Defender Capital Reiterates Intention to Vote AGAINST STAAR Surgical's Proposed Sale to Alcon Inc.
Rhea-AI Summary
Positive
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Negative
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Key Figures
Market Reality Check
Peers on Argus
ALC slipped 0.21% while key peers showed mixed, mostly modest moves (e.g., WST up 1.47%, others down between about 0.17% and 0.43%), suggesting this situation is more stock-specific than broad sector-driven.
Historical Context
| Date | Event | Sentiment | Move | Catalyst |
|---|---|---|---|---|
| Dec 02 | Governance challenge | Negative | +1.1% | Broadwood sought special meeting to remove STAAR directors opposing Alcon deal. |
| Nov 11 | Earnings results | Positive | +4.0% | Solid Q3 2025 sales and EPS with maintained full-year guidance. |
| Nov 07 | Merger amendment | Negative | -0.4% | Amended STAAR-Alcon merger adding 30-day go-shop and delaying vote. |
| Nov 04 | Activist opposition | Negative | +0.4% | Broadwood urged voting AGAINST Alcon’s proposed STAAR acquisition. |
| Oct 31 | Merger criticism | Negative | -0.5% | Yunqi Capital called for terminating merger amid high reported opposition. |
Recent Alcon news tied to STAAR’s contested merger often saw mixed price responses, while fundamental earnings news (Q3 results) aligned positively with the stock’s move.
Over the last few months, Alcon-related headlines have centered on its proposed acquisition of STAAR Surgical and growing resistance from STAAR shareholders. Activist investors such as Broadwood Partners and Yunqi Capital publicly opposed the deal and highlighted adverse vote tallies. Amendments to the merger agreement introduced a go-shop period and delayed the special meeting. Alongside this, Alcon reported solid Q3 2025 results with higher sales and EPS. Today’s announcement continues the theme of shareholder pushback to the STAAR transaction.
Market Pulse Summary
This announcement underscores continuing resistance from significant STAAR shareholders to Alcon’s proposed acquisition, adding to prior letters from investors holding 5.1% and 27.5% stakes. For context, Alcon recently reported Q3 2025 sales of $2.6B with maintained guidance, but deal headlines have centered on governance tension and vote math. Investors may track future proxy materials, any revised terms, and outcomes of STAAR’s scheduled votes to gauge how this contested transaction evolves.
Key Terms
all-cash deal financial
event-driven hedge funds financial
due diligence financial
AI-generated analysis. Not financial advice.
Expresses Disappointment in the Board's and Management's Continued Pursuit of Ill-advised Deal
As shareholders of STAAR Surgical for the past decade, we remain convicted in the long-term potential of the Company and are disappointed that the Board has continued to pursue the ill-advised sale to Alcon, which we do not believe is in the best interests of STAAR shareholders and does not represent adequate value for the Company. Specifically:
It's the wrong time and wrong price for STAAR shareholders:
For the past decade, STAAR has been making significant inroads globally. With increased screen usage's impact on vision and longer life expectancy, more people are in need of STAAR's differentiated products, leading us to believe the future is bright. Obviously, Alcon agrees, pursuing STAAR at a time when their Chinese business has been weak. Further, STAAR's board signed the Alcon deal right before second quarter earnings, which revealed stabilization in the business, representing potential upside for shareholders. We believe that major STAAR shareholder Broadwood Partners' December 17 press release pledging to constructively engage with the Board after the vote supports continued stability of the business and aligns with our conviction in STAAR's long-term value as an independent entity. Given these factors, this transaction has been proposed at the wrong time and at the wrong price for STAAR shareholders. In fact, we would argue that it is extremely opportunistic for Alcon shareholders to the detriment to STAAR shareholders.
The process leading to the deal was flawed:
Glass Lewis recommended shareholders vote against the deal, while ISS called the process deeply flawed. When deals are announced, event-driven hedge funds will sometimes buy the stock of the company to be acquired and make a little money when and if the deal closes. An all-cash deal by a major healthcare company looked attractive, we suppose, and apparently, some of them purchased shares without realizing that STAAR's largest shareholder for decades, Broadwood Partners, might not support the deal. When they and the second largest shareholder came out against the deal, the stock price traded lower, and we received calls from multiple concerned event-driven funds.
When it became clear that the Company did not have the vote, rather than let the Company's owners, its shareholders, determine the future of the business and accept defeat, STAAR delayed the vote until December 19 and reopened the bidding process. Given that
We continue to intend to vote AGAINST the transaction on December 19:
We continue to see no compelling reason to sell STAAR at this time. The future is always uncertain, however what is certain to us is that this process was flawed and the pattern laid out above leaves us with more questions than answers. We are disappointed that the Board has pursued this ill-advised transaction at a valuation that does not reflect the potential prospects of STAAR's business in the future, and intend to vote AGAINST the deal later this week.
About Defender Capital
Defender Capital, an SEC-Registered Investment Advisor, manages investment accounts – retirement accounts, non-retirement accounts, trusts, corporate accounts, donor-advised funds, etc. – for individuals, families, and corporations. We take a research driven, long-term approach, investing in
Media Contact:
ASC Advisors
Taylor Ingraham (203 992 1230)
tingraham@ascadvisors.com
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SOURCE Defender Capital
