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iCan't: Apple Says No To Uncle Carl

Tyler Durden's picture


In its preliminary proxy statement, Apple has responded publicly to Carl Icahn's proposal that it commit not less than a $50 billion share buy back program. Their response... an unequivocal, no! and here's why...


From Apple's Preliminary Proxy Statement:

The Company’s Statement in Opposition to Proposal No. 10

The Board recommends a vote AGAINST Proposal No. 10.

The Board and management team are thoughtfully considering options for returning additional cash to shareholders and are currently seeking input from shareholders as part of the Company’s regular review.

The Company’s success stems from the Company’s unique ability to combine world-class skills in hardware, software and services to deliver innovative products that create new markets and delight hundreds of millions of customers. This success has created tremendous value for the Company’s shareholders.

With breakthrough products and services such as the Mac, iPod, iPhone, iPad and App Store, the Company has created huge market opportunities, and the Board and management team believe the opportunities that lie ahead are just as exciting. Given such large and global markets, the Company competes with large companies around the world, many with their own significant technical capabilities and significant capital. This dynamic competitive landscape and the Company’s rapid pace of innovation require unprecedented investment, flexibility and access to resources.

Successfully innovating and executing against these large opportunities also requires careful stewardship by the Board and management team, and the Company’s evaluation of capital return is conducted in the context of supporting the Company’s continued business success and desire to deliver attractive returns to long-term shareholders.

The Board and management team have demonstrated a strong commitment to returning capital to shareholders over the past two years. In March 2012, the Company announced a quarterly dividend and share repurchase program totaling $45 billion. In April 2013, the Board authorized a dramatic increase, more than doubling the size of the program to $100 billion, raising the dividend, and increasing the share buyback authorization to $60 billion. As such, the Company is one of the largest dividend payers in the world and has the largest share repurchase authorization in history. The Company has executed aggressively against the capital return program, spending $23 billion of the $60 billion share repurchase authorization in fiscal 2013 alone. These share repurchases have been funded in part by a $17 billion debt offering, the largest ever as of the time of issuance.

In the first six quarters of the capital return program, dividend payments and share repurchases totaled over $43 billion. Dividends and share repurchases must be funded by domestic cash, and the Company has returned to shareholders or invested all of the domestic cash generated by its business and raised through the issuance of debt since the beginning of the program.

While the Board and management oppose this shareholder proposal, they are fully committed to returning cash to shareholders. The Board and management team believe that capital should be returned to shareholders on an efficient and sustained basis, and that the evaluation of capital return should be performed regularly and carefully with the best long-term interest of the business and shareholders in mind.

The Company is updating perspectives on its capital return program for 2014 and beyond. The Company is collecting input from a very broad base of shareholders, believing that the input of all shareholders is important and should be considered holistically. The evaluation of the capital return program continues to be thoughtful, deliberate, and consistent with a conservative financial policy that supports risk-taking and innovation. Consistent with its pattern for the last two years, the Company is on track to complete its regular review and thorough analysis and to announce any changes to the current program by March or April of 2014.

The Board believes that the Company’s management team and Board are in the best position to determine what is in the best long-term interest of the Company’s business and recommends a vote AGAINST this proposal.


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Fri, 12/27/2013 - 19:07 | Link to Comment firstdivision
firstdivision's picture

In closing, the Board recommends shorting HLF

Fri, 12/27/2013 - 19:13 | Link to Comment knukles
knukles's picture

Fuck yeah!
Take your shares and shove 'em Carl.

I don't know why any self respecting board exercising its fiduciary responsibility to shareholders would ever give in to such a blatant short term oriented demand from a raider.

And, if we're here at the Hedge even close to correct, an iBalnace Sheet with next to no iDebt is gonna look damned good in coming years.

Always room for debt, for considered, well judged, business purposes.

Go milk somebody in Moscow and see how that gets yer ass, Carl.

Booyah, motherfuckers

Resounding Cheers for the Apple Board, says Uncle Knukies

Fri, 12/27/2013 - 19:21 | Link to Comment 666
666's picture

But, but, but, I had dinner with Timmy!

