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Callouts & quotes from 621+ activist slides

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

Showing 1–60 of 621 matching "believe"
quote ceo quote

""Given the trends that we're exhibiting, the reversal in those trends, I'm just trying to understand what confidence that we can put in a reasonable timeframe, long term is a fairly vague definition, a reasonable time frame for evolution toward a 55% OR." — RBC; "One of the pushbacks we get in sort of recommending your stock is that there is a perception out there that maybe management is a little bit taking their time on the margin side. There isn't as much of a sense of urgency." — Bernstein; "Lance, I wonder if you could just give your investors a little bit of confidence... you guys have had some pretty significant OR targets out there for some time now." — Barclays; "Our analysis shows a significant efficiency gap between Union Pacific and its peers... This structural opportunity is execution-dependent but we sense the productivity improvement momentum currently occurring in the U.S. railroads, in part due to the management changes at CSX, provides significant incentive for management to attack this opportunity with more vigor." — BMO; "...we expect that management will begin to act with a sense of urgency to restore investor confidence (or will face increasing pressure to do so)." — Bernstein; "[on relative underperformance vs. peers] "...this is a tough question. But Lance, is there a sense of urgency that's been elevated?" — Deutsche Bank; "Ultimately, management needs to deliver better cost performance and under constant questioning they remained steadfast in their outlook to do so... we believe pressure will build on management to execute well." — Citi; "...I just want to understand what's embedded in the back-half guidance or the revised full year guidance? Because this is now the second time in, I don't know, 40-45 days that we're revising the full year outlook. ...there are a few people out there that have many decades of PSR experience that have been PSR implemented... Those guys seem to be available on a consultancy basis. I don't know if there is scope to bring in somebody on a short-term basis to accelerate some of the progress... Is that something that you're considering or looking at doing?" — Deutsche Bank; "I want to ask just a bigger picture question. I think some people are questioning the success or maybe the sustainability of PSR. ... We were supposed to do at 55% this year on our way to a lower low to mid-50s OR in a couple of years. Are those just the wrong numbers to be thinking about now for the OR over time?" — Wolfe; "And then for next year, I heard the word confident a lot. ...but not confident enough to give the OR guide for next year of 55%. ...is 55% achievable for next year?" — RBC; "...you laid out a multiyear productivity improvement for the network. ...are you confident that you can eventually obtain the aggregate plan over time? ...reset at a lower level going forward?" — Evercore ISI; "...can you talk a little bit to the longer-term transition plans? What skill sets do you think the Board really is focused on for the next leader of the business." — Susquehanna; "After a period pre-pandemic where significant improvement in operating efficiency resulted in the mgmt. team at the time boasting a forecast for an 'industry leading O/R,' mgmt. has now backed off that objective... Looking back to the period late 2016 to early 2019, that time was characterized by guidance that lacked conviction, a dearth of PSR expertise at the mgmt. level and (ultimately) sub-par operating results. Fundamentally, we are concerned that we are entering a new period characterized by the very same challenges." — RBC"

quote precedent table

""Despite Juniper's strong fundamental performance this year that has driven the Street's EPS estimates higher versus a year ago, Juniper's stock (up 10% YTD) has underperformed relative to the S&P 500 Index (up 26%) in 2013. As such, we discussed the opportunity for an accelerated stock repurchase program with Juniper. ... We believe a $3 billion stock repurchase program could be 15-20% accretive to EPS" — Cantor Fitzgerald (12/11/13); "With respect to uses of cash, is there an argument for giving a committed level of cash return to shareholders out of free cash flow, given the healthy cash balance you have, given that it feels like cash flow, as a trend, should be rising going forward?" — Credit Suisse, CS Tech Conference (12/4/13); "Over the past three years, free cash flow generation at Juniper has averaged over $550 million per year. Further, the company has a relatively strong balance sheet with $2.8 billion of net cash at the end of the June quarter or 26% of the current market cap. ... we believe Juniper could and should institute a more formal capital return strategy" — Credit Suisse (9/18/13); "We believe there is scope for increased cash distribution" — Credit Suisse (9/18/13); "Healthy cash flow, no dividend. A quarterly dividend of $0.08/share would be very reasonable (potential yield 1.6%), but nothing's planned as yet" — RBC (8/12/13); "Juniper is a member of a club that most investors would like to see it resign from: Out of the 35 largest Hardware & Equip companies globally, JNPR is one of only four that is not expected to pay a dividend over the NTM. We believe it is time for JNPR to quit this club. ... we think a dividend would be viewed as a much-needed sign of mgmt's longer-term confidence. ... The knock-on positive effect of paying a dividend is bringing a whole new class of shareholders into the ownership base" — Citi (6/7/13); "We think it is time that Juniper quits the non-dividend payers and joins the overwhelming majority of global peers that directly return cash to shareholders" — Citi (6/7/13); "Risks to our Sell rating include a stronger carrier spending environment, improved competitive positioning, or a more aggressive capital allocation strategy, including the introduction of a dividend or a large buyback" — Goldman Sachs (4/24/13); "What would make us more positive? More aggressive capital allocation and/or activist shareholder involvement. Juniper's strong balance sheet ... and cash flow generation (estimated 7% FCF yield in CY13) make it a strong candidate for a significant buy-back or initiation of a dividend" — Goldman Sachs (3/19/13); "Juniper's share repurchases are typically used to offset stock option dilution resulting from the company's employee stock plans rather than being opportunistic buybacks based on price" — Goldman Sachs (6/13/12)"

Juniper Networks · JNPR Elliott Management · p. 9
quote demand list

""longer works because FD is now a detriment to the combined entity's valuation, 3) management seems unwilling to acknowledge the asset is destroying value, so 4) while the only hope is activism at this point - given management's ongoing hope that FD can rebound - the potential for activism seems low...." — Barclays – August 30, 2018; "Finally, we have also begun to field questions from investors about management's ability to successfully turnaround Family Dollar and whether DLTR would consider other strategic options...we are growing concerned that such a heavy focus of time, capital, and opex is being spent on Family Dollar with little to no fundamental improvement and that it may be better spent on the core Dollar Tree segment." — Goldman Sachs – August 30, 2018; "The market's interest in sum-of-the-parts (SOTP) and a potential break-up clearly indicates that the wheels have come off the Family Dollar bull thesis. This turnaround has stalled much too early and the core business, while producing good top-line, is experiencing margin pressure...Family Dollar a Clear Disappointment: Three years after closing on this turnaround project, comps are weak, the productivity gap to DG is as large as ever, and margins are back-tracking after initial progress. We estimate the value destruction of this deal at $7 billion...We were not fans of this transaction from the start, and it's now clear that DLTR would have been much better off today if they had not done this deal." — Wells Fargo – July 11, 2018; "While very low likelihood, in our view, DLTR could go down the path of multiple price points at Dollar Tree or simply raising the single price point. This could be done with or without the divestiture of Family Dollar stores. While, on paper, we understand the attractiveness of such a move (better comps and profit dollar growth, temporarily) we don't see the current Board or management team as amenable." — Credit Suisse – June 12, 2018; "Family Dollar's performance has disappointed investors – We have been disappointed/frustrated with Family Dollar's progression.... A 10% premium to the market for Dollar Tree implies investors are essentially getting Family Dollar for FREE...In this case, investors have essentially attributed ZERO value to Family Dollar's 8,000 stores, $10 billion of sales and $512mmE of EBIT." — RBC – June 8, 2018; "The Dollar Tree concept has been highly successful, but there remains significant opportunity to unlock value by expanding price points and we see three reasons this catalyst could arrive sooner than expected...Lastly, we believe the moment of truth is here for Family Dollar, and failure to drive a more meaningful comp improvement could leave management searching for another source of growth." — Wells Fargo – May 18, 2018"

Dollar Tree, Inc. · DLTR Starboard Value · p. 10
quote preempt rebuttal

""We believe the exit of CEO Kevin Johnson raises some concerns around execution, which has been largely uneven of late. That said, his eventual successor could be more opportunistic around costs and buybacks, while simplifying the product line. Time will tell" — Barclays (7/24/13); "Can we speak about the cost structure of Juniper and the scope for it to become more efficient? Because compared to many of the larger IT telecom equipment networking stocks, the operating expense to sales ratio ... [is] almost one of the highest of all the companies that we've looked at. ... Is it a case of direct cost-cutting?" — Credit Suisse, CS Tech Conference (12/4/13); "One of the frustrations I hear from investors is around OpEx and OpEx management. I think you have one of the highest percentages in terms of sales of R&D spend. We've seen other companies in the sector that have throttled back on OpEx, returning cash in an aggressive way, and they're being rewarded for that" — UBS, UBS Tech Conference (11/19/13); "Cost cutting should be focal. Juniper's operating margin structure has been under pressure for several years ... Over the same period revenue has grown at a CAGR of 3.3% per year which raises questions about management's ability to control operating expenses. On an absolute dollar basis, operating expenses have risen by over $300 million from $1.8 billion in 2010 to $2.1 billion in 2012 which, as a percentage of sales, is the highest within our coverage universe" — Credit Suisse (9/18/13); "The retirement of CEO Kevin Johnson, while not expected this quarter, could provide an opportunity for a new strategic approach given the difficulties the company has faced. At the very least, it gives the stock a chance to benefit from the restructuring and realignment story that usually occurs after a CEO transition" — Morgan Stanley (7/24/13); "We view the increased opex as disappointing as leverage was one of the main reasons investors were attracted to Juniper's stock" — Stifel Nicolaus (7/24/13); "We continue to believe the company's R&D level is far too high and generates below average returns compared to rivals such as Cisco and F5 which have R&D in the 10-11% of revenue range" — Wedbush Securities (6/13/12); "The main issue that is impacting Juniper's opex structure is the number of new projects the company has undertaken ..., each of which required big new investments. ... In our view, the underwhelming initial reception for MobileNext and QFabric is evidence that the company should adopt a more prudent investment strategy going forward .... We also believe that Juniper should address its cost structure ... including exiting lagging businesses" — Bank of America Merrill Lynch (5/23/12)"

Juniper Networks · JNPR Elliott Management · p. 8
quote preempt rebuttal

""On the product portfolio side, is there an argument that Juniper should be somewhat more focused?" — Credit Suisse, CS Tech Conference (12/4/13); "Juniper's current product cycle ramp seems to be the result of efforts to out-innovate the competition beyond what the business organization structure could support." — FBR (9/18/13); "The Security business has been a very difficult one. ... Is that a core business for Juniper? Or could it be a candidate for divestiture at some point?" — Citigroup, Citi Global Technology Conference (9/4/13); "We wonder if a new CEO would initiate a restructuring. Specifically, we believe that the company has too many products that continue to underperform, especially on the security side" — Stifel Nicolaus (8/20/13); "And when QFabric came along, there was a very big promise. And yet it hasn't really delivered to where your expectations were" — Oppenheimer, Oppenheimer Technology Conference (8/13/13); "Juniper has been donating market share in security for several years now implying a new strategic direction may be considered" — RBC (8/12/13); "In security, Juniper has been trying to stabilize the business for some time. You have $2.8 billion in cash, which incidentally is the check that Cisco wrote this morning to acquire Sourcefire. So with that in mind, how do you accelerate change for the security division with the limited resources?" — RBC, Q2'13 Earnings Call (7/23/13); "Is it possible to separate [enterprise security] from the carrier security side and sort of run it for cash as opposed to for growth?" — Morgan Stanley, Q2'13 Earnings Call (7/23/13); "As the networking market has shown sort of below trend growth over the last several years, if it continues to be sluggish how will you guys think about right-sizing your business or restructuring to fit this new level of growth" — Investor Q&A, BAML Conference (6/5/13); "Juniper has had higher than average senior management turnover over the last 3 years. While change is constant in Silicon Valley, we are focused on future execution in the switching business, as two executives who led their entry into the market, Hitesh Sheth and David Yen, departed to competitors in 2009 and 2011" — Goldman Sachs (3/19/13); "Loss of focus, loss of share - We attribute Juniper's share losses to a number of factors... Beyond product deficiencies, we believe the company's dispersed efforts on multiple fronts (new routers, data center switches, MPLS, etc) restricted funding availability for sales efforts, exacerbating the problem" — Bank of America Merrill Lynch (1/8/13)"

