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Core Viewpoint - DOMA Perpetual Capital Management LLC, a significant stockholder of Pacira BioSciences, Inc., is urging the Board to hire bankers and initiate a full sale process for the company due to perceived management underperformance and financial mismanagement [1][2][4]. Financial Performance and Management Concerns - Pacira's management has been criticized for excessive spending, with stock-based compensation projected to be approximately 6% of the company's market capitalization for 2025, exceeding the firm's entire operating income [2][6]. - Year-to-date sales of Zilretta have declined by 2% year over year through Q3, indicating poor business performance [3]. - Revenue growth has been modest at 3% year over year, while expenditures have surged, with R&D costs increasing by 36% and SG&A by 25% year over year [6]. Valuation and Sale Potential - A potential sale could yield a valuation of around $2.7 billion, translating to approximately $66 per share, which is three times the current stock price and represents a reasonable acquisition valuation [4][5]. - The cash flows from Pacira's assets, particularly Exparel, could exceed $10 billion through patent expiration, suggesting significant value under a larger owner [4]. Strategic Recommendations - The company should immediately pursue a sale process, with a target completion date before the end of Q1 2026 [7]. - Cost-cutting strategies must be implemented to enhance shareholder returns, and all new development programs should be put on hold until a sale is explored [12]. - Free cash flow should be prioritized for share buybacks, with a recommendation for a new $300 million buyback program following the completion of the current one [12]. Shareholder Relations and Governance - The Board's actions have been perceived as neglecting shareholder interests, with ongoing dilution of shareholder value through unapproved share issuances [10][11]. - DOMA has been in communication with the Board for over a year, advocating for a shareholder-friendly capital allocation framework, which has only recently begun to materialize [9].

Accessibility StatementSkip Navigation (PRNewsfoto/DOMA Perpetual) Believes the Board Should Approve and Execute a 10% Buyback in Q4 2025 and Another 10% Buyback in Q1 2026 Maintains Board Has Legal and Fiduciary Duty to Act in Best Interests of Shareholders MIAMI, Sept. 9, 2025 /PRNewswire/ -- DOMA Perpetual Capital Management LLC, a significant stockholder of InMode Ltd. (NYSE: INMD) ("InMode"), today sent a letter to the Board of Directors of InMode (the "Board") urging the Board to return capital to s ...

Core Viewpoint - DOMA Perpetual Capital Management LLC urges InMode Ltd.'s Board to resume and accelerate stock buybacks and replace CEO Moshe Mizrahy due to concerns over capital allocation strategy and declining stock performance [1][2][3]. Capital Allocation Strategy - The letter emphasizes the need for the Board to act on behalf of shareholders by resuming the share repurchase program and returning cash to shareholders, as the current cash on the balance sheet is not generating earnings [3][4]. - InMode's stock price is viewed as undervalued, with approximately 60% of its market cap in cash, and the company maintains no debt while generating free cash flow [4][7]. CEO Performance and Leadership Concerns - CEO Moshe Mizrahy's management style is criticized as reckless and antagonistic, contributing to the company's underperformance and negative public perception [2][5]. - The letter highlights that Mizrahy has consistently lowered guidance and made poor management decisions, such as firing the US Head of Sales before a critical quarter [5][6]. Financial Performance and Valuation - As of May 7, 2025, InMode's market capitalization, excluding cash, is approximately $375 million, which does not reflect the company's strong business fundamentals, including gross margins near 80% [7][8]. - The letter argues that the current valuation is disconnected from the reality of InMode's business, which includes valuable assets like inventory, global distribution, and unique intellectual property [7][8].

Core Viewpoint - DOMA Perpetual believes that Pacira BioSciences' stock is undervalued, presenting an opportunity for the company to execute its largest buyback in history [1][4]. Group 1: Capital Allocation and Shareholder Value - DOMA Perpetual views the new capital allocation announcement as a strong commitment from Pacira's Board to enhance shareholder value [2]. - The combination of a $300 million share repurchase program and a focus on increasing pre-tax net income margins is expected to strengthen shareholder returns [3]. - The management is now tasked with effectively executing these initiatives to realize their potential [3]. Group 2: Growth and Financial Position - DOMA Perpetual is encouraged by Pacira's steps towards long-term value creation, indicating a period of rapid growth for the company [4]. - The new capital allocation priorities reflect Pacira's considerable momentum in scaling earnings and free cash flow, allowing for meaningful capital returns to shareholders while still investing in growth [4]. - The stock is considered undervalued relative to its historical average and the anticipated multi-year growth cycle ahead [4].

