STAAR Surgical files definitive proxy statement on pending merger with Alcon

(Image Credit: AdobeStock/Andrii Yalanskyi)

STAAR Surgical has filed its definitive proxy statement with the US Securities and Exchange Commission in connection with the company’s pending merger with Alcon, which was announced in August of this year.

In addition to the proxy statement, STAAR has reached out to all stockholders, announcing a virtual Special Meeting of Stockholders on October 23 at 8:30 am PST to ask for their vote to adopt the merger agreement.

According to the company, the STAAR Board of Directors unanimously determined that the proposed merger with Alcon is in the best interests of STAAR and its stockholders and strongly recommends voting for the merger.

Under the terms of the agreement, Alcon will purchase all outstanding shares of STAAR common stock for $28 per share in cash. These outstanding shares represent approximately a 59% premium to STAAR’s 90-day volume-weighted average price and a 51% premium to the closing price of STAAR common stock on August 4, 2025. According to the company, this transaction represents a total equity value of approximately $1.5 billion.

STAAR Surgical states that the value provided by the Alcon merger exceeds what the company could achieve on a standalone basis in the foreseeable future. The company cited its lower growth rate and the resulting impact on its valuation and the substantial competitive and macro challenges in the markets.

A statement from BTIG, a global financial services firm specializing in investment banking, institutional trading, research, and related brokerage services, released by STAAR notes that the “concentrated ownership is a bit of a wildcard, and the proxy confirms that its largest shareholder was not supportive of the transaction for a period of time and has not said publicly which way they may vote.” BTIG did, however, go on to say that it believes STAAR will secure enough votes from other shareholders to move forward with the merger.

Numerous other agencies, such as Piper Sandler, Wells Fargo, and Sidoti, stated they do not believe other bidders nor a higher bid will come to STAAR.

The planned acquisition of STAAR includes the EVO family of lenses (EVO ICL) for vision correction for patients with moderate to high myopia with or without astigmatism. EVO ICLs are implantable lenses that address a wide range of vision correction needs through a minimally invasive procedure that is reversible. EVO family ICLs are implanted between the iris and the natural crystalline lens during a procedure that does not remove corneal tissue.

References:

1. STAAR Surgical board of directors unanimously believes Alcon merger maximizes value for STAAR Sockholders. Published September 16, 2025. Accessed September 16, 2025. https://investors.staar.com/news-and-events/press-releases/2025/09-16-2025-141042181

2. Harp MD. Alcon agrees to acquire STAAR Surgical. Published August 5, 2025. Accessed September 16, 2025. https://www.ophthalmologytimes.com/view/alcon-agrees-to-acquire-staar-surgical