Juniper Networks · JNPR Elliott Management · p. 10
quote ceo quote

"Okay, great. And finally, your gross margins went up sequentially, which is interesting given that your payments revenue is ramping. Can you comment that dynamic? Is that reflective of the strength within the software business [when you had some higher] ARPU in the quarter? Or are you also seeing some improvement in your payment margins based on your growing scale? — BMO Analyst, Nov 2020. Yes, a little bit of all of the above. I mean, we obviously, given the growth in customers, saw some nice increase in the subscription line churn starting to come back towards normal, again, which helped a lot. Some of the discounting measures that we had in place are going [all start there a little off balance], as you know. We do continue to kind of look for ways to drive incremental margin and payments. And I guess, the other aspect to the overall gross margin is -- as you know, we do have some legacy payment referral revenue streams. And as those volumes are covered in the quarter as well, it would have been incremental to margin? — CEO Dasilva, Nov 2020. You have the very helpful slide that shows the adoption and some of the geos and verticals. Certainly seems to be going in the right direction. I'm just kind of curious once we think about what this is going to look like maybe after we've incorporated ShopKeep and Upserve, which I believe have higher ARPUs in part because they've been successful at payments, if we should be expecting it to kick up? Or just curious on how the incorporation of those companies will impact these dynamics? — Keybanc Analyst, Feb 2021. Yes, for sure, will tick up the Upserve business in particular. The vast majority of their customers were using Upserve payments as kind of they have a really nice elegant solution that embeds Payments right into the product itself. ShopKeep, they were further along as well on the Payments journey from a customer adoption perspective, though as we've talked about, largely through a referral model, but a good percentage of their customers do use a payment solution there. And as we talked about earlier, the teams are working hard to move those or to build the infrastructure to make sure that Lightspeed Payments is available to those customers. So all told, we expect those things to really positively impact our overall penetration at a global level. And of course, that's core to what we're trying to do around here is to make sure that the vast majority of our customers worldwide take Payments. So all these things, I think, are helpful. — CFO Nussey, Feb 2021"

Lightspeed Commerce, Inc. · LSPD Spruce Point Capital · p. 102
quote appendix data

""Our analysis of a theoretical model in which 80% of BWLD is franchised along conservative industry standards yields per share valuations significantly higher than BWLD's current share price" — Nick Setyan, Wedbush, 2/8/17; "[D]irectionally the activist plan is a much better plan than the one the current management team is focused on" — Howard Penney, Hedgeye, 8/18/16; "[T]he math [on a transition to a 90% franchised business model] looks intriguing, even when using what we think are conservative assumptions" — David Tarantino, Baird, 10/24/16; "[D]uring its Analyst Day...[Management] failed to address any changes to BWLD's long-term company/franchise store mix (now at 52% company-owned, which we believe should be reduced) by defending ongoing consideration of future franchise purchases (where we would hope for a re-franchising strategy)" — Paul Westra, Stifel, 8/16/16; "We like the potential for additional value-unlocking actions or a more drastic tack in strategy in-line with some of the ideas outlined in a recent 13D filing...Investors may look past downward revisions if the prospect of transformative action is on the table, but if this is called into doubt, fundamentals suggest a lower price for the stock" — John Zolidis, Buckingham, 9/15/16; "[A] falling [ROIC] as a result of higher capex could suggest a greater proportion of units would create more per share value as franchised units (e.g., where the same capex could be deployed for share repurchases)...Investors remain highly focused on the potential opportunity for BWLD to increase its franchise mix" — Karen Holthouse, Goldman Sachs, 8/4/16; "We view refranchising as a realistic alternative path to value creation for shareholders...Investors often forget BWLD was >65% franchised a few years ago. Our conversations with brokers that specialize in restaurant and franchisee transactions lead us to believe the appetite for most of BWLD's markets would be strong, and could command multiples towards the higher end of the 5-6x unit-level EBITDA industry standard"' — Nick Setyan, Wedbush, 9/12/16; "We believe investors would applaud the introduction of multi-year refranchising programs from Buffalo Wild Wings" — Jeff Farmer, Wells Fargo, 7/13/16; "'Logic' supports the premise that a franchise model is better insulated against economic volatility, generating a high margin annuity stream of royalties with limited operating volatility...We expect investors to further encourage (re)franchising / licensing at [BWLD]" — Jeffrey Bernstein, Barclays, 5/17/16"

quote ceo quote

""The large variability in capex versus original guidance (just set six months ago) demonstrates some lack of capital discipline within the company." — Citigroup (July 25, 2012); "On the upstream side, we question whether the company has the bandwidth to operate in over 20 countries... We do not believe a company of Hess's size will get credit in the market for a shotgun approach to investing across the world." — Citigroup (July 20, 2012); "The key issue for HES in our mind is capital intensity and the inability of management in recent years to live within the limits of its cash flows. Furthermore, given the lack of growth in oil and gas production over the last 5 years, there is a case to be made that the company should return more cash back to shareholders instead of attempting to grow at all." — Citigroup (July 20, 2012); "We are skeptical that Hess's current global growth strategy will yield superior returns or growth, as its organization appears to be spread thin and we think it is unlikely that Hess can have a competitive advantage in all the areas it is pursuing." — Goldman Sachs (June 11, 2012); "We believe Hess should consider further reducing its exploration program beyond what has already been announced. It is not clear to us given the levels of exploration spending versus cash flows that a mid-sized oil company can successfully pursue a global exploration strategy as Hess has attempted... The company's high-risk/high-potential exploration and acreage strategy since 2009 is thus far not yielding favorable results." — Goldman Sachs (June 11, 2012); "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, in addition to a growing deficit between capex and cash flow. Entering 1Q'12, HES had missed its production guidance for four of the preceding 5 quarters, meaning execution was at a premium." — Simmons (April 26, 2012); "Although we think the company's underlying asset value is worth significantly higher than our near-term price target, we now believe the shares will likely continue to struggle throughout this year and will trade substantially below our estimate of its fair asset value due to the lack of visible catalysts as well increased investor skepticism over management's execution record..." — Barclays (April 26, 2012)"

Hess Corporation · HES Elliott Management · p. 78
quote villain critique

""In exchange for releasing John Orr from his non-compete agreement with CP, Norfolk agreed to a one-time payment to CP of $25 million and also agreed to make "certain commercial and operational considerations related to the Meridian Speedway and the Meridian Terminal". These payments and concessions deserve scrutiny, in our view, given the potential competitive implications." — Deutsche Bank. "CP and Keith Creel look great on this trade... they're absorbing [Orr's] prior role into existing management (i.e., no cost to replace), while more importantly winning both a ~$25M payout from NS and commercial concessions related to NS's Meridian Speedway... While we don't know the specifics or value of the Meridian Speedway concessions, clearly they could be meaningful on this longer term Mexico-to-Southeast growth investment for CP and CSX connected by GWR." — Susquehanna. "Net net, we're underwhelmed by what we observed yesterday with respect to NSC's announcement. While John Orr is considered a good operator, it appears the cost to extract him from CP is notable and could have longer-lasting competitive implications, which is unfortunate in the context of the clear alternative. So in this sense, yesterday's announcement raises more questions than answers." — Deutsche Bank. "The bottom line is the cost of NSC's new COO appears higher than the headline would suggest. In addition to the $25 million one-time payment, it could also include capex to elongate sidings and concessions that lead to less volume for NSC and more volume for CP and CSX. More details and transparency is needed, in our view, given the company could have hired Jamie Boychuk with no concessions, who we consider to be best suited to be the COO of NSC given his long and successful track record." — Deutsche Bank. "Norfolk also provided some details on the Meridian Speedway agreement with CPKC that caused a significant amount of confusion and frustration over the last several weeks. We believe the management team already missed a few opportunities to clarify this issue ... Ultimately, Norfolk did not quantify the full cost so management will still have to address this issue on the 1Q24 earnings call, especially if the operating momentum does not continue to accelerate" — J.P. Morgan."

quote ceo quote

""To summarize, the key growth assets underperform, expectations are lowered, and a key investor fear – Hess's propensity to outspend cash flow – is stoked by an early upward revision to the 2012 budget." — Deutsche Bank (April 25, 2012); "Flowing through from the high capex and low growth, the company has the lowest yield and lowest dividend growth combination amongst major oils." — Deutsche Bank (July 27, 2011); "The company has continued to be a net issuer of equity...at a time when most of the other majors have been buying stock back... and has produced low return on capital employed for most of the present decade." — Bernstein (October 22, 2009); "The company's refining and marketing assets remain emphatically not for sale, despite the fact that redeploying downstream invested capital...to the much higher returning upstream would make solid business sense." — JP Morgan (September 17, 2009); "Hindsight: We can't believe you're back to more hedging." — Deutsche Bank (September 29, 2008); "Notwithstanding the romance of Leon Hess's development of the company from one oil delivery truck into a multi-billion dollar enterprise, by the early 2000's the company's reputation with investors was one of a struggling oil essentially run as if it were private." — Deutsche Bank (August 7, 2007); "Historic mistrust, with certain major potential shareholders reluctant to invest based on the issues faced in the past with a distinctly mixed record of shareholder value creation to say the least. Ultimately, John Hess is still in charge, and that provides a major link to the past. Hess has historically shown poor performance on operational metrics..." — Deutsche Bank (August 6, 2007); "The change in 2008 estimated EPS is due to our belief in the industry-wide cost pressures being sustained into next year and the company's inability to manage them quite as successfully as do the Majors." — Bank of America (April 26, 2007); "Continued exploration losses are value destructive." — Deutsche Bank (October 25, 2006); "It is important to highlight that the highest paid companies are also the best performers, with the arguable exception of Hess. He is a dynastic executive left in a business that resonates with family fortunes..." — Deutsche Bank (August 24, 2006)."

