{ "docId": "019dd923-622c-750b-8b99-1329de4989df", "docSlug": "da9f1a22e4af", "documentTitle": "Danimer Scientific (DNMR)", "authorId": "54_Spruce_Point_Capital", "authorName": "Spruce Point Capital Management", "documentKindSlug": "activist-deck", "documentKindLabel": "Activist deck", "sourceTypeSlug": "short_seller", "sourceTypeLabel": "Short seller", "presentationDate": "2021-04-22 00:00:00", "orientation": "landscape", "aspectRatio": 1.3333334, "pageNumber": 22, "pageCount": 63, "prevPage": 21, "nextPage": 23, "slideType": "expose_contradiction", "function": "expose_contradiction", "density": "overcrowded", "nDataPoints": 6, "notes": "The slide uses a 'quote-the-source' approach to expose a lack of transparency regarding a material legal settlement.", "elementsJson": [ "headline_text", "paragraph", "callout_box", "footnote" ], "metadataConfidence": 1, "imagePath": null, "slideHref": "/slides/019dd923-622c-750b-8b99-1329de4989df/22", "deckHref": "/decks/019dd923-622c-750b-8b99-1329de4989df", "deckJsonHref": "/decks/019dd923-622c-750b-8b99-1329de4989df.json", "deckAnchorHref": "/decks/019dd923-622c-750b-8b99-1329de4989df#slide-22", "components": [ { "bbox": null, "kind": "callout", "text": "Danimer provided little disclosure of its litigation with Pereira. The limited disclosure is provided in financial statement footnotes (11 & 16 Commitments and Contingencies). There is no mention of the former Chairman and CEO and the filings only mention “the Company terminated a former executive and terminated the Company’s contract with an advisory firm.”", "attrs": null, "subkind": null, "toolName": "Visual emphasis", "toolSlug": "visual-emphasis", "confidence": null, "componentId": "019dd953-70f3-714d-84b9-d2ebca657488", "frameworkName": null, "frameworkSlug": null }, { "bbox": { "h": 0.08, "w": 0.9, "x": 0.05, "y": 0.175 }, "kind": "paragraph", "text": "Danimer provided little disclosure of its litigation with Pereira. The limited disclosure is provided in financial statement footnotes (11 & 16 Commitments and Contingencies). There is no mention of the former Chairman and CEO and the filings only mention “the Company terminated a former executive and terminated the Company’s contract with an advisory firm.”", "attrs": null, "subkind": "paragraph", "toolName": null, "toolSlug": null, "confidence": null, "componentId": "40c673c2-6a61-40c6-bc38-205b0840491a", "frameworkName": null, "frameworkSlug": null }, { "bbox": { "h": 0.32, "w": 0.7, "x": 0.15, "y": 0.32 }, "kind": "paragraph", "text": "In November 2015, the Company terminated a former executive and terminated the Company’s contract with an advisory firm (the “Advisory Contract”), pursuant to which the Company, through the advisory firm, engaged the individual as an executive of the Company. In December 2015, the Company deemed the Advisory Contract, together with all related arrangements in connection therewith, void, including any share issuances in connection with such arrangements. The Company filed suit against the former executive and the advisory firm during 2016, and various counterclaims were filed by the former executive and the advisory firm. During the third quarter of 2020, this matter was settled with the Company agreeing to pay $8 million to resolve all outstanding claims, the executive agreeing to the cancellation of any shares issued to such executive pursuant to the Advisory Contract and related arrangements, and the exchange of mutual releases among the parties. The liability is included in Accrued expenses ($5.4 and $5.5 million) and Other long-term liabilities ($1.6 and $2.5 million) in the Consolidated Balance Sheets at September 30, 2020 and December 31, 2019, respectively. The $8 million expense has been recorded in operating expenses in the Statement of Operations for the nine months ended September 30, 2019.", "attrs": null, "subkind": "paragraph", "toolName": null, "toolSlug": null, "confidence": null, "componentId": "594de177-d0c1-4d2f-ac4b-a2f2acd082a4", "frameworkName": null, "frameworkSlug": null }, { "bbox": { "h": 0.25, "w": 0.7, "x": 0.15, "y": 0.68 }, "kind": "paragraph", "text": "In November 2015, the Company terminated a former executive and terminated the Company’s contract with an advisory firm (the “Advisory Contract”), pursuant to which the Company, through the advisory firm, engaged the individual as an executive of the Company. In December 2015, the Company deemed the Advisory Contract, together with all related arrangements in connection therewith, void, including any share issuances in connection with such arrangements. The Company filed suit against the former executive and the advisory firm during 2016, and various counterclaims were filed by the former executive and the advisory firm. Subsequent to year-end, this matter was settled with the Company agreeing to pay $8 million to resolve all outstanding claims, the executive agreeing to the cancellation of any shares issued to such executive pursuant to the Advisory Contract and related arrangements, and the exchange of mutual releases among the parties. The liability is included in Accrued expenses ($5.5 million) and Other long-term liabilities ($2.5 million) in the Consolidated Balance Sheet at December 31, 2019 and the expense in Operating expenses in the Statement of Operations for the year ended December 31, 2019.", "attrs": null, "subkind": "paragraph", "toolName": null, "toolSlug": null, "confidence": null, "componentId": "f5ba940d-b0c8-4881-895f-e898a10ff1fe", "frameworkName": null, "frameworkSlug": null }, { "bbox": null, "kind": "quote", "text": "“the Company terminated a former executive and terminated the Company’s contract with an advisory firm.” — Danimer Merger Prospectus (11/30/2020, footnote 11)", "attrs": null, "subkind": null, "toolName": "Authority citation", "toolSlug": "authority-citation", "confidence": null, "componentId": "019dd953-70f3-714d-84b9-d62b4ad37f85", "frameworkName": null, "frameworkSlug": null }, { "bbox": { "h": 0.02, "w": 0.35, "x": 0.15, "y": 0.645 }, "kind": "source-note", "text": "Source: Danimer Merger Prospectus (11/30/2020, footnote 11)", "attrs": null, "subkind": null, "toolName": null, "toolSlug": null, "confidence": null, "componentId": "67b95ae7-bfcb-4b73-9de5-e500b9d1d8b2", "frameworkName": null, "frameworkSlug": null }, { "bbox": { "h": 0.02, "w": 0.35, "x": 0.15, "y": 0.935 }, "kind": "source-note", "text": "Source: Danimer Merger Prospectus (11/30/2020, footnote 16)", "attrs": null, "subkind": null, "toolName": null, "toolSlug": null, "confidence": null, "componentId": "d556f42d-ebe2-44cf-a758-4a3d7083ba48", "frameworkName": null, "frameworkSlug": null }, { "bbox": { "h": 0.05, "w": 0.39, "x": 0.305, "y": 0.025 }, "kind": "title", "text": "Danimer's Limited Disclosure", "attrs": null, "subkind": "headline", "toolName": null, "toolSlug": null, "confidence": null, "componentId": "bd5e49d1-6c61-4160-a3fa-aa8be624760a", "frameworkName": null, "frameworkSlug": null } ], "metrics": [], "tools": [], "frameworks": [ { "name": "fraud-exposure", "slug": null, "matchId": "bfb0a768-738b-4119-9855-2ccb33b27f43", "evidence": "Exposing hidden litigation details in footnotes to contradict public disclosure.", "confidence": 0.9 } ], "arcBeats": [], "loops": [], "imagePathAlt": null, "thumbSrc": null, "thumbSrcAlt": null, "locked": true }