Leading proxy advisory firm Glass Lewis has recommended that STAAR Surgical Company (NASDAQ:STAA) shareholders vote against the proposed acquisition by Alcon Inc. (NYSE:ALC), according to a statement released by Broadwood Partners. Alcon, currently trading near its 52-week low with a market capitalization of $37.8 billion, has maintained profitability with revenue of $10 billion in the last twelve months.
In its report, Glass Lewis highlighted concerns regarding the sale process, timing, and price of the transaction announced on August 5, 2025. The advisory firm stated that "investors would be better served scuppering the current arrangement" in favor of either a reset of the process or pursuing the company’s standalone potential.
Glass Lewis noted that STAAR CEO Steve Farrell and Chair Dr. Elizabeth Yeu did not disclose information about inbound acquisition interest to the rest of the board. This information was also not included in STAAR’s proxy statement to shareholders.
The proxy advisor criticized the deal’s timing, pointing out that it was announced just one day before STAAR’s second-quarter results, which showed improved performance. Glass Lewis questioned the process, describing it as lacking thoroughness with "substantial and credible questions regarding timing, cadence and transparency."
Regarding valuation, the advisory firm observed that the deal implies a next-twelve-months revenue multiple of approximately 4.56x, which falls below both the median and mean multiples of comparable healthcare equipment transactions.
Broadwood Partners, which opposes the transaction, stated that shareholders representing over 34% of STAAR’s outstanding shares have publicly announced their opposition to the deal. This group includes Yunqi Capital, Defender Capital, CalSTRS, and former STAAR CEO David Bailey.
STAAR has scheduled a special meeting of shareholders for October 23, 2025, to vote on the proposed acquisition.
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