Hess Corporation · HES Elliott Management · p. 79
quote ceo quote

""Hess's near-term strategic outlook is fairly clear-cut: the company must improve. [Hess] will need to regain project management credibility after disappointing results..." — Bank of America (January 6, 2004); "Having lagged the recent rebound in the sector—adding to what has been long-term secular underperformance..." — Goldman Sachs (December 9, 2003); "We believe Hess had four issues it needed to overcome: Top management was not as strong as at its competitors; E&P asset base was very mature and short-lived; Balance sheet was weak; Capital discipline was expressed in words, but not practiced in actions." — Goldman Sachs (December 9, 2003); "Will perpetual restructuring mode ever end?" — Goldman Sachs (October 14, 2003); "Hess released another quarter of disappointing earnings...While offshore development delays are not uncommon for large oil and gas projects, Hess has consistently disappointed the market with operational performance over the past several quarters." — Bank of America (July 29, 2003); "[Hess] a company that we consider the most fundamentally flawed E&P or integrated in our investment grade universe... Unfortunately, these days a lack of astoundingly bad news is cause for celebration!" — Morgan Stanley Credit Research (May 1, 2003); "With below cost of capital ROACE, high upstream costs, and strategic impediments due to recurring high debt levels, we believe the Hess shares should continue to trade at a material discount vs. the integrated peer group. Moreover...we remain unconvinced that the company's planned upstream growth will lead to improved profitability and returns." — UBS Warburg (April 30, 2003); "The burden of high debt levels and low returns, with abandoned targets and a weak near-term production profile, leaves the management in need of reestablishing credibility and share price performance." — Deutsche Bank (April 8, 2003); "The material erosion of shareholder equity so soon after the completion of these two acquisitions is a clear disappointment... [It] also must raise questions as to the acquisition due diligence process within Hess...We believe investors' confidence in the company has been materially undermined..." — UBS Warburg (February 3, 2003)"

Hess Corporation · HES Elliott Management · p. 81
quote ceo quote

"4/7/08: “Michael the good news is we have a team here that’s really working together.”; 7/8/09: “So the good news was we believe that there was room for improvement and here we go.”; 1/10/11: “Good news is, and you’ll see some of this here on the right-hand side, Alcoa continues to be recognized for what I would call values-based management.”; 10/6/08: “The good news is if you talk about real future projects, we can continue to look at future projects because as I said before our mid- to long-term prospect in alumina and aluminum is positive.”; 7/12/10: “I mean the good news is Russia is coming back.”; 4/11/11: “And the good news, also on top of it, 32% revenue growth on a year-over-year basis.”; 10/11/11: “We are, and that’s the good news here, whatever lies ahead of us, we are prepared to take it.”; 4/10/12: “And the good news also is all of that would not be possible if we wouldn’t have driven process innovations.”; 1/8/13: “In Europe, we expect a decline of 4% to 6% in 2013, and that is also relatively good news because the decline is slowing.”; 4/8/13: “But that’s better news -- I mean, more good news than bad news, I would say.”; 10/8/13: “So good news to come and I think the orders are showing in the right direction here.”; 1/12/09: “The good news is all of those markets are our end markets in Russia.”; 10/7/10: “So with that, let’s go to the aluminum demand and see what implications the end markets drive has on the aluminum demand, and this is actually pretty good news.”; 7/11/11: “And the good news is, we’ve constantly innovated and substituted our own solutions.”; 11/9/11: “So there’s a lot of moving elements in this segment of our business, we need the productivity but we also get it, and that’s the good news.”; 1/9/12: “Well, I think the good news is we’re doing it in addition to the things that we’ve done before.”; 11/7/12: “The good news is the growth rate is exactly in those fields that are higher-margin on traditionally and will be, that’s fantastic.”; 7/8/13: “This is the good news. I mean, the good news is that we will be able to grow our aerospace business, I mean, and every one of the segments that caters to aerospace.”"

Arconic Inc. · ARNC Elliott Management · p. 225
quote ceo quote

"Other than these efforts, we are also working to strengthen our collaborations with professional agencies in building our talent pool and improving the content offerings. Historically, agencies have a limited role in Momo's live streaming ecosystem. We have noticed, since earlier this year that some quality talent agencies and MCNs are becoming increasingly mature in terms of talent management and content development. As a result, we are adjusting our operational policies to better support the high value-added agencies in traffic and other resources, as well as economic incentive. We believe that such adjustment will give the quality agencies bigger room to develop and does better motivate them to help us in developing talent and driving constant quality and diversity. It will also allow them to grow their business in a bigger way within our ecosystem, which in turn will grow ours. In November, we rolled out a trial plan, whereby the qualified agencies are provided with a different level of additional cash incentives if they reach certain growth targets. Although such incentives will likely cause cost in revenue to continue to fluctuate in the future, we believe it will better motivate the agencies and individual broadcasters to invest and grow their business within our ecosystem, which in turn will grow ours. Moving on to mobile marketing business, the new homepage design of 8.0 has diverted traffic from nearby people to other product modules. At the same time, we have also reduced the number of ad units in the nearby posts from 3 to 1. As nearby people and nearby posts are the two major carriers of the ad impressions. The 8.0-related changes have led to a significant decline in the ad inventory supply resulting in a sequential decrease in mobile marketing revenues during the third quarter. On the product side, one of the key hurdles that we had in improving the long-term user retention was the fact that our core use case, which was pretty much based on nearby people and instant messaging was kind of limited. In the past two years' time, we have made a lot of progresses in expanding the social use cases. — Tang Yan Q3 '17 Earnings Call"

Momo, Inc. · MOMO Spruce Point Capital · p. 53
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; “I have zero confidence this team can get this right and certainly not in the timeframe that is needed. I rarely call for wholesale change at a company, but that is what is needed here.” — Top 10 Active Shareholder; “Having the current CEO drive the process for a new strategy is not a good idea. I think that means we get glacial change and even if they say they are going to become SpaceX there is still going to be a fairly material overhang in the stock because of skepticism about the execution. This is a good time for the change.” — Top 10 Active Shareholder; “Would you ever see anyone issue a press release that says ‘35 year veteran of the company to drive significant strategic, operational and financial turnaround,’ which is what you would have to believe is possible if you think that Bob Jordan is the right CEO. You need a really different leader to right the ship.” — Top 10 Active Shareholder; “I don’t think this is the right CEO to lead the company and I would view his removal positively... Is this the leader you think is able to lead the company into the transformational change that is needed? I don’t think so and I am not sure other investors do either. I would be surprised if they did.” — Top 10 Active Shareholder; “So it is really [the CEO] has not done a good job running the company and what they have in front of them is considerably different than the job he came into, so this really is a natural time for a leadership succession. The Street would be widely supportive of a change.” — Top 10 Active Shareholder"

Unknown · p. 73
quote other

""We, therefore, encourage you to support the changes sought by our fellow shareholders at Elliott Management. We intend to support Elliott's proposed proxy slate because it serves the long-term interests of the Company and its owners." — First Pacific Advisors, February 6, 2017; "Independent members of this board, who own less than 0.1% of outstanding shares, continue to disregard the overwhelming publicly expressed desire for leadership change from the company's largest long-term owners, including Orbis." — Adam Karr, Orbis Investment Management, March 3, 2017; "Lion Point believes that Elliott's plan for value creation can reverse the past and set new Arconic on a better path to creating shareholder value." — Lion Point Capital, February 16, 2017; "It's a CEO problem—there has been no value created." — Sarat Sethi, Douglas Lane & Associates, February 30, 2017; "We also acknowledge activism could create an opportunity to highlight value that is even higher at $40 (and in the range of the activist target) to account for significant margin expansion from current levels, premised on a market P/E of 17x and earnings of $2.37." — Morgan Stanley, February 1, 2017; "In our view, a new CEO is an important positive catalyst to more expeditiously improve the company's operations and increase its margins while rationalizing capital expenditures / M&A opportunities." — Wolfe Research, February 6, 2017; "Elliott has a good case. Investor returns under Chief Executive Klaus Kleinfeld, who took over at Alcoa in 2008 and now runs Arconic, have been poor. Investors have seen their stock lose well over half its value under Kleinfeld." — Reuters, February 1, 2017; "Saving Klaus from Paul Singer is top priority for its management. Drain the swamp. Let Elliott Management's recommendations prevail. Too many good people are getting hurt throughout this Company." — Glass Door, March 17, 2017; "If I were an Arconic shareholder, I would be voting the "blue card" to bring the dissidents to power." — Pittsburgh Tribune, March 13, 2017"

Arconic Inc. · ARNC Elliott Management · p. 22
quote ceo quote

""The continued string of negative news has left management with some work to do to rebuild investor confidence." — Bank of America Credit Research (January 31, 2003); "We believe Hess should trade at a 5%-10% discount to the Domestic Oils based on...[and 3] Damaged management credibility." — JP Morgan (January 30, 2003); "Credibility matters, and Hess has little of it left." — Credit Suisse (January 30, 2003); "REITERATE UNDERPERFORM; E&P DETERIORATION A SERIOUS ISSUE There is no change to our Underperform rating for Hess despite the continued slide in its shares. We believe large write downs at its LLOG and Triton acquisitions coupled with continued erosion in its base E&P properties point to serious problems with the company's exploration and production business." — Goldman Sachs (January 30, 2003); "...While investors remain worried over the management's seemingly sloppy attitude to shareholders...We are increasingly concerned over Hess's continuing ability to generate these 'non recurring' charges ...Carelessness with shareholders equity is a worrying trait in any corporation." — Credit Suisse (January 30, 2003); "...We believe even if the disposal program is completed the portfolio improvement is unlikely to be sufficient to result in returns in excess of Hess's cost of capital." — UBS Warburg (November 5, 2002); "...Production forecasts were revised lower supporting concerns that we have had regarding economic value creation..." — Morgan Stanley (October 25, 2002); "Hess's stock fell 12% today on the back of a downgrade to 2003 and 2004 production expectations and a further write-down of the LLOG properties. While neither of these things is devastating to the company's value, we believe that management credibility at Hess has been stretched very thin...This charge will be seen by investors as a continuation of a disturbing pattern of special charges at Hess...again calling into question the company's judgment..." — Credit Suisse (October 24, 2002)."

Hess Corporation · HES Elliott Management · p. 82
quote ceo quote

"Q3 2008 call: “What we keep seeing from operators is one, great interest; two discussing details of the projects; three, discussions between operators and OEMers about joint projects for the next year.” — DSP Group Management; Q4 2008 call: “This year's Consumer Electronic Show was an important event for DSP Group during which our XpandR product line received a clear vote of confidence and proof from the marketplace that the strategic decisions and investments we previously made were right.” — DSP Group Management; Q1 2009 call: “I can say that we shall begin deliveries and we shall begin to see revenues in the fourth quarter...we had increased tractions with customers and we are basically building on this momentum and working together with these customers in order to a) get these designs into production. But as Eli said, we will start seeing revenues coming in the fourth quarter and I would say most of these designs will -- can really mature into -- will mature into products into next year.” — DSP Group Management; Q2 2009 call: “we are still on track, so we do expect to see some revenues towards the end of the fourth quarter of this year. But as we said also in the previous call, most of these design wins will mature into revenues in 2010. But as we said, some production and revenues are expected in the fourth quarter.” — DSP Group Management; Q1 2010 call: “Now your second question was a more color on the new product line, meaning the XpandR multimedia. And as we said in the previous conference call following CS, we're seeing a lot of interest in the product...we believe that this products will gain traction in the second half and towards next year..” — DSP Group Management; Q4 2010 call: “What I can tell you is that we feel very good about the traction that we get for instance with the multimedia handsets that we showed that are several and new designs with new brands that will be launched from the beginning of 2011.” — DSP Group Management"

DSP Group, Inc. · DSPG Starboard Value · p. 20
quote villain critique

"“Most recently, I got a message from [redacted]. [Redacted] was a heavy user of TransMedics liver machine. They went into a contract, and then TransMedics started operating in this really inefficient way that we discussed earlier where they sometimes will commit to going to a donor maybe in Reno, but they show up with three planes, and so then [redacted] believed that they just ordered a $100,000 machine and service, but then a month later, they get $300,000, $400,000 worth of invoices because TransMedics is passing along all of these aircraft fees and the ground transportation fees to them. This colleague was explaining to me the situation where when they went into contract, none of this was agreed on. And so, internally, they were having trouble getting this routed appropriately through procurement at the hospital and needing to renegotiate or get it into the agreement. And so, it had been several months where they had not yet been able to reimburse TransMedics for the flight charges that they were trying to pass through to them. Well, Waleed reaches out to this transplant center, which is the largest transplant center in [redacted], and essentially gives them 48 hours to pay all of these flight charges that they never agreed to pay. TransMedics went on and incurred the charges on their own and then tried to pass along the charges to [redacted]. And essentially tells them that they are going to shut off access to the machine to them. They never even agreed to these expenses...I just found it very disturbing that they come in with these threats that their patients will no longer have access to these lifesaving grafts because they now want to be reimbursed for these flights retrospectively that they acknowledged was never in the agreement, but the incurred the charges and they want them to be paid anyway. And holding them hostage.” — Executive at a leading West Coast OPO, longtime industry veteran"

