Staar Surgical Company · NASDAQ:STAA
Staar Surgical — Merger or Acquisition (November 2025)
23 slides from Staar Surgical's merger presentation, Nov 4, 2025
Slide 1: Alcon's Perspective on STAAR Acquisition
Alcon’s Perspective on STAAR Acquisition November 2025
Slide 2: Disclaimer
2 Disclaimer Additional Information About the Merger and Where to Find It This presentation relates to the proposed transaction involving STAAR. In connection with the proposed transaction, STAAR has fi led relevant materials with the U.S. Securities and Exchange Commission (the “SEC”), including ST
Slide 3: Summary
3 Summary 1. Alcon estimates 2. STAAR Investor Presentation, March 2024; Growth estimate based on 2023 actual and $525m (midpoint of $500 - 550m guidance for 2026 ) 3. STAAR Management Presentation: Alcon Merger Maximizes Value for Stockholders of STAAR Surgical – September 2025 4. Federal Reserve E
Slide 4: Current valuation reflects reality
4 Current valuation reflects reality Activist stockholders a re engineering a silent takeover Merger is best option for stockholders
Slide 5: Downward correction in valuation reflected in Alcon's offer and the market
5 Downward correction in valuation, rebasing off STAAR’s underlying performance, is reflected in both Alcon’s offer and the market … 213 270 319 525 525 562 601 643 688 2021 22 23 338 338 24e 25e 26e 27f 28f 29f 30f +18% 1. STAAR Management Presentation: Alcon Merger Maximizes Value for Stockholders
Slide 6: Market correctly re-valued the company before Alcon's offer
6 … and the market correctly re - valued the company with minimal volatility in the 90 days preceding Alcon’s offer 1 $0.00 $10.00 $20.00 $30.00 $40.00 $50.00 $60.00 Media outlets publish articles indicating potential Alcon acquisition of STAAR STAAR highlights “softened” macroeconomic environment,
Slide 7: China growth projections have corrected to a lower underlying reality
7 China growth projections have corrected to reflect an underlying reality that’s dramatically lower than previously forecasted 107 148 186 2021 22 23 24e 25e 26e ~ 205 ~ 246 ~ 295 +17% 107 148 186 161 91 160 2021 22 23 24 25e 26e - 5% 1. STAAR Press Release, dated Feb 26, 2024, titled STAAR Surgica
Slide 8: Headwinds in China are structural and not transitory (1 of 3)
8 Headwinds in China are structural and not transitory (1 of 3) Independent forecasts from expert sources indicate refractive procedures in China are in a slowdown with modest future growth prospects IQVIA Refractive Procedures in China 1 Procedures, 000s 1. IQVIA 2. Market Scope 2025 Global Refract
Slide 9: Headwinds in China are structural and not transitory (2 of 3)
9 Headwinds in China are structural and not transitory (2 of 3) Consumer confidence hasn’t meaningfully improved since bottoming out in 2022 65 130 2020 2022 2024 2026 100 China Composite Consumer Confidence Index 1 1. Federal Reserve Economic Data, Federal Reserve Bank of St. Louis ; Mid - year upd
Slide 10: Headwinds in China are structural and not transitory (3 of 3)
10 Headwinds in China are structural and not transitory (3 of 3) 1 Competition in China is quickly increasing in what was a historically 1 - player market China - focused Ex - China IPCL v2.0 EYECRYL ARTISAN MPL VISION PRO PRL LOONG CRYSTAL Product(s) NA NA NA Clinical testing in China NMPA approval
Slide 11: Scaling globally outside China has been a challenge for STAAR
11 Scaling globally outside China has been (and will likely remain) a challenge for STAAR … Partnering with a strategic is the only viable path to accessing profitable growth 1 1. Alcon estimates 2. From STAAR Sep 2025 “Alcon Merger Maximizes Value for Stockholders of STAAR Surgical” showing - 9.8D
