STAAR Surgical is terminating its agreement to merge with Swiss eyecare specialist Alcon in a $1.6bn deal, ending a disputatious period between the company and its shareholders.
At a special meeting of stockholders held on 6 January, STAAR failed to secure the necessary votes to approve the transaction.
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Commenting on the outcome, STAAR CEO Stephen Farrell said: “We respect the outcome of the vote and look forward to working collaboratively with shareholders to ensure the best possible outcome for STAAR as a stand-alone company.”
In a separate statement, Alcon CEO David Endicott commented: “Throughout this process we remained disciplined with our views on price and risk.”
The merger between STAAR and Alcon was originally announced in August 2025. At the time, Farrell conceded that factors including China headwinds, such as initiatives from the nation’s government affecting device procurement, had hampered STAAR’s viability as a standalone company.
STAAR’s Q1 2025 financials revealed a 45% decline in sales to $42.6m, down from $77.4m in Q1 2024.
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By GlobalDataAt the time, Farrell asserted that the transaction with Alcon represented the best path forward and would provide the greatest value for STAAR shareholders. STAAR’s largest shareholder, Broadwood Partners, disagreed, and swiftly moved to oppose the proposed merger in September 2025.
The investment firm, which holds a 30.2% stake in STAAR, alleged that the company’s board had failed to pursue an “adequate” sales process. Broadwood also pointed out that Alcon previously offered $55 per share for STAAR when it moved to acquire the company in October 2024 – a price “far above” the August offer of $28 per share.
According to Broadwood, STAAR’s board also displayed “intransigence” in explaining the process. For instance, Broadwood claimed that after making a books and record demand, items it required to adequately assess the merger agreement, it received no communications or update from STAAR having demanded the relevant paperwork “more than three weeks ago”.
Continuing to lock horns with STAAR throughout the remainder of 2025, Broadwood requested that STAAR enlist new directors to oversee the merger. To raise investor confidence, STAAR and Alcon agreed upon a 30-day “go-shop” window through 6 December 2025. Under the change, STAAR and its financial advisor planned to contact parties to invite interest in an alternative transaction to the Alcon merger, with proposals welcome from any interested party.
In a last-ditch attempt to complete the transaction, Alcon upped its bid from $1.5bn to $1.6bn in December 2025, However, raising the transaction’s price per share to $30.75 and the other actions undertaken by STAAR and Alcon evidently proved insufficient in swaying investor sentiment.
Commenting on the agreement’s termination, Broadwood’s founder and president, Neal C Bradsher, said: “We thank our fellow shareholders for their attention during this process and for rejecting the proposed acquisition of STAAR by Alcon at today’s Special Meeting.
“As STAAR’s largest shareholder, we are confident in the Company’s standalone prospects and committed to helping STAAR realise its abundant potential for the benefit of all shareholders.”