TransMedics Group Inc · TMDX Scorpion Capital · p. 89
quote villain critique

""The main issues our engineers and experts are raising are trust in the data, a lack of transparency. Behavior in certain situations like extreme temperatures and so on. This is a big question mark where they're saying that we are having a lot of issues and a lot of risk. Those are [some of the] core questions that are circling around. They don't trust that you can charge it in 15 minutes, for example." — Senior member of Volkswagen’s EV battery effort. "I wouldn't say that nothing that we tried worked. I've been on a number of calls with people, a lot of them are into the hype, and they hear a hesitation in my voice, and they just can't believe that it's not real for whatever reason. But this is an extraordinarily hard thing to do to the point that most people can't really understand how hard it is...Most people who have not done some kind of industrial work in the past just have no idea how difficult this stuff is, how uncertain it is... This is a super-difficult problem like, basically, Nobel-Prize-winning work needs to be done to make solid-state batteries real." — Former employee #1. "A lot of the upper management have very good backgrounds, a lot of Stanford grads there. They absolutely wouldn't falsify data or fudge things. But the CEO, his [pause]...his [pause]...he's a different [pause]...he's different. He's different from the rest of their team, and he is totally in charge...Dissenting views have no place at the company...different interpretations of the science. You're picking up on it [the discrepancies]. I'm sure a lot of the science team there would do it differently, but it's all up to the CEO. Jagdeep is picking every slide, every picture, what the colors are...[he's] selling this vision on Jim Cramer's show and he hopes the data catches up to him...It's taking a long time, taking longer than Jagdeep wanted and his backers wanted." — Former employee #2."

QuantumScape · QS Scorpion Capital · p. 3
quote ceo quote

"“Now, the integration value [of Speedway] is, I would say, proprietary. I can't give out a number from a competitive reason of that integration value, but I can say it is very significant...” — Gary Heminger, July 28, 2016; “So we look at the integration value [of Speedway]. We look at kind of the dis-synergy if we were to do something different with Speedway, and we still believe that it has a very strong fit in our system.” — Gary Heminger, October 27, 2016; “There have been some questions about a sale of Speedway and we have such a low tax basis in Speedway. We would find that hurdle hard to overcome...” — Gary Heminger, February 14, 2017; “The bottom line is that there is no compelling valuation opportunity in separating our retail business, and that any potential separation will cause loss of integration synergies, additional cash needed to maintain appropriate balance sheet strength, increase volatility in the remaining business, and, we believe, result in long term value disruption.” — Gary Heminger, September 5, 2017; “As part of this exploration process, MPC and Speedway negotiated a potential post-spin supply agreement. Our analysis indicates any supply agreement structured in pursuit of a tax-free spin would be market-based and arm's length. Such a conventional supply agreement would be limited in term and in volume. As a result, the supply agreement only temporarily and partially mitigates the loss of integration synergy, and the synergy value lost beyond the term of an initial supply agreement is substantial. In short, such a transaction, even with the supply agreement, would destroy significant value.” — Gary Heminger, September 5, 2017; “...we completed the very comprehensive review of Speedway and the conclusion, the unanimous conclusion by the board was that Speedway would remain in the vertical integration of MPC.” — Gary Heminger, February 13, 2018"

Phillips 66 · PSX Elliott Management · p. 3
quote ceo quote

"“Now, the integration value [of Speedway] is, I would say, proprietary. I can't give out a number from a competitive reason of that integration value, but I can say it is very significant...” — Gary Heminger, July 28, 2016; “So we look at the integration value [of Speedway]. We look at kind of the dis-synergy if we were to do something different with Speedway, and we still believe that it has a very strong fit in our system.” — Gary Heminger, October 27, 2016; “There have been some questions about a sale of Speedway and we have such a low tax basis in Speedway. We would find that hurdle hard to overcome...” — Gary Heminger, February 14, 2017; “The bottom line is that there is no compelling valuation opportunity in separating our retail business, and that any potential separation will cause loss of integration synergies, additional cash needed to maintain appropriate balance sheet strength, increase volatility in the remaining business, and, we believe, result in long term value disruption.” — Gary Heminger, September 5, 2017; “As part of this exploration process, MPC and Speedway negotiated a potential post-spin supply agreement. Our analysis indicates any supply agreement structured in pursuit of a tax-free spin would be market-based and arm's length. Such a conventional supply agreement would be limited in term and in volume. As a result, the supply agreement only temporarily and partially mitigates the loss of integration synergy, and the synergy value lost beyond the term of an initial supply agreement is substantial. In short, such a transaction, even with the supply agreement, would destroy significant value.” — Gary Heminger, September 5, 2017; “...we completed the very comprehensive review of Speedway and the conclusion, the unanimous conclusion by the board was that Speedway would remain in the vertical integration of MPC.” — Gary Heminger, February 13, 2018"

Phillips 66 · PSX Carl Icahn · p. 19
quote ceo quote

""...with Starboard now nominating a slate of directors it has formally challenged HUN's board structure. These nominees are quite qualified in our view, and we think could be quite effective at aiding and improving the upstream, downstream, and financial footprint at the company...productivity should be a perpetual process, and additional oversight and guidance through its evolution could be helpful for a company that does not have a longstanding productivity culture." — BofA Securities, January 2022; "Mr. Gallogly carries high esteem for making money for Chemicals investors over the past 10+ years – As CEO of LyondellBasell (LYB), shares outperformed the S&P 500 by 382% and outperformed peer Dow Chemical by 357% from emerging out of bankruptcy in 2010 until Mr. Gallogly announced his retirement in late September 2014...We think he carries four main attributes that investors would welcome to the board of Huntsman (or any Chemical company for that matter): 1) operating acumen and focus on safety + cost, 2) a track record of prudent and shareholder-friendly capital discipline, 3) a reputation of being forthright and outspoken in his views, and 4) a track record of delivering on results." — Barclays, January 2022; "Importantly, we believe that Jim Gallogly stands out among the proposed Starboard nominees and the newly added board members with the potential to be especially impactful on investor confidence, and on the contribution that the refreshed board could make to the Company's bottom line and valuation. In our experience covering LyondellBasell when Mr. Gallogly was its CEO, his leadership was both evident in the Company's results and was rewarded by the equity market. We believe that a candidacy of Mr. Gallogly's caliber could greatly enhance the board, in particular in the areas of operational efficiency and cost control." — KeyBanc Capital Markets, January 2022"

Huntsman Corporation · HUN Starboard Value · p. 69
quote nominee bio

""...with Starboard now nominating a slate of directors it has formally challenged HUN's board structure. These nominees are quite qualified in our view, and we think could be quite effective at aiding and improving the upstream, downstream, and financial footprint at the company...productivity should be a perpetual process, and additional oversight and guidance through its evolution could be helpful for a company that does not have a longstanding productivity culture." — BofA Securities, January 2022; "Mr. Gallogly carries high esteem for making money for Chemicals investors over the past 10+ years – As CEO of LyondellBasell (LYB), shares outperformed the S&P 500 by 382% and outperformed peer Dow Chemical by 357% from emerging out of bankruptcy in 2010 until Mr. Gallogly announced his retirement in late September 2014...We think he carries four main attributes that investors would welcome to the board of Huntsman (or any Chemical company for that matter): 1) operating acumen and focus on safety + cost, 2) a track record of prudent and shareholder-friendly capital discipline, 3) a reputation of being forthright and outspoken in his views, and 4) a track record of delivering on results." — Barclays, January 2022; "Importantly, we believe that Jim Gallogly stands out among the proposed Starboard nominees and the newly added board members with the potential to be especially impactful on investor confidence, and on the contribution that the refreshed board could make to the Company's bottom line and valuation. In our experience covering LyondellBasell when Mr. Gallogly was its CEO, his leadership was both evident in the Company's results and was rewarded by the equity market. We believe that a candidacy of Mr. Gallogly's caliber could greatly enhance the board, in particular in the areas of operational efficiency and cost control." — KeyBanc Capital Markets, January 2022"

Huntsman Corporation · HUN Starboard Value · p. 162
quote ceo quote

"Look, in the end, I think the biggest risk is the technology, whether that will function or not, and whether they're able to scale the technology at a very competitive cost. And now you have to think about, right, I've told you there is already over melting, over capacity in the market. So out of the roughly 200,000 plus metric tons that are being consumed, the melt capacity is, and the U.S. melt has just have added capacity. The melt capacity is beyond 300,000 metric tons. So you already have an excess capacity in a market. If you ask me personally from an investing, investing in a market that has over capacity, you'd really have to pick your company that really stands out. So from my personal opinion, IperionX, where right now, and I think this is what they're good at, they're good at marketing. Personally, I believe, to me it's more a marketing story right now. And that's why I say the risk is will they get their operations and be able to scale. If that, yes, it can be, but I don't really know their internal cost base and also the scalability to get up to 10,000 in a market that has very large established players. TIMET is building a new plant, that is public information and probably adding anywhere between 10 and 15 thousand tons of melt capacity. So they know what they're doing. And even for them, even though they know what they're doing and it's an already established technology, as these large industrial projects, it is hard to scale. So I think with IperionX from an investment perspective also is how can they to secure funding going forward because obviously they have costs and the revenue side, the revenue side is not there. I think these are the risks. So right now I would say it's a very speculative investment and from portfolio theory, you basically know what to do. — Industry Executive in Metals and Alloy Recycling"

IperionX Ltd. · IPX Spruce Point Capital · p. 37
quote appendix data

""We think the most viable form of unlock would likely come via spin-off of Midstream....That said, we think it might make the most sense to not include refinery-related assets/EBITDA with the Midstream spin, given the integration with and commercial value to the company's refining business." — J.P. Morgan, February 2025; "However, when [the Company was] pressed on these points, some of the integration case fell apart, in our view. For example, management acknowledged that a midstream spin could be done tax-free." — TPH & Co, April 2025; "In our view, the potential (transformative) investment case for PSX comes down to a question of 1) the potential value uplift of a particular action, and 2) the likelihood of that action taking place. For example, on one end, the monetization of the European retail business is highly likely, but the shareholder impact is relatively modest. On the other end, a spin/sale of the Midstream business is by far the single largest source of potential value creation ($40B-$45B of proceeds at a potential multiple - 10x - that offers by far the largest multiple uplift/arbitrage), but is also the strategy to which the management has been the most strongly opposed." — Piper Sandler, February 2025; "We believe the strong valuations and ability for a standalone company to better capture growth opportunities in the sector make a Midstream spin/sale appealing, in our view." — T.D. Cowen, February 2025; "At our theoretical SOTP of $160/share (our DCF-based price objective is $147), selling some midstream assets could unlock value." — Bank of America, February 2025; "PSX is unlikely to ever receive sufficient credit for much of its marketing and midstream business...there is clearly value to be created via disposals, of which is the initial $3.0B plan is a good start." — Piper Sandler, November 2023"

