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Nongaap Investing is authored by an ex-activist investor focusing on issues within tech companies, emphasizing problems in corporate governance, financial transparency, and conflicts of interest. It delves into insider activities, board dynamics, regulatory scrutiny, and the impacts of governance failures on company valuation and trust.

Corporate Governance Financial Transparency Insider Activities Regulatory Scrutiny Investor Activism Conflict of Interest Board Dynamics Company Valuation

Top posts of the year

And their main takeaways

Illumina: Malignant Governance

72 implied HN points • 24 Apr 23
💼 Business Corporate Governance Executive Compensation
  1. Illumina insiders may have made over $500 million from splitting-off and re-acquiring Grail.
  2. Undisclosed Grail shares acquired by Illumina insiders may have exceeded 100+ million, leading to misaligned incentives.
  3. The Grail acquisition may have triggered an exodus of Illumina talent and impacted the company's value.

Illumina: Prelude to Endgame

60 implied HN points • 15 May 23
💼 Business Corporate Governance Legal issues Corporate strategy Whistleblowing
  1. The Illumina-Grail brouhaha could involve fraud by omitting material facts about related party transactions.
  2. Corporate governance issues, like undisclosed financial relationships between decision-makers, are a significant concern in public markets.
  3. If proven, Illumina insiders may face consequences like disgorgement of profits, potential prison risks, and challenges from regulators.

Illumina: Non-GAAP Activism

57 implied HN points • 29 Apr 23
💼 Business Corporate Governance Media Impact
  1. Activist investor Carl Icahn is pushing for an independent investigation into Illumina's financial dealings.
  2. In contested elections like this, the reputation of board members plays a crucial role.
  3. Shareholders are demanding greater transparency and clarity from Illumina regarding potential conflicts of interest.
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Illumina: Fraud by Omission

32 implied HN points • 18 May 23
💼 Business Fraud Insider trading Accounting Investments Legal issues
  1. Fraud by omission is a significant concern in the case of Illumina insiders and their financial windfall on Grail.
  2. By omitting material facts, Illumina insiders potentially misled investors and reaped undisclosed financial windfalls.
  3. The use of cost method accounting instead of equity method accounting may be seen as a form of fraud by omission, allowing for undisclosed financial benefits.

Illumina: Unidentified Financing Operation?

30 implied HN points • 22 Aug 23
💰 Finance Investments Governance Insider trading Mergers & Acquisitions
  1. Milky Way Investments Group's $125 million investment may have been used to benefit Illumina insiders through undisclosed shares and influence in Grail's Series D round.
  2. Dr. Klausner's ownership of Grail shares through Milky Way Investments Group raised concerns about undisclosed insider transactions and potential conflicts of interest.
  3. The intertwining relationships between Helix, Grail, and Illumina, as well as the modifications of options and redemptions, suggest possible non-disclosed financial dealings and self-dealing among insiders.

Illumina: Icahn Drops "Helix" Bombshell

27 implied HN points • 29 Oct 23
💰 Finance Investing Lawsuit Acquisitions Insider trading
  1. Carl Icahn made a significant allegation involving Helix funding GRAIL in a lawsuit against Illumina.
  2. Icahn is suing to uncover undisclosed motives behind Illumina's GRAIL acquisition, anticipating major board changes.
  3. Understanding the connection between Helix and GRAIL is crucial due to potential undisclosed stakes and the involvement of multiple companies like Biogen.

[P] Gordian Knot Problems (Part 2)

2 implied HN points • 29 Feb 24
💰 Finance
  1. The post discusses Gordian Knot Problems, focusing on related-party transactions and beneficial ownership.
  2. The content is exclusive for paid subscribers, highlighting a paywall for full access.
  3. The post includes links for subscription and sign-in for existing paid subscribers.

[P] Oppenh(AI)mer (Part 1)

0 implied HN points • 19 Mar 24
🕹 Technology AI Governance
  1. The post is part of a series called Oppenh(AI)mer, focusing on calculating real-world fallout of theoretical governance chain-reactions.
  2. The post is dated March 19, 2024, and is for paid subscribers only.
  3. To access the full content or read more in the series, one can subscribe or sign in as a paid subscriber on the nongaap website.