The team is making real contribution and there's a lot of momentum which is both very exciting and an important inflection point.” — CEO Fayer, Q3 2021 Conference Call"

Nuvei Corp · NVEI Spruce Point Capital · p. 105
quote villain critique

""The Company had capital expenditures with Floor & Decor Holdings, Inc., a specialty retail vendor in the flooring market. These capital expenditures amounted to $0.1 million, $0.6 million, and $0.4 million in fiscal 2023, fiscal 2022, and fiscal 2021, respectively, and were recorded as property and equipment, net on the consolidated balance sheets. During these fiscal years, certain members of the Company's board of directors either served on the board of directors or as an executive officer at Floor & Decor Holdings, Inc." — Boot Barn Proxy Statement"

Floor & Decor Holdings, Inc. · FND Spruce Point Capital · p. 116
quote ceo quote

"Nelson Peltz and I served together on the Heinz board beginning in 2006 and have remained in touch since the company was sold in 2013. Nelson was an insightful and constructive presence on the Heinz board. He approached board and management relationships professionally and collegially. Nelson, in concert with other members of the Heinz board, made excellent strategic and operational recommendations and decisions which helped move Heinz forward. — Charles E. Bunch, Chairman and CEO, PPG Industries, Inc., and former Director of H.J. Heinz Company"

quote ceo quote

"Nelson Peltz and I served together on the Heinz board beginning in 2006 and have remained in touch since the company was sold in 2013. Nelson was an insightful and constructive presence on the Heinz board. He approached board and management relationships professionally and collegially. Nelson, in concert with other members of the Heinz board, made excellent strategic and operational recommendations and decisions which helped move Heinz forward. — Charles E. Bunch, Chairman and CEO, PPG Industries, Inc., and former Director of H.J. Heinz Company"

quote other

"Nelson Peltz and I served together on the Heinz board beginning in 2006 and have remained in touch since the company was sold in 2013. Nelson was an insightful and constructive presence on the Heinz board. He approached board and management relationships professionally and collegially. Nelson, in concert with other members of the Heinz board, made excellent strategic and operational recommendations and decisions which helped move Heinz forward. — Charles E. Bunch, Chairman and CEO, PPG Industries, Inc., and former Director of H.J. Heinz Company"

quote villain critique

"“As you know, we introduced you to a leading global retail consultant in July 2015. We understand that this consultant identified the opportunity to significantly enhance Deckers' operating profit through store rationalization and SG&A expense and COGS reductions. Inexplicably, the board declined to retain this consultant (or any other consultant of comparable reputation and quality) to pursue this path to create shareholder value. Management told us that it would be “too disruptive.”” — Red Mountain Capital (Top 10 Deckers Shareholder 12/5/16)"

quote demand list

""Given that the poison pill and unilateral bylaw amendments adopted by the Depomed board materially impact shareholder rights, shareholders should provide consent FOR the special meeting requests." — ISS, September 26, 2015; "[i]n this case, [Glass Lewis] believe[s] it would be in the best interests of [Depomed] shareholders to consent to the calling of the Removal and Bylaw Amendments Special Meeting and the Election Special Meeting so that the merits of the underlying issues can be more carefully evaluated." — Glass Lewis, September 28, 2015"

Depomed, Inc. · DEPO Starboard Value · p. 3
quote before after

""...the presence of an activist investor suggests that shareholder friendly capital allocation focus could persist...Activist investor Starboard Value reported acquiring an 8.4% stake in Huntsman on September 28, 2021 and shortly thereafter publicly shared slides noting, among other things, "We believe there is a meaningful opportunity for margin improvement." As such, we think operational efficiency potential or portfolio management announcements are likely to remain top of mind over the near-to-medium term." — Morgan Stanley, November 2021"