Phillips 66 · PSX Elliott Management · p. 10
quote other

""We understand from reading their proxy statement that any continuing agreement between Elliott and their nominees will be purely executory and such nominees will not owe any duty or allegiance to Elliott. Moreover, we find that the compensation provided by Elliott to their nominees is consistent and comparable to that of the company's continuing directors; specifically, continuing directors have similar upside potential on historical share grants received during their tenure as directors. We believe Elliott's nominees and your continuing directors are all compensated in a manner consistent with their fiduciary duties to all the shareholders." — David H. Batchelder, Hess shareholder, Relational Investors LLC; "Hess has portrayed these bonuses as somehow objectionable...it is difficult to see the merit in management's arguments. The bonuses seem surgically tailored to tie the payoff to Hess's stock price performance compared to competitors. That is intended to align the interests of those directors with those of the company's shareholders. Elliott makes the promise at the outset and then has no role to play afterwards, other than to pay up if milestones are met. No one is beholden to Elliott and the independence of those directors is not compromised." — Lawrence A. Cunningham, Professor, George Washington University Law School; "The Elliott approach makes sense for Hess shareholders. It's a straightforward and objective incentive plan that clearly connects the interests of independent nominees with the interests of shareholders over the medium and long term. This kind of approach lends itself to allowing these nominees, if elected, to focus on independent decision-making and fulfilling their fiduciary obligations on behalf of shareholders." — Randall Thomas, Professor, Vanderbilt Law School"

Hess Corporation · HES Elliott Management · p. 149
quote villain critique

""This whole story where they’re going to photonically interconnect chambers to grow the device, I have real problems with. Think about I need to get to 1000 qubits. So, I’m going to interconnect what? Fifty or 100 of these 40-qubit chambers? And what’s going to happen to errors, and what’s going to happen to connectivity? I just don’t think it’s a good solution. Their ability to scale, I just don’t believe." — Former executive; "The question is, how do I connect qubits in module A to qubits in module B? Because you have to do it with as high fidelity or else your module to module connection is your choke point. That’s the weak link. So, that is the major challenge that I see with the IonQ approach [...] But how do you connect modules together so that you have an extensible or scalable quantum system. They have talked publicly about some ideas to do that [...] But the fidelities with which they can do that today, at least what I’ve seen in the public domain, have not been that high." — Leading quantum computing scientist and longtime friend of both co-founders; "The approach IonQ does is they want to build multiple individual smaller traps and then connect them by fiber optics. They haven’t shown in principle that it works and that now it’s an engineering problem. The second problem is just adding more ions or qubits is not the hardest part. The hardest part is really making them behave in a quantum way and that they keep all of their properties as we try to scale up and going to bigger and bigger systems [...] Their roadmap is with these multiple traps to interconnect them. I personally am not super-convinced about that approach. I think that’s their biggest drawback." — IBM quantum computing researcher with expertise in ion-traps"

IonQ Inc. · IONQ Scorpion Capital · p. 130
quote other

""At the time of the initial deal announcement, our estimated fair value was around ¥20,000 per share. Over the last six months fair value has increased and we believe it could be upwards of ¥25,000 per share [...] How they arrived at the new valuation level is still unclear, especially as the wider market looks to have a significantly higher fair value estimate [...]" — Nicola Takada Wood, AVI, January 16, 2026; "Toyota is trying to acquire Toyota Industries on the cheap [...]" — Hugh Sloane, Sloane Robinson Investment Management, January 15, 2026; "I think the business environment has actually improved, the share prices of your competitors have risen, the tariff environment has improved, so I would have thought the value of the underlying business would also have gone up since 3 Jun. [...] The value of the cross-shareholdings has objectively risen by 5,300 per share, I don't think we need external valuations for that." — Christopher Davis, Mondrian Investment Partners, January 14, 2026; "The minimum acceptance condition will be hard to reach and as such an increase in the offer terms is likely. The uplift in subsidiary share buyback prices provides a benchmark for the increase to the tender offer price which would imply ¥21,000/share." — United First Partners, January 20, 2026; "This higher offer is almost worse than the original given that Toyota Industries' group shareholdings are worth ¥5,300 per share more now than they were in June [...]" — Stephen Codrington, Codrington Japan, January 14, 2026; "My strong sense from talking to indignant TICO shareholders [...] is that the 15% uplift has not changed their intentions and that in their eyes the ¥18,800 bid remains woefully inadequate." — CLSA (John Seagrim), January 15, 2026"

Toyota Industries Corporation · 6201 Elliott Management · p. 19
quote timeline

""Management's initial announcement on asset sales and increased payouts to shareholders, while significant, appeared to undershoot the high expectations that had buoyed the share price at the start of the year" — Border to Coast. "Keisei initially announced it would sell 1% of its OLC stake, which disappointed the market. The value of the OLC stake has different meanings for different shareholders of Keisei; however, if it continues this path, they can unlock capital to fund growth in capex or return funds to shareholders." — MFS Investment Management. "In our view, Keisei Electric Railway is a discounted asset with the potential to unlock significant value by reducing its 20% stake in Oriental Land." — Franklin Templeton. "We also expect the company to monetize its 20% stake in Oriental Land, which equals Keisei's entire enterprise value" — Boston Common Asset Management. "The entire market capitalization of Keisei is $6.6bn, and they've got this $8bn post-tax investment sitting there. On top of that you're also getting this profitable rail business thrown in there basically for free." — Fidelity International. "The Fund considers that the valuation [of Keisei Electric Railway] is extremely inaccurate." — Sparx Japan Small-Cap Fund. "...it's remarkable that Keisei Electric trades at about a 50% discount to the value of that stake in Oriental Land, as well as the value of the land and the railway line business as well." — AVI Asset Value Investors. "Keisei Railways ... have significant latent value hidden in net cash or cross-holdings. Through the efforts of both ourselves and others, we believe this value has a strong chance of being unlocked amidst this new atmosphere of reform in Japan." — M&G Investments."

Keisei Electric Railway · 9009 Palliser Capital · p. 37
quote ceo quote

""Ultimately, we think that a typical point that we run will mature to a point where it's got a very, very solid consistent number of pets that'll treat on a weekly basis, and we're estimating that it takes roughly a little over a year to get to that point. And in a slow environment, it could take upwards of 18 months to get there." — McCord Christensen, CEO, PetIQ; "If you look at the right side of this chart, this shows the clinic rollout schedule as we've organized ourselves internally. For 2018, we believe we'll open between 20 and 30 locations; 2019, 80 to 120; and you can see the schedule out through 2023 to be able to have over 1,000 locations operating by the end of 2023." — McCord Christensen, CEO, PetIQ; "This is kind of mechanical in nature, but if I am looking at the way you discussed adjusted net income and excluding, I guess the clinics primarily, before you were using clinics have been open or now opened for a year, now that's shifted to what seems to be 18 months. Why that shift?" — Brian Nagel, Oppenheimer & Co.; "Yes. Brian, this is John. That's a great question and thanks for bringing it up. We looked at ourselves internally, and we said, we've been messaging all along that the maturity model on our clinic whether it's our new wellness center or when we enter into new markets or with new retail partners, the maturity model is 18 months. So, therefore when we evaluate the same-store sales add-back it should be looking at the exact same way." — John Newland, CFO, PetIQ; "As Cord mentioned, we expect [to] open more than 80 new wellness centers in 2019 beginning in Q2 with a vast majority of wellness centers opening weighted towards the second half of 2019." — John Newland, CFO, PetIQ"

PetIQ, Inc. · PETQ Spruce Point Capital · p. 62
quote ceo quote

""There's a lot of people right now that can help you accelerate that process that have decades of experience with PSR, whether it's Jim Vena or Sameh Fahmy or other people that have a lot of experience that would be willing ... to come in on a 3-month, 6-month consultancy basis to accelerate to help the existing team." — Amit Singh Mehrotra, Deutsche Bank AG (Aug. 17, 2022); "We brought in somebody. We brought in Paul Duncan from another railroad. And you see the impact that he's had on our franchise. We changed out our VP of Transportation, you see the impact that that's had. Now we understand PSR." — CEO Alan Shaw, Deutsche Bank 2022 Transportation Conference (Aug. 17, 2022); "Do you think you need to bring in PSR expertise to handle some of that network resiliency that seems to be the thing that PSR does, right?" — Kenneth Scott Hoexter, BofA Securities (Oct. 25, 2023); "Look, I've been CEO for 1.5 years ... We've refreshed our Operations' leadership. We've implemented a new operating plan. We've launched a brand-new strategy something that's never been done in this industry ... We brought in a number of outsiders and leadership roles ... I believe we've got the right team going forward." — CEO Alan Shaw, Q3 2023 Earnings Call (Oct. 25, 2023); "John is a deeply respected and accomplished leader, and is the right chief operating officer to ensure execution of our strategy of balancing safe service, productivity, and growth ... I have full confidence Norfolk Southern is positioned to execute our ground-breaking strategy, leveraging our unique franchise strengths." — CEO Alan Shaw, Press Release: Norfolk Southern appoints industry veteran John Orr as chief operating officer (Mar. 20, 2024)"

quote ceo quote

""Enabling technologies to us, we're big believers that this is going to be important for the future. We're very excited about Mobius. That - we launched that at our sales meeting, and we're very excited about the potential of that being part of the enabling solution portfolio." — CEO Lobo, FY 2019 Conf Call, Jan 2020; "So we're actually trying to ramp our capacity of Mobius, which is, as you know, a mobile CT scan and really the only one in the market that's mobile, and they're using it for coronavirus. So we're actually ramping that capacity." — CEO Lobo, Q1 2020 Conf Call, April 2020; "Listen, we're thrilled with the Mobius acquisition. We bought a terrific technology. Our biggest challenge, honestly, has been scaling up the manufacturing. So we've had very, very high demand for Mobius. It was a small company based in Shirley, Massachusetts, and we're just -- large challenges really scale up. And it's the same challenge we've had, frankly, with TSO3, which is the sterilizing company that we've bought." — CEO Lobo, Q3 2020 Conf Call, October 2020; "Mobius was like over $200 million, you have to be pretty optimistic with what you think your revenues are going to be. And so that sells the deal and the price you want to pay for it, and gets you approval for the funds. And that's why I was telling you, it's a bit of a slight game internally in order to get the funds... We didn't realize how long training time and how manual the process this was, and supply chain and the parts, some of the lead times were almost a year to get components of this very highly electronic, specific parts for this." — Former M&A Professional on Mobius, Spruce Point Interview."