Core Viewpoint - Pacira BioSciences has experienced a significant decline in stock price, down 76% over the last decade, while the S&P 500 has increased by 167% during the same period [2]. The management and board have compensated themselves nearly half a billion dollars, which is approximately 50% of the current market capitalization [2][3]. Management and Board Performance - Under the leadership of CEO Frank Lee, Pacira's stock price has decreased by 33% [1]. There are concerns regarding his push for higher compensation packages for management, which is seen as misaligned with shareholder interests [1][2]. Shareholder Interests - DOMA Perpetual Capital Management, which owns about 4.2% of Pacira's outstanding shares, argues that the current board's capital allocation strategy is detrimental to shareholder value [1][3]. DOMA emphasizes the need for a change in the board's composition to better align with shareholder interests and to rectify a decade of poor stock performance [1][2]. Director Nominees - DOMA has nominated three candidates for the board: Joseph Kromholz, Philip Pucciarelli, and Eric de Armas, who possess extensive experience in strategic capital allocation, risk management, and healthcare banking [1][6]. The nominees are expected to enhance the board's financial sophistication and legal expertise [1][2]. Capital Allocation Strategy - DOMA advocates for accelerating buybacks to return cash to shareholders and believes that the board should avoid substantial risks in capital allocation until there is certainty regarding ongoing intellectual property disputes [3]. The focus should be on prioritizing shareholder interests [3].

Core Viewpoint - DOMA Perpetual Capital Management LLC urges InMode Ltd. to execute a tender offer for 30% of the company and implement a 10% share buyback in 2025 to restore investor confidence and address the company's undervaluation [1][2][3]. Financial Position - InMode reported $684 million in cash at the end of Q3 2024, with an estimated current cash balance of about $640 million [2][7]. - The company has no debt and is projected to generate approximately $150 million in free cash flow in 2025 [2][3]. - InMode's market capitalization is currently trading below its cash on hand plus projected three-year cumulative free cash flow, marking the lowest valuation in the company's history [2][7]. Management and Governance Issues - The CEO's recent actions, including the firing of key executives, have created instability and contributed to declining sales, particularly in North America, which accounts for over 50% of revenues [5][6]. - The Board has been criticized for failing to diversify production away from Israel, which poses risks due to geopolitical tensions [6][10]. - There is a call for the Board to take immediate action to return cash to shareholders and improve oversight of management decisions [4][9]. Proposed Action Plan - Immediate execution of a 30% tender offer and a 10% buyback in 2025 is recommended to utilize the company's cash effectively [3][10]. - The company should appoint new Heads of Sales for all relevant regions and provide quarterly sales updates to restore investor confidence [10]. - A small dividend of no more than $15 million in 2025 is suggested to enhance shareholder returns [10]. - The company should reduce cash levels to below $100 million and establish a revolving credit line for emergencies [10].

Group 1 - DOMA Perpetual Capital Management LLC owns approximately 4.14% of Pacira BioSciences, Inc.'s outstanding shares and intends to nominate four independent director candidates at the 2025 annual meeting [1] - DOMA believes in the significant value of Pacira's intellectual property and asserts that the company's stock is grossly undervalued, urging the company to initiate a stock tender offer for 10 million shares using its cash reserves [1] - The company has a healthy and growing free cash flow, which supports the execution of its already-approved $150 million buyback program [1] Group 2 - DOMA Perpetual Capital Management LLC is based in Miami, Florida, and focuses on identifying attractive companies with sustainable competitive advantages while limiting downside risks [2] - The firm employs an opportunistic, fundamentals-based investment strategy across various sectors and market caps globally [2] Group 3 - DOMA and its affiliates plan to file a preliminary proxy statement with the SEC to solicit votes for their director nominees at Pacira's 2025 annual meeting [3] - Stockholders are advised to read the proxy statement and other materials as they will contain important information [4]

Core Viewpoint - DOMA Perpetual Capital Management believes that Pacira Biosciences' cash balance of $400 million, which constitutes approximately 59% of its market capitalization, is being inefficiently utilized and urges the Board to accelerate stock repurchases to enhance shareholder returns [1][6]. Capital Allocation and M&A Strategy - The current Board is criticized for ineffective capital allocation, poor M&A track record, and lack of strategic oversight, prompting DOMA to publicly address these issues [2][11]. - The recommendation is to pause all future M&A activities until proper shareholder returns are achieved, emphasizing the need for a focus on enhancing shareholder value through buybacks [3][11]. Stock Buyback Proposal - The company is urged to complete the currently approved $150 million buyback before Q3 earnings and to initiate a new $300 million buyback in Q4, allowing for the repurchase of approximately 12 million shares [4][6]. - The goal is to reduce the share count from 46 million to 30 million shares, representing a 35% reduction, which could significantly enhance earnings per share (EPS) [8][9]. Financial Projections and Market Opportunity - Pacira is expected to experience substantial growth in sales and net income due to the NOPAIN Act, which could increase annual procedures from 2.3 million to about 6 million, with private insurance coverage potentially following Medicare coverage [10]. - By 2027, revenues could more than double or triple, leading to a projected net income exceeding $330 million, resulting in an EPS of at least $11 if share buybacks are executed as proposed [10][11]. Legal Situation and Market Perception - The current legal challenges are viewed with optimism, as DOMA believes the probabilities of winning patent cases or reaching settlements are favorable, presenting a significant opportunity for stock buybacks at depressed prices [5][7]. - The market's negative assumptions regarding Pacira's legal battles and potential competition from generic drug developers are seen as miscalculations that undervalue the company's prospects [7][9].

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ____ to ____ Commission file number 001-39754 Doma Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 84-1956909 ...