Broadwood Partners challenges STAAR Surgical deal with Alcon

Broadwood Partners, which owns 27.5% of STAAR Surgical Company (NASDAQ: STAA), sent a letter to shareholders questioning the integrity of management's financial projections and the fairness opinion in the proposed $28 per share acquisition by Alcon Inc. (NYSE: ALC).

The investment firm alleges that STAAR management revised its 2027 EBITDA forecast downward by 20% within ten days of Alcon's agreement to acquire the company. According to Broadwood, management initially projected on July 23, 2025, that the company would generate twice as much EBITDA in 2027 as its most profitable year in history, then sharply reduced this forecast by August 2.

Broadwood claims the timing coincided with the triggering of accelerated vesting for management's shares and $55 million in compensation upon deal closure. The firm states that STAAR's CEO would receive approximately $24 million if the transaction closes, despite serving in the role for only five months when the Alcon agreement was signed.

The letter also questions the financial advisor's cost-of-capital assumption used in the fairness opinion. Broadwood states that STAAR admitted its financial advisor did not derive this assumption from mathematical models or market observation as is conventional practice.

Using what it calls the original projections and independent cost-of-capital calculations from Bloomberg, FactSet and Capital IQ, Broadwood claims STAAR's fair value range has a midpoint above $41 per share, significantly higher than Alcon's $28 offer.

Broadwood continues to urge shareholders to vote against the proposed transaction at the special meeting scheduled for October 23, 2025. The firm has filed a definitive proxy statement and is soliciting votes using green proxy cards.

The information is based on a letter from Broadwood Partners to STAAR shareholders dated October 8, 2025.

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