Fri, 12/27/2013 - 19:23 | Link to Comment knukles
knukles's picture

And stayed in a midget tranny at a Holiday Express

Fri, 12/27/2013 - 20:18 | Link to Comment Dazman
Dazman's picture

Your midget tranny comment was funny in the other article just now. But seeing you post it here again... I'm worried about you. Lol. 

Fri, 12/27/2013 - 20:56 | Link to Comment SafelyGraze
SafelyGraze's picture

if appl buys back *all* outstanding shares, the price will go to infinity

you think it can't happen?

of course it can

and then they value their shares at infinity

because that is how markets work

Fri, 12/27/2013 - 20:19 | Link to Comment negative rates
negative rates's picture

Oh the story's we could tell..........

Sat, 12/28/2013 - 04:43 | Link to Comment Deo vindice
Deo vindice's picture

It's "stories".

"story's" makes it a non-sentence.

Sat, 12/28/2013 - 07:15 | Link to Comment negative rates
negative rates's picture

Fuck you and your detail, it spun your head so tight you'll never get rid of that pain in your neck until you meet your reward. A tiny little dancer in your head to make YOU another one of the truely uneducated and insane.

Sat, 12/28/2013 - 15:08 | Link to Comment Deo vindice
Deo vindice's picture

It's "truly".

Fri, 12/27/2013 - 19:45 | Link to Comment Stoploss
Stoploss's picture

Just drop the 50B on Carl's head..


Oh well, problem solved.

Fri, 12/27/2013 - 20:43 | Link to Comment Occident Mortal
Occident Mortal's picture

Snowden taught us that Tim Cook has access to the increasingly irrational thoughts inside Carl ICahns head.

Oh and ICahn's iPhone also records every conversation within a 15ft radius complete with time stamp and geolocation.

Fri, 12/27/2013 - 21:26 | Link to Comment monoloco
monoloco's picture

Dear Carl,


Pound sand.


Warm Regards,


Fri, 12/27/2013 - 21:29 | Link to Comment monoloco
monoloco's picture

Dear Carl,


Pound sand.


Warm Regards,


Fri, 12/27/2013 - 21:02 | Link to Comment TheLoveArtist
TheLoveArtist's picture

Uncle Carl's ancestors were Fiddler's on Roofs, and these fiddlers break into a song and dance routine if they are caught trying to break in the house.

The Clan doing what they do best, extortion, and thievery. Don't forget these are the same people that tried to deceive YHWH.  Satan's chosen ones is what they are, just look at their Devil's Pitchforks = The Menorahs which they proudly display on their Mezuzahs on their doorframes and in their homes.

Fri, 12/27/2013 - 23:31 | Link to Comment Jumbotron
Jumbotron's picture

Hey lost your way.

Here's where you need to go.....or go back to

Fri, 12/27/2013 - 23:32 | Link to Comment Jumbotron
Jumbotron's picture

Oh yeah....sorry.....I'm being rude.  I forgot to tell you to go fuck yourself.  My bad.

Sat, 12/28/2013 - 03:12 | Link to Comment TheLoveArtist
TheLoveArtist's picture

Surprised you didnt start calling me an anti-semite, tell me about the holocaust and the magical 6 million Jew march number thats been pushed around by the World Jewish Congress since the early 1900s.

Listen Junior, I am calling the members of the Tribe as I see them, I didn't circumcise against their families will such outstanding slimeballs like your brethren all over Wall Street, the ones who are Russian and Ukrainian Oligarchs, the parasites in AIPAC and JEWTOPIA that are running this democracy like a JEWTOCRACY, or the roaches that are piling up in Palestine and steal land in the name of not a GOD but of running the biggest money laundering nation in the world, and also the sex slavery capital of the world Tel Aviv  (maybe you have to hold a woman in slavery to have her take your little mutilated pricks). 

