STAAR Surgical Merger With Alcon On The Rocks As Go-Shop Period Ends
With no rival bids, STAAR faces a showdown with its largest shareholder, Broadwood Partners, which vows to block the $1.6 billion deal, citing an inadequate valuation.
STAAR Surgical's proposed $1.6 billion sale to eye-care giant Alcon is facing a potential collapse as a critical 'go-shop' period concluded without any competing offers, intensifying a standoff with its largest and most vocal shareholder, Broadwood Partners.
The Lake Forest, California-based maker of implantable lenses is now in a precarious position. While the company defended the integrity of its sale process, the market is signaling significant doubt. STAAR's shares are currently trading around $24.82, a steep discount to the $30.75 per-share cash offer from Alcon, suggesting investors are betting that the opposition from Broadwood, which holds a formidable 30.2% stake, will ultimately scuttle the acquisition.
In a statement, STAAR Surgical announced the formal expiration of the go-shop period, a provision that allowed the company to actively solicit better proposals after agreeing to the Alcon deal. The company disclosed it had contacted 21 potential buyers but failed to receive a single alternative acquisition proposal. The board is framing the outcome as validation that Alcon's 'best and final' offer represents the highest value achievable for shareholders.
However, Broadwood Partners has characterized the process as a failure. The activist investor, which has been a long-term holder of STAAR stock, immediately reiterated its intent to vote against the transaction. In a sharply worded response, Broadwood labeled the go-shop process 'performative' and argued that the deal significantly undervalues STAAR's growth potential, particularly its flagship EVO Visian ICL lenses.
"The conclusion of this flawed and performative go-shop process changes nothing," Broadwood stated, urging fellow shareholders to reject the merger at an upcoming special meeting scheduled for December 19. The firm has consistently argued that management has mishandled the company's valuation and that a sale at this price forfeits significant future upside.
The conflict sets the stage for a dramatic shareholder vote where the math is challenging for STAAR's management. With nearly a third of the votes seemingly locked in opposition, securing the necessary approval from the remaining shareholders is a substantial hurdle. This public battle began earlier in the year, with Broadwood publicly calling for the removal of three board directors in October, accusing them of overseeing a compromised sale process.
For Alcon, the acquisition represents a strategic move to secure STAAR's innovative lens technology, a key product in the vision correction market. The deal, representing a 66% premium to STAAR's closing price on August 4, 2025, was declared Alcon's 'best and final offer' when it was raised to $30.75 in early December. This declaration limits Alcon's flexibility to sweeten the pot further to win over dissidents like Broadwood without losing face.
All eyes are now on the December 19 special meeting. Should shareholders, led by Broadwood, vote the deal down, STAAR's stock would likely face immediate and significant pressure, as the premium offered by Alcon would evaporate. Conversely, if the merger is approved, shareholders would receive the agreed-upon cash price, but the fierce opposition from its largest investor has made that outcome anything but certain.