Stryker Corp. · SYK Spruce Point Capital · p. 137
quote villain critique

"“We find it odd management believes value can be created by separating the business into two mature companies... We think one of the most interesting statements in the Darden release was the following one: ‘A spin-off will also allow us to target our efforts and investments on value creation opportunities that may be material to a stand-alone Red Lobster but not to Darden overall.’ Management did not elaborate on this value-creation opportunity during the conference call, but we believe monetizing the real estate Red Lobster owns may be impactful for shareholders.” — KeyBanc, December 20, 2013; “On the day Darden’s strategic plan was announced, the stock closed down 4% to $51. This didn’t exactly strike us as a vote of confidence in management’s plan to create value. Two days later, Starboard Value announced a 5.5% position in the company and the stock rallied 6%. For the most part, the stock has traded sideways since then, until rallying 3% on the news that Starboard retained former Olive Garden president Brad Blum to serve as an advisor in its battle against Darden. The takeaway from stock action and, in our opinion, sentiment since 12/20/13 is the stock rallies when there is movement toward replacing management and sells off when management publicly digs their heels in.” — Hedgeye, February 24, 2014; “Moving forward with Red Lobster sale or spin. Unless the separation helps drive a significant improvement in operating results, we don’t envision this being very accretive to valuation. Mgmt has previously stated standalone RL will do mid-to high single-digit EBIT growth, a target that appears aggressive.” — Oppenheimer, March 3, 2014"

Darden Restaurants, Inc. · DRI Starboard Value · p. 55
quote other

""We agree with Elliott's assessment that there is more upside potential in the refining business, on both capture and opex, and we think Elliott's presence itself could refocus management towards this business." — J.P. Morgan, April 8, 2025; "Where we agree with Elliott that PSX is undervalued - at current levels we see no value for refining in the share price at current levels, under our integrated DCF analysis." — Wolfe Research, April 25, 2025; "We prefer a spin, or large selldown of non synergistic assets as we believe the volatility in Refining EBITDA swamps growth in more stable premium segments, keeping stability seeking midstream investors away." — Bank of America, April 25, 2025; "Despite the noise, expect that Elliott's pressure to execute on these targets will be a strong positive for the stock." — Piper Sandler, November 29, 2023; "We think PSX's 1Q25 results will have a mixed impact on near-term share price performance... the market may interpret the bad news as good news because it will give more support to Elliott's case and thus provide a potential catalyst to the shares." — Scotiabank, April 25, 2025; "We suspect Elliott's updated position will result in PSX having to find additional ways to close the refining performance gap vs large cap peers... A M/S spin seems like easiest to execute...A sale could be a more beneficial outcome, though requires a willing suitor." — T.D. Cowen, February 12, 2025; "Here Elliott sees Midstream assets as potentially worth ~$50B, assuming a ~10x multiple on synergized '26E EBITDA... We agree with Elliott on valuation disparity." — Citi Research, February 13, 2025"

Phillips 66 · PSX Elliott Management · p. 9
quote villain critique

"“We see the most efficient means to maximizing shareholder value as spinning off the Engineered, Products & Solutions (Downstream) segment to capture the peak valuations of the aerospace cycle.” — Sterne Agee, March 13, 2014; “However, through a sum-of-the-parts analysis we believe significant investor value can be unlocked through re-rating segments.” — Sterne Agee, April 1, 2014; “Does it stick with its current integrated strategy? Or does it finally start listening to those who think the company should spin off its "downstream" Engineered Products & Solutions segment? [Dr.] Kleinfeld has never given much hope to those who think the company should break itself up.” — Gordon Haskett, April 9, 2014; “Investors were very focused on ways to separate the upstream and downstream businesses to create more value. AA’s management was vocal that it is ready to implement any strategic action to further enhance stakeholders’ value and has ran various iterations of possible scenarios, but to this point, has not identified a suitable solution which would generate more value.” — Goldman Sachs, May 28, 2014; “At this point in time, we feel that the structure is the one that adds the most value.” — Dr. Klaus Kleinfeld, Firth Rixson M&A Call, June 26, 2014; “At the risk of beating a dead horse, we'll mention [Dr.] Kleinfeld has typically answered this question by saying there are no sacred cows in the portfolio but AA's integrated model is synergistic and there are no plans to break things apart.” — Gordon Haskett, June 8, 2015; “...company announced split-up of company (finally).” — Mario Gabelli, September 28, 2015"

Arconic Inc. · ARNC Elliott Management · p. 312
quote appendix data

""We believe the status quo at NSC will lead to continued underperformance of the railroad. We also believe that Board refreshment and Jim Barber's and Jamie Boychuk's leadership are essential for enhancing safety and for ensuring outstanding long-term achievements for the benefit of all NSC's shareholders and other stakeholders." — EdgePoint Investment Group; "[W]e believe a change in management and refreshment of the board at NSC are warranted and could stimulate improved operations and thus equity performance. For these reasons, we intend to support the election of dissident nominees Betsy Atkins, James Barber, Jr., William Clyburn, Jr., Sameh Fahmy, John Kasich, Gilbert Lamphere, and Allison Landry." — Neuberger Berman; "Important from yesterday's town hall was commentary that PSR implementation is going to be slower than what we saw at CSX given in our view changes to the regulatory environment and the proposed management team's focus on the customer [...] Overall, we view this plan as contrasting heavily against Norfolk's Resilience Model and expect headcount reduction can be achieved on the back of attrition, in addition to head office cuts." — RBC Capital Markets note issued on April 19th; "NSC's activist campaign appears to have unanimous support from institutional investors." — Deutsche Bank Research note issued on April 15th; "We see value in potential management change with Jim Barber as CEO and Jamie Boychuk as COO as proposed by the activist investor Ancora, especially given the historical margin underperformance of Norfolk Southern." — Barclays Equity Research note issued on March 25th"

quote precedent table

""This process will unlock the tremendous value of our real estate portfolio as we create two distinct public companies, which allows us, to attain a much lower blended cost of capital and allows us to move into markets and places and - where we cannot go today." — Peter Carlino, Chairman and CEO, Nov 16, 2012; "The Company's board of directors believes that a REIT conversion could provide substantial benefits to the Company and its shareholders given its significant real estate holdings." — Press Release, August 25, 2014; "Investors favor companies with greater strategic focus on our core businesses. We are exploring the opportunity to improve upon the excellent shareholder return created since MSG's spin-off over four years ago by separating our business into two companies, each with its own distinct value proposition for investors." — Tad Smith, CEO, October 27, 2014; "We believe the separation would provide a lower weighted average cost of capital and an attractive financial platform to take advantage of future opportunities to create long term shareholder value" — Anthony Sanfilippo, CEO, November 6, 2014; "We, together with our board, have been working with our financial and legal advisers, to make sure we are best positioned to increase shareholder value over the long term, including potentially, through the formation of a REIT." — Keith Smith, CEO, October 30, 2014; "The structure of the agreement enables us to capture the value of Red Lobster and establish a market validated valuation of its real estate" — Chuck Ledsinger, Lead Director of Darden's Board, May 16, 2014"

Dillard's, Inc. · DDS Marcato · p. 5
quote villain critique

"“...[Huntsman] trades at a relatively discounted valuation vs. peers as shares have lagged the group YTD. While we see these characteristics as favorable, in the context of HUN’s margins and FCF generation that we view as low relative to peers, we see this underperformance as fair...” — Wolfe Research, June 2021; “Huntsman is unlikely to trade at hybrid/diversified chemical multiples. We attribute this primarily to differences in margins and thus the market's perception of the degree of specialization of the company's products. From a segment or portfolio mix perspective it is not self evident that Huntsman meaningfully differs from diversified chemical peers Celanese or Eastman...Not withstanding our view that Huntsman has meaningfully improved its earnings stability and margin structure over the last few years, the company's margin remains well below that of hybrid/diversified peers such as Celanese and Eastman...” — Morgan Stanley, September 2020; “We feel part of the issue is that HUN’s cost structure has not changed as dynamically as its revenue...the elevated cost structure is dampening margins and impeding free cash flow conversion.” — BofA Securities, June 2020; “On cash conversion, we remain skeptical. Free cash flow conversion from Adj. EBITDA for Huntsman has historically lagged, as sizeable restructuring efforts and capital investments have hindered cash flow...We believe the market needs to see a longer track record of solid cash generation before fully underwriting a structural change in the company's cash flow profile...” — Barclays, October 2018"

Huntsman Corporation · HUN Starboard Value · p. 51
quote precedent table

""We recognize that the discrepancy where the market value of held shares exceeds the company's total market capitalization is a significant challenge. We evaluated this proposal as one that contributes to addressing this issue. Additionally, we believe it could serve as an opportunity for the company to reconsider its capital policy" — Nikko Asset Management. "The Company has determined that considering the option of selling the shares, taking into account the formulation of its capital allocation policy, would contribute to improving its corporate value in the medium to long term" — Daiwa Asset Management. "...the Company has not been transparent regarding its plan to further reduce its ownership in OLC and how it plans to use those proceeds to grow corporate value. As such, we believe support for the shareholder proposal is warranted and that its implementation would both increase transparency of the Company's capital management strategy and improve the Company's capital efficiency and sustainable growth as these proceeds can be used to either reinvest for growth opportunities or be redistributed to shareholders." — Neuberger Berman. "We believe that this proposal will remove an accounting 'overhang'... forcing management to be more disciplined in its capital allocation decisions and accountable for the performance of Keisei's operating businesses" — ISS. "The board does not appear to substantively address the rationale for why a partial sale of Keisei's interest in OLC would be inimical to the Company's stability and sustainability" — Glass Lewis."

Keisei Electric Railway · 9009 Palliser Capital · p. 39
quote ceo quote

""Consumer optics represent a long-term growth opportunity for Tessera and we believe we are on track for $100 million in revenue from this exciting business area in 2010." — Former CEO Bruce McWilliams, 4Q06 earnings call, 1/31/07; "We are one of the leading technology licensing and innovation providers in the imaging and optics field. And we remain confident in our goal for $100 million in revenue in total Imaging & Optics by 2011." — Former CEO Hank Nothhaft, 1Q09 earnings call, 4/30/09; "Well, I stated in June at the Cowen Conference that I felt that the [strategic alternatives and potential spin off of the Imaging & Optics business] process was in the 12 months plus or minus, probably plus timeframe." — Former CEO Bob Young, 2Q11 earnings call, 7/28/11; "... we remain on track for design wins with our MEMS auto focus actuator in the first half of 2012." — Former CEO Bob Young, 1Q12 earnings call, 4/26/12; "... we expect to get MEMS associated revenue in the fourth quarter of this year." — Former CEO Bob Young, 1Q12 earnings call, 4/26/12; "Our goal for DOC to become profitable in 2013." — Former CEO Bob Young, Vista Point acquisition press release, 3/2/12; "This transaction is a critical step in our strategy of transforming DOC from an optical and image enhancement software and components business into a vertically integrated supplier of next-generation camera modules...we believe we gain significant additional advantages when we control our own supply chain and manufacturing." — CEO Bob Young, Vista Point Acquisition Conference Call, 3/2/12"

Tessera Technologies Inc. · TSRA Starboard Value · p. 12
quote ceo quote

"Question, Justin Post: "I know one of the initiatives of the Company is to move up to team sales. Just wondering how you are thinking about enterprise sales force and whether you might accelerate hiring there. And then on the CapEx versus the capital leases, maybe talk about why you choose to use capital leases, what are the advantages to the Company and how you think about the cash flow around those? Thank you." Answer, CFO Ajay Vashee: "This is Ajay. I'll jump in on the question on capital leases and thank you for the question. So the high level update there is that in the last quarter we added $25.5 million to our capital lease lines, and we made close to $30 million in payments against our capital lease obligations. And as a result, our ending capital lease balance was $170 million in Q1, and that was down about $4.3 million from Q4. And at a high level, while there may be some variances within a given quarter and between quarters, we expect to generally maintain our outstanding capital lease balance over the long-term, as capital lease repayments will roughly offset capital lease additions. And to your question on how we choose to buy equipment versus leverage a capital lease, we receive favorable financing terms on our capital leases. And we believe that for a portion of our infrastructure hardware, that they better match our capital investments with our cash inflows, and so that's why we leverage them. And we of course continue to evaluate our capital allocation strategy on an ongoing basis." — Q1 2018 Dropbox Call"

Dropbox, Inc. · DBX Spruce Point Capital · p. 39
quote ceo quote

""The company’s ‘string of pearls’ acquisition and partnering strategy are part of what has gained it a more favourable valuation than most of its peers." — Jefferies, January 2012; "We view BMY as the leader in immuno-oncology..." — Goldman Sachs, February 2014; "We believe BMY’s investments in therapeutic areas with significant unmet need position it to become a leader in these areas and to deliver strong growth." — Deutsche Bank, August 2014; "Our DCF-based PO of $58 indicates BMY can trade at roughly 34x our 2015E EPS of $1.73, higher than BMY’s current 2014 multiple and at a significant premium to the US major pharma group average on 2014E, which we believe is warranted due to the potentially higher quality of BMY’s R&D pipeline relative to its peers." — Bank of America, October 2014; "Overall, we continue to see Bristol as a leader in the PD-1 and broader I-O space both in terms of time-to-market and breadth of clinical program." — JP Morgan, December 2014; "We remain bullish on BMY ahead of these upcoming data releases as we see the overall opportunity for immuno-oncology (I-O) in general still being underappreciated by investors while the depth and breadth of BMY’s I-O portfolio leaves them as the clear leader in the space." — Credit Suisse, October 2014; "The portfolio could give upside to another solid growth outlook for BMY and generate much news flow. A management team that has a solid track record of reshaping the business provides additional appeal to this powerful product story." — Cowen, December 2014"