I'm not the one who came up with the JEW proverb "Always Take' Featured in your book of lies and deceit aka the Torah

But you know one of Europe's Greatest Statesmen, Frederick the Great quite astutely figured your Clan of Thieves out quite well when he his Testament politique that: We have too many Jews in the towns. They are needed on the Polish border because in these areas Hebrews alone perform trade. As soon as you get away from the frontier, the Jews become a disadvantage, they form cliques, they deal in contraband and get up to all manner of rascally tricks which are detrimental to Christian burghers and merchants. I have never persecuted anyone from this or any other sect; I think, however, it would be prudent to pay attention, so that their numbers do not increase

You guys were just as slimy back then as you are now.  I guess that is what is passed down in the family and the clan via your stinking book the torah, makes for great toilet paper in my house.  Feels great flushing down the toilet the hebrew alphabet.

Sat, 12/28/2013 - 02:55 | Link to Comment TheLoveArtist
TheLoveArtist's picture

I figure you call yourself the Jumbotron because that is what you have to project your little Joo prick on, which was so badly mutilated after your typical Heeb circumcision, to feel like a real man instead of the Devil's little biatch, tell you what Jumboturd, take your menorah and stick it up your assssss

Sat, 12/28/2013 - 04:00 | Link to Comment TheLoveArtist
TheLoveArtist's picture

And when are you Jooos going to stop being Anti-Gentiles

Fri, 12/27/2013 - 22:08 | Link to Comment williambanzai7
williambanzai7's picture

Fri, 12/27/2013 - 23:54 | Link to Comment palmereldritch
palmereldritch's picture

Whenever you hear the sound of Carl trying to shake down a Board of Directors it means somewhere a little vulture has just earned its wings.

Fri, 12/27/2013 - 19:58 | Link to Comment aVileRat
aVileRat's picture

A few minor problems with APPL's side of the story

1. If the entire iPAD R&D program to date has only cost about US$14B. kindly explain why the fuck you need more than 30B on the sheet in any given year. Why and how can you justify that cash pile when every year has seen retirement of existing product lines and boring refurbishment cycles ? I mean fuck, Coach has more product innovation each season than the iPhone revamps now. 

2. Can someone explain to me why Tim Cook & the core group are jacking their salaries at 20% year on year compensation rate while the product line has stagnated ? Cashing out much ? do we need a meme here ?

3. Impairment of the cash pile. The only reason I can see Cook is reluctant to keep cash on his sheet, and erode tax pools is that cash is not "really" cash, but trapped in BRIC cash accounts. Why else would a board be willing to go through auditor humiliation every year regarding their large cash taxes unless they have some sort of SIV/blind pool of tax liabilities hiding in Ireland ?

4. Vague reason for the cash pile. When Steve Jobs ran Apple the company did not want to risk bankruptcy again and resisted bonds or any form of lein over their IP or assets. This runs counter to Apple's spate of bond issues and carrier-inventory deals on i5s. So why this last line in the sand ? You have already given 'just the tip' to the markets. Why is this cash pile so important to keep greater than 80B at all times Tim ?

5. Explanation of the M&A strategy of Apple. So at this point, Apple could likely buy every company in the world once. Does anyone even know what they will buy ? IBM sure has no idea, and they even offered Apple to buy the thinkpad PC and Server divisions. Neither does Oracle, nor M$ or Google.

6. Ars Techna reported this week that Android apps are no longer making money. Let me repeat that: The market leader is no longer making money because people are not buying click-bait on the Samsung phones, when the phone shelf life is only 6- month to a new refresh. You really think Apple is going to GROW margins against this collapse in the Virtual Economy ?

I suspect the cash pile acted as a sort of Activist and share downgrade Suicide vest. Downgrade our stock, and we will cow your rating with a marketing roadshow of vague M&A guidance and idea pitches, 80% of which will be duffers or straight up vapourware. Anyone on here remember Tim Cook's road show about VRadio & iMedia world when the price fell below 800 ? Yeah.

In reality, I would suspect the True M1 of Apple is only around 20B. Should France or other countries begin to raise VAT or tax iTunes digital media, expect something in that fishy cash pile to break.

Is Carl wrong ? eh. Is Carl asking Apple to finally admit they are not a 'growth story'? Yes.