Slide 12: Recent cost-cutting more likely to stall sales growth than accelerate it
12 … and recent cost - cutting activities are more likely to stall sales growth than to accelerate it 1. Forbes, 02 Feb 2024, Shannon Power, https://www.forbes.com/councils/forbesfinancecouncil/2024/02/02/you - cant - cost - cut - your - way - t o - growth/ 2. STAAR Q2 2025 Earnings Call, August 202
Slide 13: STAAR's Q3'25 performance shows no sign a corner is being turned
13 STAAR’s Q3’25 performance does not provide any indication that a corner is being turned 1 89 69 Net Sales - 22% Q3’24 Q3’25 STAAR Q3 YoY Financial Performance , $m 1 1. Q3’25 results exclude revenue associated with the previously disclosed Dec 2024 ICL shipment that was recognized Q3’25 2. STAAR
Slide 14: Activist stockholders are engineering a silent takeover
14 Current valuation reflects reality Activist stockholders a re engineering a silent takeover Merger is best option for stockholders
Slide 15: Activist stockholders are engineering a silent takeover of STAAR without paying any premium
15 Activist stockholders are engineering a silent takeover of STAAR without paying any premium 1 1. Alcon estimates 2. S&P CapitalIQ : Broadwood Capital, Inc.| Activist Profile 3. As shown in Schedule 13D filed with the SEC on September 22, 2025 4. As shown in Schedule 13D/A filed with the SEC on No
Slide 16: Broadwood Capital's history as an activist leads to underwhelming returns
16 Broadwood Capital’s history as an activist leads to underwhelming returns 1 – potentially explaining its desire to rebase STAAR TSR 2 relative to S&P500 Investment duration (years) Company (105%) 21.1 STAAR (815%) 21.6 Lineage / BioTime Company Liquidated 11.3 Comarco (395%) 9.8 IMDX / Oncocyte (
Slide 17: Merger is best option for stockholders
17 Current valuation reflects reality Activist stockholders a re engineering a silent takeover Merger is best option for stockholders
Slide 18: Proposed Alcon transaction represents an attractive premium across multiple measures
18 Proposed Alcon transaction represents an attractive premium across multiple measures ALC Offer 90 - Day VWAP 1 $ 28 $ 18 ALC Offer Median Comp Transaction 3 51% 26% ALC Offer Median Sellside Target 2 $ 19 $ 28 59% premium to 90 - Day VWAP 47% premium to Median Price Target 2x Median Premium Paid
Slide 19: Proposed Alcon transaction is at the high end of comparable ophthalmology transactions
19 Proposed Alcon transaction is at the high end of comparable ophthalmology transactions 4.9 6.0 3.5 3.7 3.9 5.4 Target Acquirer Date AV ($Bn) AV / LTM Sales Fwd Sales Growth Dec ‘23 Jul ‘21 Apr ‘19 Sep ‘16 Jul ‘16 1.17 0.3 0.5 4.3 0.5 4.9x 6.0x 3.5x 3.7x 3.9x Average 4.4x 10%+ 15%+ 10%+ ~5% ~8% Tr
Slide 20: Proposed merger supported by independent analyst community
20 Proposed merger supported by expert independent analyst community covering the Company
Slide 21: Alcon is confident that no higher offer exists
21 Alcon is confident that no higher offer exists Alcon encourages the STAAR Board of Directors to adopt a “go - shop” period to put aside any doubts that a higher offer exists ▪ Given the niche nature of ICLs, the high concentration of sales in China, and the long - term headwinds facing STAAR, no
Slide 22: Proposed Alcon transaction is in the best interest of STAAR and its stockholders
22 1. Alcon estimates STAAR doesn't have the scale or resources to be a profitable, high - growth standalone company Business fundamentals have materially changed since Alcon's initial offer in October 2024 and the adjustment in value is appropriate given true product demand – the market made that a
Slide 23: Alcon
Alcon SEE BRILLIANTLY
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