Glass Lewis reaffirms opposition to STAAR Surgical sale to Alcon

Proxy advisory firm Glass Lewis has reaffirmed its recommendation that STAAR Surgical Company (NASDAQ: STAA) shareholders vote against the proposed acquisition by Alcon Inc. (NYSE: ALC), according to an announcement from Broadwood Partners.

Glass Lewis concluded that "we do not believe there exists persuasive cause for investors to endorse the revised Alcon arrangement," citing concerns about the board's credibility and the effectiveness of the sale process.

The proxy advisor criticized STAAR's board, stating that "every step of the follow-on process, from adjournment to go-shop to revised offer, was overseen by a board whose procedural credibility was remarkably threadbare." Glass Lewis noted that not all board members agreed to delay the shareholder vote to initiate additional bidder solicitation.

Regarding the go-shop process, Glass Lewis determined that "STAAR's process was ineffective in establishing a competitive auction and, it seems, securing maximum value from Alcon." The firm highlighted structural advantages given to Alcon, including the absence of standstill provisions in Alcon's non-disclosure agreement while other potential bidders faced such restrictions.

Glass Lewis found the increased offer price inadequate, noting that the revised terms imply a revenue multiple that "does not depart meaningfully from the multiple implied by the original agreement" and "continues to track well below the Company's unaffected three- and five-year stand-alone multiples."

Broadwood Partners, which has been opposing the transaction, continues to urge shareholders to vote against the proposed deal. The special meeting of shareholders was originally scheduled for October 23, 2025, and has been postponed to December 19, 2025.

The information is based on a press release statement from Broadwood Partners.

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