In the end, like Hess before them, Apple must either explain why they need more money than most countries to rebrand a product every 14 months or admit they are not as confident in their "growth" model as a conventional corporate who only needs 10% of book value in cash to maintain a growth portfolio.

Ironically, this is a very classic Ackman 'do you feel lucky, punk ? ' move.


Fri, 12/27/2013 - 20:26 | Link to Comment negative rates
negative rates's picture

Well do ya?

Fri, 12/27/2013 - 23:30 | Link to Comment Jumbotron
Jumbotron's picture

It's ok Apple......Carl will be dead soon.

And then he will finally realize that all his money....and the money he wanted to extract from Apple can't buy him a cool second in Hell.

Fri, 12/27/2013 - 19:10 | Link to Comment starman
starman's picture

I dare the do they know who Iam!? "CI"

Fri, 12/27/2013 - 19:10 | Link to Comment ShortTheUS
ShortTheUS's picture

This calls for an iCahn, Cook duel on national business TV.

Fri, 12/27/2013 - 19:22 | Link to Comment knukles
knukles's picture

Calls for Uncle Carl to threaten to disembowel himself alive on national television (as a 9th Step amends) unless they give into his demand.
Do it as a Pay per View on CSPAN to help minimize the budget deficit.
Along with a parade of political/financial enablers.

Coliseum style.
Really give the peasantry some reality telly.

Fri, 12/27/2013 - 19:14 | Link to Comment OutLookingIn
OutLookingIn's picture

Uncle Carl wants his money!

After buying all that APPL stock.

Looking for that "greater fool" is getting harder to find.

So, what to do. Get the company to buy the stock back at a larger price! We're in the money. We're in the...

All together now! 1..2..3..  

Fri, 12/27/2013 - 19:17 | Link to Comment dcohen
dcohen's picture

iCo(h)n is a douchebag

Fri, 12/27/2013 - 19:15 | Link to Comment scraping_by
scraping_by's picture

You'd think this old man would find something better to do with his reamaining time on earth; but I guess if the only validation you've ever had is as a looter, then you loot all the way to the grave.

He's done looting for himself. Now he's looting for history.

Fri, 12/27/2013 - 19:26 | Link to Comment knukles
knukles's picture

Methinks if there is judgement (and I simply cannot fathom a universe where anybody gets off Scott free) this guy is in for one big ass surprise.

No purgatory, hell for you, Carl
One of the guys who brought significant harm to others for pennies.
Type Jesus threw out of the temple, so to speak.

Sat, 12/28/2013 - 03:05 | Link to Comment TheLoveArtist
TheLoveArtist's picture

Nah he is looting for the rest of the Tribe so he will be remembered as one of the truly Outstanding Jooooos

Fri, 12/27/2013 - 20:20 | Link to Comment Colonel Klink
Colonel Klink's picture

Uncle Twit ain't gonna be happy!  Spoiled brat billionaires don't usually like being told no.

Fri, 12/27/2013 - 19:24 | Link to Comment SillySalesmanQu...
SillySalesmanQuestion's picture

Carl is still the slimiest greenmailer ever....he needs to be dipped in tar and coated in feathers like the chicken he is.

Fri, 12/27/2013 - 19:26 | Link to Comment monopoly
monopoly's picture

Is it time for Carl to move into an Assisted Living residence? Then he would not have any cares at all. What a dork. Time to retire.

Fri, 12/27/2013 - 19:38 | Link to Comment Waterfallsparkles
Waterfallsparkles's picture

If you listen to him on CNBC he has trouble putting his words together.  Either Dimentia or Alzhimers is setting in.  He is not what he used to be.

Sat, 12/28/2013 - 02:57 | Link to Comment Haager
Haager's picture

Alzheimer is a sub of Dementia, so 'a Dementia' is enough to cover the description of his behaviour. .

Sat, 12/28/2013 - 12:06 | Link to Comment SloMoe
SloMoe's picture

The reason Timmy rejected Carl's advances?