Bristol-Myers Squibb · BMY Starboard Value · p. 37
quote appendix data

""Elliott's nominees assure greater accountability and are more likely to continue to explore all avenues to enhance shareholder value while providing more pertinent E&P experience." — David H. Batchelder, Hess shareholder, Relational Investors LLC (March 27, 2013); "We currently believe the best way for Hess shareholders to maximize their value is through the election of Elliott Management's nominees to the board." — Citigroup (April 5, 2013); "Elliott disclosed 5 impressive candidates for the Board..." — UBS (January 30, 2013); "...a who's who list of corporate fixers and experienced oil execs." — Bank of America Merrill Lynch (January 31, 2013); "In our view, the industry experience available in the slate of nominees Elliott is proposing for HES's Board of Directors is impressive and as a result, the nominees could bring industry insight unavailable on the current Board." — JP Morgan (January 30, 2013); "...[We] believe that the slate of new directors that it has proposed can bring a lot to the table." — Societe Generale (January 31, 2013); "We believe a new investor with the intent to make new nominations to the board is a move in the right direction for Hess's corporate governance." — Citigroup (January 28, 2013); "Proposed directors have street cred. In proposing its alternate slate of directors, Elliott nominated four individuals with various management backgrounds in the oil patch and Harvey Golub, the former CEO of American Express." — Bank of America Merrill Lynch, Credit Research (January 29, 2013)"

Hess Corporation · HES Elliott Management · p. 112
quote ceo quote

""our team continues the integration of insurance reimbursement as part of the Hims & Hers platform...Expect to hear more about this rollout in the second half of this year." — CEO Dudum on Q2 2021 Earnings Call; "But with that said, we are continuing to work on that insurance reimbursement. The team is actively involved in that for very specific conditions and specific categories." — CEO Dudum on Q3 2021 Earnings Call; "It's a great question. I'm glad you asked. We are continuing to invest in that integration on the insurance side. We believe that, that's a critical part of having a cost-effective platform for a very wide range of conditions. So I think it's something that you can look to hear from us with confidence in the coming months on where we stand, but I'm very energized by the team's progress on that initiative." — CEO Dudum on Q4 2021 Earnings Call; "And so -- we're continuing to look to your point, and we're always very open to find those opportunities where insurance might benefit our customers. But in the categories we're operating today in today and the categories we're most excited about, we actually think we can deliver cash pay prices that are easier and more beneficial." — CEO Dudum on Q2 2022 Earnings Call; "payers and insurance, it's something that we need to continue to explore. I think it goes alongside all of the different avenues that also we could invest in. So, I think at this point in time, we've opted to pursue other avenues of investment..." — CEO Dudum on Q1 2023 Earnings Call"

Hims & Hers Health, Inc. · HIMS Spruce Point Capital · p. 73
quote other

"“One machine per $50B of market cap sounds like about a good bellwether. Typically, the customers that you'll see coming through first, big pharma that have $2 billion-plus research budgets a year, they buy one of everything, and they validate it. I'm pretty sure Berkeley Lights is in almost all of the big pharma's now. Big pharma's with a budget that size, there are 30-odd of them globally. Of course, the MAB space is a lot bigger than that, But that said, 30 of them have the budget to be buying pieces of equipment like that in that price range.” — Former BLI executive; “While I believe the company has announced deals with smaller biopharma's now, it's still a stretch for the people with smaller research budgets. It's just a matter of what sort of assumption can you make on the penetration into medium biopharma's and CROs. If I had to rank the segments, I'd say large biopharma—yes—and they're in most of them.” — Former BLI executive; “In 2016 we found a pretty good fit with cell line development. Over a year or so, through the process, I realized that there aren't enough pharma companies to keep doing this forever. You start off with cell line development, you have in the high tens of companies, maybe 60, 70. And then, you do about 10-20 campaigns a year and then have a 50 to 100 installed base... They've seen enough penetration, and it's kind of obvious that there's a certain ceiling to the growth. You can have some flow through, but the growth turns out to be not much” — Former BLI senior scientist"

Berkeley Lights · BLI Scorpion Capital · p. 138
quote villain critique

"“That would describe Jean-Charles. It was really fundamental research that he published. But then, after a while, it’s like, well, what? It was a great discovery, but it doesn’t make you a pharmaceutical company, right? When I showed up, the first talk I gave was in the Netherlands on what we were doing…and at the end of the talk, he shouted from the audience. He said how can I have the nerve to come to Europe and not acknowledge all the work that they did? And I was just stealing all their science. He did that in a public forum. And he did it to somebody from Novo Nordisk, who was talking in the lecture before and then two years later, he attacked a guy from GSK. It’s just insane. And I’d never had this at a scientific meeting…there was a degree of arrogance there.. It was bizarre. I’ve never come across that before…he was always very dismissive of other pharmaceutical companies, and I had a couple of shouting matches with him over some of the science because he felt he was the owner of H3. He had actually—he characterized the receptor. He got two nice papers in Nature, I believe. But he was a—I don’t want to be pejorative about—he had this arrogance about him… When pitolisant came out—I remember going to international meetings and getting into screaming matches with these guys because they felt they had everything and all the big pharma companies would rip them off, which was not the case” — Ex-longtime senior scientist at Johnson & Johnson, with global leadership roles in neuroscience"

Harmony Biosciences Holdings · HRMY Scorpion Capital · p. 38
quote ceo quote

"Q4 2011 call: "We anticipate BoneTone's business will generate modest revenues starting in 2012." — DSP Group Management; Q1 2012 call: "We're happy to update you about our first design wins for our HDMobile Audio products with a leading Korean OEM customer for Bluetooth headset product with revenues that are expected in early 2013...Now, we did not want to talk about any specific names because we cannot, but these discussions are ongoing and will continue...we have very high expectations of a commercial success." — DSP Group Management; Q2 2012 call: "Now because of certain confidentiality agreements and certain NDAs, we are not able today to disclose anything, but I'm sure that once these products are going to be designed in, and also will be launched into the market, it will be pretty much apparent to where we are and where we are not." — DSP Group Management; Q4 2012 call: "We expect to deliver engineering samples in the second quarter of 2013...And we are going to start delivering engineering samples, basically begin the design-in process in a significant way during the second half of the year with a target to achieving design wins during the second half and converting that to mass production in late 2013, early 2014." — DSP Group Management; Q1 2013 call: "And so we believe that we will see this year the evaluation, the designing process – the design-win process, and revenues as early as fourth quarter 2013 into first, second, third, fourth quarter of 2014." — DSP Group Management"

DSP Group, Inc. · DSPG Starboard Value · p. 18
quote villain critique

"“CEOs or other top executives who serve on each other’s boards create an interlock that poses conflicts that should be avoided to ensure the promotion of shareholder interests above all else” — Glass Lewis 2017 Proxy Paper Guidelines; “While many companies have an independent lead or presiding director who performs many of the same functions of an independent chair (e.g., setting the board meeting agenda), we do not believe this alternate form of independent board leadership provides as robust protection for shareholders as an independent chair.” — Glass Lewis 2017 Proxy Paper Guidelines; “If the person [Lead Director] is not independent or lacks substantive duties, the position is simply cosmetic.” — ISS 2016 U.S. Proxy Voting Manual; “One particular relationship that should raise a red flag is when the CEO of company A sits on the compensation committee of company B whose CEO is a director of company A or the converse. ISS typically categorizes such directors as affiliated outsiders.” — ISS 2016 U.S. Proxy Voting Manual; “The nominee [Russo] is an incumbent member of the nominating committee and the chair of the board is not independent. The nominee is an incumbent member of the compensation committee and the ratio of CEO compensation to compensation of the average named executive officer is inequitable. The nominee sits together on more than one board with another director. The nominee sits on five or more public company boards..” — NEI Investments 2015 Proxy Voting Report"

Arconic Inc. · ARNC Elliott Management · p. 246
quote villain critique

"As the company matures, we believe management needs to offer a more sophisticated capital allocation strategy to reflect its size (both revenue and market capitalization) and stage of development. — Goldman Sachs, Sept. 2016; As Cognizant matures and its topline growth slows, the company’s overall capital return profile is increasingly important to investors. — Bernstein, Aug. 2016; Cognizant’s investors increasingly expect the company to return cash in the form of dividends and buybacks, specifically as its growth rates slow down and the stock transitions from being a growth story to a GARP/value stock — J.P. Morgan, Sept. 2016; …We believe the introduction of a regular dividend could broaden the appeal of the stock to new investors, while enhancing total shareholder return. In our view, gone are the days when investors look at the initiation of a dividend by a growth company as a negative. — Jefferies, Oct. 2016; In the recent past (last six to nine months), our positive bias of the company was largely driven by our belief that Cognizant would take on a more Accenture-like model, prioritizing capital returns to shareholders, especially in the form of a consistent dividend. On that front, we are disappointed with the company and have not seen any signs of the company moving in that direction. Given that this aspect of the story was a big driver of our Outperform rating, our diminished confidence has contributed to the downgrade. — William Blair, Nov. 2016"

Cognizant Technology Solutions · CTSH Elliott Management · p. 10
quote ceo quote

""The large variability in capex versus original guidance (just set six months ago) demonstrates some lack of capital discipline within the company." — Citigroup (July 25, 2012); "Our view is that exploration spending should at least come down by 50%." — Citigroup (July 20, 2012); "The key issue for HES in our mind is capital intensity and the inability of management in recent years to live within the limits of its cash flows." — Citigroup (July 20, 2012); "Our valuation includes a ~$6 per share penalty for uneconomic exploration activity." — Citigroup (November 2, 2012); "We then discount that number [Hess value] by 20% to account for Hess's high exploration spending." — Deutsche Bank (November 6, 2012); "To summarize, the key growth assets underperform, expectations are lowered, and a key investor fear – Hess's propensity to outspend cash flow – is stoked by an early upward revision to the 2012 budget." — Deutsche Bank (April 25, 2012); "We believe Hess should consider further reducing its exploration program beyond what has already been announced." — Deutsche Bank (November 6, 2012); "A significant reduction in its global exploration program we also think is needed, as we do not believe Hess has a competitive advantage in all the areas it is currently exploring." — Goldman Sachs (June 11, 2012); "The company's high-risk/high-potential exploration and acreage strategy since 2009 is thus far not yielding favorable results." — Goldman Sachs (June 11, 2012)"

Hess Corporation · HES Elliott Management · p. 43
quote villain critique

""10kHz is not a magic number. The PROCO study by Simon Thompson shows that. It was a crossover study design that evaluated 1,4,7, and 10kHz stimulator frequencies. Each patient received each frequency for 2 to 4 weeks at a time and then rated their pain. Patients had no preference, suggesting there was no difference in pain relief by frequency. Nevro has tried to bash the study. Simon has consulted with Boston Scientific, so there's some of that. Boston didn't fund the trial and I believe the PROCO study. Nothing has convinced me to date that 10kHz is better than 1kHz." — KOL and key player in Nevro's pivotal SENZA-RCT trial; "The Boston Scientific data throws a monkey wrench in Nevro's data. It creates reasonable doubt even for someone like me who likes Nevro." — High volume implanter and significant Nevro customer; "There was a revolution with Nevro's HF10. It was very attractive initially. Then Boston Scientific showed there's nothing magical with 10kHz. Nevro was the first kid on block with their paresthesia-free, kind of like Tesla with the first electric vehicle. Now everyone has electric vehicles. The advance Nevro had is now outweighed by the compromises of it. It's the biggest device by far. It requires way, way more recharging. It needs a lot more reprogramming than any other device. If reps spend a lot of time reprogramming in your office, they need a lot more reps to support docs. It's a business model issue." — KOL and high volume implanter"