Huntsman Corporation · HUN Starboard Value · p. 33
quote ceo quote

""The Federal Reserve Board has been unable to find any credible purpose for the huge balance sheets built by Fannie and Freddie other than the creation of profit through the exploitation of the market-granted subsidy. Fannie's and Freddie's purchases of their own or each other's mortgage-backed securities with their market-subsidized debt do not contribute usefully to mortgage market liquidity, to the enhancement of capital markets in the United States, or to the lowering of mortgage rates for homeowners." — Alan Greenspan, 5/19/2005"

quote villain critique

"As stakeholders in Solvay we demand that the Board of Directors publicly states that the Company commits to bring its Rosignano plant fully in line with the strictest requirements of the UN Sustainable development goals (SDGs), with reference to SDG 14 (“Conserve and sustainably use the oceans, seas and marine resources for sustainable development”) and SDG 14 Target 14.1 (“By 2025, prevent and significantly reduce marine pollution of all kinds, particularly from land-based activities, including marine debris and nutrient pollution”)"

BlackRock · BLK Bluebell Capital · p. 55
quote ceo quote

"“The Federal Reserve Board has been unable to find any credible purpose for the huge balance sheets built by Fannie and Freddie other than the creation of profit through the exploitation of the market-granted subsidy. Fannie's and Freddie's purchases of their own or each other's mortgage-backed securities with their market-subsidized debt do not contribute usefully to mortgage market liquidity, to the enhancement of capital markets in the United States, or to the lowering of mortgage rates for homeowners.” — Alan Greenspan, 5/19/2005"

quote demand list

""With Kao's world-class brands, the Company can, and should, be a global leader. However, unlocking this potential requires an ambitious, growth-oriented strategy led by an independent and highly-qualified Board. Shareholders now face a clear choice: support the election of outside directors with the expertise needed to drive growth, or maintain the status quo. There is no downside risk -- only the opportunity to strengthen Kao's leadership, focus, and strategic direction." — Seth Fischer, Founder & Chief Investment Officer of Oasis"

Kao Corporation · 4452 JT Oasis Management · p. 4
quote ceo quote

"A: "[Product sales to ELF are] generally speaking, that's [Incoterms: Ex-Works ("EXW")], namely that the manufacturers provide a price to ELF only covering the product, production, etc. That's the commercial language. And sometimes elf will request the FOB, freight on board, to cover the shipment risk. But generally speaking, elf, they will cover all this, to US, but for the manufacturers, they are only responsible for the product production... 'Ex-works' means just the factory door, the factory gate." — Former ELF Shanghai manager"

e.l.f. Beauty, Inc. · ELF Muddy Waters · p. 11
quote ceo quote

""The Federal Reserve Board has been unable to find any credible purpose for the huge balance sheets built by Fannie and Freddie other than the creation of profit through the exploitation of the market-granted subsidy. Fannie and Freddie's purchases of their own or each other's mortgage-backed securities with their market-subsidized debt do not contribute usefully to mortgage market liquidity, to the enhancement of capital markets in the United States, or to the lowering of mortgage rates for homeowners." — Alan Greenspan, 5/19/2005"

quote villain critique

""Our Board has determined that each member of the Audit and Risk Committee is both independent (as defined under applicable Nasdaq listing standards and SEC rules related to audit committee members) and financially literate (as required by Nasdaq listing standards). The Board also has determined that each of Mr. Szkutak, Mr. Vazquez, and Mr. Yuan qualifies as an "audit committee financial expert" as defined by SEC rules, and has "financial sophistication" in accordance with Nasdaq listing standards." — Intuit 2024 Proxy Statement"

Intuit Inc. · INTU Spruce Point Capital · p. 113
quote ceo quote

"And let me add one thing, Catherine. I mean I always see it as advantage for a company like Ströer that they have representation of the founding families in the supervisory board. 80% of -- at least 80% of the [indiscernible] -- of the value of the families are inside the stock of the company. So it's I think, for every shareholder, the best insurance that the founding families and their representatives in supervisory board will do everything to drive a sustainable value development for future generations. — Udo Müller, Ströer SE"

Stroer SE & Co. KGaA · SAX Muddy Waters · p. 18