Carl's last name is really spelled, "Icuhnt"

Fri, 12/27/2013 - 19:33 | Link to Comment Waterfallsparkles
Waterfallsparkles's picture

Good for Aapl.  All Carl wants is to divest them of their cash doing a buy back, raising the stock price.  Once the stock appreciates he is gone and so is their cash on hand.

Fri, 12/27/2013 - 19:39 | Link to Comment Yen Cross
Yen Cross's picture

  Over the last 2-3 years carl iCON has been in the news because of the availability of liquidity. That assclown has tried to proxy untold numbers of companies over the decades, and failed miserably. I remember how he fucked up that Clorox deal. (that's a great company!)

  I remember in the 80's iCon tried to become a car company guy, and failed miserably. He's one of those shitheads that writes down 1000 company names on gum wrappers and puts them in balloons.

  Then he throws 1000 lawn darts up into the air and "decides" his takeover ideas from the balloons that didn't pop.

Fri, 12/27/2013 - 20:05 | Link to Comment knukles
knukles's picture

Lawn Darts


God, how I remember the good old days when kids were allowed, nay encouraged to play with shit like Jarts, BB guns, lighter fluid, inhale Carbon tetrachloride, burn insects with magnifying glasses, get into real fistfights, bully the crap out of one another and then turn on the bully and get even with a baseball bat or punching his front teeth out (parents used to get real pissed off about having to pay for bridgework in those days for grade schoolers and Jr high schoolers when one was defending themselves) all the while the old man was sitting on the porch with a cold one watching his pride and joy grow up to be a real man, having told mother to "Shut the fuck up, he's just a boy having fun.  And next month he's going hunting with me and the guys."

How times have changed

Fri, 12/27/2013 - 20:24 | Link to Comment Yen Cross
Yen Cross's picture

  Jarts!  lol  Knuks.   That's why we have bunch of pussified, hunch backed, girlie-boys that are incapable of looking a mirror in the eye Knuks.

Fri, 12/27/2013 - 20:24 | Link to Comment Big Johnson
Big Johnson's picture

Well said

Fri, 12/27/2013 - 20:24 | Link to Comment Atomizer
Atomizer's picture

You forgot WD-40 flame thrower, M-80’s, and bottle rocket wars.

Fri, 12/27/2013 - 20:37 | Link to Comment Yen Cross
Yen Cross's picture

  Potato cannons (PVC tubing and lighter fluid. Tennis ball cannons with duck taped together Coke cans and lighter fluid.


Fri, 12/27/2013 - 20:18 | Link to Comment adr
adr's picture

Everything is fine until iChunt threatens to sell his Apple stake and bring the stock down 15% in seconds like Twatter.

Nothing like a $80 billion drop in market cap to open the corporate cash hoard floodgates.

Sat, 12/28/2013 - 00:03 | Link to Comment scraping_by
scraping_by's picture

Then the HFTs will flip 'buy' and front run the Fed for a penny a share. A few seconds, it'll be no more than a flash crash.

Fri, 12/27/2013 - 20:23 | Link to Comment One And Only
One And Only's picture

No one gives a shit about this story.

It's a turtle in the mud.

Fri, 12/27/2013 - 20:35 | Link to Comment Catullus
Catullus's picture

Look Apple, shit or get off the pot with this. Another generation of iPhone with the same features and iPads that fall consistently short are not going to cut it.

Just do what KMP does and issue dividends in shares if you can't repatriate cash. Stop leveraging up to pay cash dividends.

Fri, 12/27/2013 - 23:32 | Link to Comment Jumbotron
Jumbotron's picture

Ok....Steve Ballmer.....nice try hiding yourself in the form of Catullus.

Fri, 12/27/2013 - 22:55 | Link to Comment pot_and_kettle
pot_and_kettle's picture

wrong thread :/

Sat, 12/28/2013 - 06:05 | Link to Comment tradewithdave
tradewithdave's picture

Carl should have followed me on Twitter, like I told him to. It's not too late, I could be #10 on your list. It's either you or Martin Lipton... wake up Carl! Twitter is the currency of shareholder activism as Bitcoin is to the Susan B Anthony dollar. Pay it forward... with the seigniorage.


Do NOT follow this link or you will be banned from the site!