America’s dying malls weigh on retailers

Last year was a terrible year for brick-and-mortar retailers as layoffs and bankruptcies climbed. But 2017 is shaping up to be even worse, particularly for those located in a mall. Since the start of this year, an alarming number of companies have been making references in their filings to “mall traffic.” And both the number, and the tone, add fuel to the notion that the country’s malls are in accelerated decline. Consider this letter to shareholders written by Buffalo Wild Wings President and Chief Executive Officer Sally Smith that was disclosed in the company’s recent proxy filing:
“Casual dining restaurants face a uniquely challenging market today. Millennial consumers are more attracted than their elders to cooking at home, ordering delivery from restaurants and eating quickly, in fast casual or quick-serve restaurants. Mall traffic has slowed. And, surprisingly, television viewership of sporting events (important for us, especially) is down.”
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Fox News harassment controversy gets its very own disclosure

After months of controversy swirling around claims of sexual harassment at the Fox News Channel, its parent company finally acknowledged the obvious in its latest 10-Q today. Twenty-First Century Fox said in its filing: “the network’s primetime lineup has significantly changed which could have a negative impact on our ratings.” No kidding? That’s just a portion of a new disclosure section the company added entitled: “Fox News Channel.” The new section summarizes the impact on the company of the well-publicized allegations of sexual harassment that have been swirling since last year. While bits and pieces of the issue have been slipped into previous footnotes in filings, this is the first time the company saw fit to round them all up in one tidy package for investors. This filings comes just weeks after on-air personality Bill O’Reilly was forced out after 20 years at the channel. He was sunk by Continue reading "Fox News harassment controversy gets its very own disclosure"

LendingClub and the art of executive pay euphemisms

In the history of LendingClub, the year 2016 will not be remembered fondly. There was the shock resignation of CEO Renaud Laplanche over a faulty loan scandal. There was a plunge in the stock price, which had already been tumbling since the IPO. And then there were three straight quarters of losses, followed by a weak guidance, and the near-complete turnover in executive ranks. Reaching for the thesaurus, one might come across the word: “bloodbath.” But in discussing the impact of all this on executive compensation in the company’s latest proxy, LendingClub found itself turning to some other rather creative euphemisms. For example: The implosion of its leadership and the loan scandal? LendingClub says: “The year 2016 proved to be a transformational year for our senior leadership team, and we believe we are building a sophisticated, experienced management team that will lead us in our next generation of growth.” Continue reading "LendingClub and the art of executive pay euphemisms"

Will lightening strike twice for Axovant?

Earlier this week, Axovant Sciences, a company that few people have probably heard of, announced that it was hiring the bio-pharma equivalent of a rock star as its new CEO. David Hung may not have the same name recognition of, say, Beyonce or Bono. But when it comes to turning small companies into big paydays, he seems to have the right experience. At least that’s what Axovant shareholders appear to be hoping for, based on the fact that the company’s stock has surged nearly 30% since Hung’s appointment was announced on Monday. Trading volume, which was typically well below 500,000 shares, reached 7.5 million on Tuesday, before calming slightly to 1.6 million on Wednesday. That’s because last September, Hung managed to sell his former company, Medivation, Inc. to Pfizer for around $14 billion. Hung, who had founded the company and served as its CEO, personally walked away with Continue reading "Will lightening strike twice for Axovant?"

Failed Obamacare Repeal Creates Uncertainty For Corporations

If there’s anything corporations hate more than change and competition, it’s uncertainty. But facing the unknown is exactly where thousands of companies find themselves now that the Trump Administration seems to have abandoned its efforts to repeal The Patient Protection and Affordable Care Act of 2010, known better as “Obamacare.” The signature policy achievement of the Obama Administration has been the subject of endless political debate over its effectiveness pretty much since it was proposed and passed. We’re not interested in rehashing the politics here. But no matter how one feels about Obamacare, it’s been clear to us here at Footnoted that companies from a wide spectrum of industries have been anxious about the repeal efforts as well as the lack of clarity about what would come next. Indeed, since the start of this year, and through the recent 10-K filing season, it became rare to read a filing that didn’t include
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2016 was the year of autonomous vehicles

The day most people use autonomous vehicles to zip around likely remains many years in the future. But 2016 saw the public profile of self-driving cars and trucks start to crescendo amid high-profile tests that offered a taste of a robotic future. Beyond just hype, this frenzy of activity forced a growing number of publicly-traded companies to start reckoning with the  potential impact of this new technology. As such, the number of filings in 2016 that referenced “autonomous vehicles” surged dramatically. That wave has continued to rise during the first two months of 2017 as companies from a growing range of industries think that the prospect of self-driving vehicles is serious enough that they need to make some kind of disclosure to investors. In 2016, Footnoted counted 128 filings that made some kind of reference to “autonomous vehicles.” That was up from just 37 in 2015, and 23 in 2014. Continue reading "2016 was the year of autonomous vehicles"

Election results have gun makers feeling blue

The unexpected results of the presidential election delivered good news and bad news for the gun industry. In the months leading up to the November election, it seems gun owners clearly thought Hillary Clinton would win. As a result, they were driving up sales of firearms, a common occurrence when they believe there is an increased risk of anti-gun legislation. But with the victory of Donald Trump, apparently gun owners’ minds were put as ease. As a result, firearm sales have dropped sharply. In a recent 8-K, Sturm Ruger & Company Inc. included a transcript of its earnings call on Feb. 23.  Chris Killoy, Sturm’s president and CEO, said the year had been going great until November. Revenues for 2016 were $664.3 million, up from $551.1 million in 2015. Across the country, the number of background checks performed by the National Incident Criminal Background Check System, jumped 10% Continue reading "Election results have gun makers feeling blue"