Nevro Corp. · NVRO Scorpion Capital · p. 73
quote villain critique

""To tell you the truth, I was always relatively pessimistic on Nevro. In fact, I had to write an article in one of the journals a few years ago saying that Nevro will not last unless they provide other waveforms and the company wrote nasty letters back to me because I believed even at that time that it's not a one-size-fits-all. What they're doing with Omnia - what they're doing is nothing special, that's the bottom line. They're coming around to every other company which says that you need to offer everything. I don't consider this a gamechanger at all. Omnia is nothing dramatic. That Nevro has come out with this is not earth-shattering." — High volume implanter; "Omni's not a game-changer. The rest of the world moved on from Nevro so Omnia is just using the low-frequency therapy Nevro claimed they were better than, to salvage the company. But you could do low frequency with Abbott, Medtronic, or Boston Scientific, and you have a device that's MRI compatible and one you don't have to recharge." — KOL and former high volume Nevro user; "Abbott came out with a device you don't ever have to recharge for 10 years, or you implant Medtronic and it's MRI compatible. If the high frequency doesn't work, why would you use their low frequency device over someone else's? Nevro's entire campaign at launch was about how much better they were than low frequency, but now they're using low frequency to salvage themselves." — KOL and former high volume Nevro user"

Nevro Corp. · NVRO Scorpion Capital · p. 137
quote villain critique

"“Right now we just can’t [get behind the Company] because we’re again disdained and there’s very little concern right now at the C-suite, you know, outside of their jobs. There’s not a concern for the employees. And that’s something we can never forget and really won’t.” — SWAPA Leadership, The SWAPA Number Podcast (July 1); “I’m a retired Southwest Captain and I couldn’t agree with you more on the next steps for Southwest... When I started at Southwest in 1997, it was ‘us against the world!’ Now it’s every man for himself as our famous culture is dying a slow, painful death. I believe it can be fixed, and I’m hoping you and your group can make it happen.” — Former Employee; “Not only do I have a vested interest in the success of the company (my SWA stock has lost over half of its value) but I have spent 50% of my life flying and working for a company that was once the envy of every other airline operating in the world. Without any doubt I agree that a new leadership team is needed.” — Current Employee; “As a SWA employee of more than 23 years, I am in complete agreement with your analysis. I have been screaming this for 15 years.” — Current Employee; “I am a former 21 year employee retiree and stock holder of SWA who completely agrees with your perspective of current senior management at SWA. [Bob Jordan] has driven the airline into the ground. Thank you for taking a bold stance and insisting on making some changes.” — Former Employee"

Unknown · p. 8
quote villain critique

""Right now we just can’t [get behind the Company] because we’re again disdained and there’s very little concern right now at the C-suite, you know, outside of their jobs. There’s not a concern for the employees. And that’s something we can never forget and really won’t." — SWAPA Leadership, The SWAPA Number Podcast (July 1); "I’m a retired Southwest Captain and I couldn’t agree with you more on the next steps for Southwest... When I started at Southwest in 1997, it was ‘us against the world!’ Now it’s every man for himself as our famous culture is dying a slow, painful death. I believe it can be fixed, and I’m hoping you and your group can make it happen." — Former Employee; "Not only do I have a vested interest in the success of the company (my SWA stock has lost over half of its value) but I have spent 50% of my life flying and working for a company that was once the envy of every other airline operating in the world. Without any doubt I agree that a new leadership team is needed." — Current Employee; "As a SWA employee of more than 23 years, I am in complete agreement with your analysis. I have been screaming this for 15 years." — Current Employee; "I am a former 21 year employee retiree and stock holder of SWA who completely agrees with your perspective of current senior management at SWA. [Bob Jordan] has driven the airline into the ground. Thank you for taking a bold stance and insisting on making some changes." — Former Employee"

Southwest Airlines · LUV Carl Icahn · p. 8
quote ceo quote

""Deal terms, a $710mm upfront payment that we believe reflects certainly the value of this drug...So for us a very exciting opportunity, one that we believe will contribute significantly to the building of our I&I franchise..." — COO Perry Karsen, May 2014; "We had some thought leaders in the U.S., top-top thought leaders help us do the diligence and look at the data...We've done a tremendous diligence about it. We're very excited about it, and that's where Celgene should be." — Chairman & CEO Robert Hugin, June 2014; "Relative to GED, I think again, just to reiterate, we feel very strongly about the program, GED. It's our lead program in the Crohn's portion of IBD. We feel very strong about our ability to execute on it. We're excited. We're moving forward as fast as we can with all aspects of that program." — Chairman & CEO Robert Hugin, July 2015; "Key questions around the path to Ph3, the reproducibility of the data due to clinical site concentration and activity in broader set of patients remain unanswered." — Morgan Stanley, October 2014; "Expect upside for CELG as data support long-term $1.5-2B revenue promise as novel oral entrant in unmet Crohn's market." — Wells Fargo, October 2014; "We believe at peak GED-0301 could reach $3B++ in peak WW sales. Although Wall Street consensus includes very little for the drug, we believe investor expectations are much, much higher than zero." — Evercore ISI, October 2014"

Bristol-Myers Squibb · BMY Starboard Value · p. 95
quote villain critique

"…it’s not as if [HYDROS] is adding to the TAM that already exists for the robot… — Former Procept Executive, Nov 2024; if you’re somebody that’s doing three a month or a hospital system that’s doing only five a month, there’s no rush to go get that new system. Absolutely not. — Former Procept Sales Rep, Nov 2024; Now, if they are a low volume customer, probably they won’t [upgrade to HYDROS], but if they’re, I would say medium to high, I would say they will upgrade. — Former Procept Manager, Nov 2024; …I believe they are offering sort of discounts and other things like that for hospitals that want to upgrade, and I don’t know how many are taking advantage of it. I would guess that they’re offering trade in trade up programs… — Former Procept Executive, Nov 2024; Now here’s where it gets a little awkward. I don’t know if this is good or bad, but I said to them, so when do you give me my HYDROS? And they said, ‘…I think we could do a trade-in for $450,000’, and I said, ‘I don’t think so. It’s got to be a freebie because… there’s no way I could get my hospital paid $450,000 just so I don’t have to turn my head left to right. I think there’s going to be a little weirdness…I think they got to give [HYDROS] for free or they’re going to piss people off…If [my hospital] were to say to me, ‘dude, do we really need to upgrade? Is it better?’ I would say, ‘no, not at all.’” — Major Hospital Urologist, Nov 2024"

PROCEPT BioRobotics Corporation · PRCT Spruce Point Capital · p. 44
quote villain critique

""I was seen by this clinic several times, a different person each time, and only on the last visit did I get to see the lauded Dr. [redacted]. He stormed into the room, introduced himself, and told me, without hearing a word from me, what he had determined I needed to do next, which was another procedure. When I told him I was not interested at this point in that procedure, and tried to discuss what I had come to talk about, which was concerns about contraindication with the medicine he had prescribed, he raised his voice and began telling me about how his way is the only way that works, and all my other doctors are incompetent. The longer I tried to get back to what I needed to speak with him about, the nastier/louder he got, until he was literally standing in front of me, yelling at me. In the end, he yelled he wouldn't treat me any more, and yelled from down the hall for me to leave. He absolutely did not care about anything I had to say. Please beware of this clinic and this man." — Patient review, 11/11/2019; "I felt he was trying to SELL me a spinal stimulator, rather than explain what it is. He blatantly lied about the size of battery and the pain level associated with it."- Patient review 6/26/2018; "Dr. [redacted] is the greatest doctor in the world, and if you don't believe it just ask him. His explanations are poor, doesn't seem to want to listen to the patient." — Patient review 11/1/17"

Nevro Corp. · NVRO Scorpion Capital · p. 65
quote nominee bio

""John Kasich is a man of immense capacity to do good and has made a difference in the lives of so many, including my own. Integrity, smart, ability to go to the most important issues immediately, and a capacity to listen carefully – all characteristics of John Kasich. And, I believe, the needed characteristics to serve on a corporate board. Whatever he does, he adds value and makes a difference." — President Gordon Gee, West Virginia University – Apr. 4, 2024; "It was clear from the beginning that Governor Kasich was up to the challenge of navigating the budget crisis. He built a team of capable, trusted advisors, identified the issues and made tough decisions about what programs and funding to cut and where to invest. While he had strong opinions about what to do and how to do it, he also listened to our input, adjusted his plans and built consensus." — Thomas Neihaus, Former Ohio Senate President – Apr. 4, 2024; "Governor Kasich's creation of Jobs Ohio, aimed at fostering innovation, research and job creation in Ohio, further solidified his reputation as a visionary leader dedicated to driving growth and prosperity. As a Board Advisor, his strategic thinking, creative problem-solving, and ability to instill a sense of urgency have been instrumental in driving tangible outcomes and enhancing shareholder value." — Mahendra Vora, Executive Chairman of The Vora Group, based in Ohio – Apr. 4, 2024"

quote ceo quote

"“Considering that the average Remitly transaction size is around $350, we believe that the proposed rule change would impact the majority of Remitly's customer base.” — Letter To FINCEN Nov 27, 2020; “But when you're comparing why's, which was the question to Remitly or banks to Remitly, the average transaction size will bring down the take rate significantly even though the revenue and profit per transaction would be more similar.” — JP Morgan Conf May 23, 2023; “And the reason I mentioned that the $200 to $300 kind of average transaction size is our customer segment, unlike some other customer segments, the more affluent bank customers might have the privilege to wait to send money when rates are good.” — Goldman Conference Sept 7, 2023; “So the last 12 quarters, which is -- goes as far back in terms of when we've shared that as a public company, the take rate has been between 2% and 2.5%. So a lot of stability there between 2% to 2.5%. That's point one, stability in pricing.” — Goldman Conf Sept 2023; “So I'll break out pricing and take rate separately. On the take rate side, it makes sense, investors look at it because you've got revenue and you've got total volume. But the kind of take rate fluctuations, which were within a few basis points in Q1 is mainly due to mix shift because take rate is so heavily influenced by average transaction size.” — JP Morgan Conf May 20, 2024"

Remitly Global, Inc. · RELY Spruce Point Capital · p. 63
quote villain critique

"Yeah...there was an instance where I was in the OR and the original center that was supposed to take a liver said we don’t want it. So, they had gone to the next place. And the next place was like, yeah, we’d like the liver. And so, we have TransMedics in the OR. Do you want to use them? And I believe it was a hospital that I think was in Arizona, and they’re like, well, yeah, I think we would love to do that but we don’t know what to do and everything. So, they were thinking about it. I remember they were on the phone, and then they were like, actually, never mind. We just want it on ice. We don’t want - they talked to the people from corporate at TransMedics because they were trying to get them to be like, oh, we can do a contract, and you can take it on OCS, and I think they were like, never mind, we want it on ice, so it didn’t go to that aggressive center...I know a lot of the times TransMedics would call, after the original hospital that was supposed to take this liver refused it. So, they would say, here’s a list of aggressive centers. Make sure you remind them who the aggressive centers are...they were very much campaigning for them. But they were always organs that had already been turned down by the first place...and then the next place would get to decide. But they really did want it to go on OCS once they were already there. — Former OCS Specialist"

TransMedics Group Inc · TMDX Scorpion Capital · p. 143