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LAKE FOREST, California - STAAR Surgical Company (NASDAQ:STAA), a $1.34 billion market cap medical device company with a FAIR financial health rating according to InvestingPro, announced Monday that the 45-day "window shop" period under its merger agreement with Alcon (SIX/NYSE:ALC) expired with no competing acquisition proposals received.
The expiration occurred at 11:59 p.m. Eastern Time on September 19, despite what STAAR described as "active exploration of alternative buyers" by Broadwood Partners, a major stockholder opposing the deal.
STAAR’s Board of Directors maintains that the $28.00 per share all-cash offer from Alcon represents the best path forward for stockholders. The offer represents a 51% premium to STAAR’s closing price on August 4, the day before the agreement was announced.
"The expiration of the ’window shop’ period with no competing acquisition proposal reinforces the Board’s conclusion that the Alcon merger maximizes value for STAAR stockholders," said Stephen Farrell, CEO of STAAR, in a press release statement.
The company noted that despite market rumors about potential M&A interest in STAAR more than a year before the Alcon agreement, and Broadwood’s claims of other interested parties, no alternative offers materialized during the window shop period.
STAAR’s Board negotiated a provision allowing the company to accept a competing proposal during the 45-day period with a nominal termination fee of 1% of the transaction value. After September 19, any termination for a superior proposal would incur a 3% fee.
The company warned that rejecting the Alcon deal could expose stockholders to "significant value destruction" compared to the $28 per share merger value, noting that STAAR stock traded at $18.49 prior to the deal announcement.
STAAR, which specializes in implantable phakic intraocular lenses for vision correction, has scheduled a stockholder vote on the proposed merger.
In other recent news, STAAR Surgical Company is set to be acquired by Alcon Inc. for $28 per share, valuing the deal at approximately $1.5 billion. This acquisition price represents a 59% premium to STAAR’s 90-day volume-weighted average price and a 51% premium to its closing price before the announcement. Following this development, analysts from Stifel and Sidoti downgraded STAAR Surgical’s stock rating, with Stifel moving it from Buy to Hold and Sidoti adjusting it from Buy to Neutral. Both firms raised their price targets to $28, aligning with the acquisition price. Canaccord Genuity also increased its price target to $28 while maintaining a Hold rating. Meanwhile, Yunqi Capital, a 5.1% shareholder in STAAR Surgical, expressed opposition to the merger, arguing that the deal undervalues the company. Despite the opposition, the acquisition has been described as strategically sensible by some analysts, highlighting the attractive valuation from Alcon’s perspective. These are the latest developments surrounding STAAR Surgical’s acquisition by Alcon.
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