Alcon AG · SIX:ALC
Alcon — Merger or Acquisition (November 2025)
23 slides from Alcon's merger presentation, November 2025
Slide 1: Alcon's Perspective on STAAR Acquisition
Alcon’s Perspective on STAAR Acquisition November 2025
Slide 2: Disclaimer
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 filed relevant materials with the U.S. Securities and Exchange Commission (the “SEC”), including STAAR
Slide 3: Summary
Summary STAAR does not ▪ Business fundamentals have materially changed since Alcon's initial offer in October have the scale or 2024 and the adjustment in value is appropriate given true product demand. The market resources to be a made that adjustment correctly, and absent the proposed merger share
Slide 4: Current valuation reflects reality
Current valuation reflects reality Activist stockholders are engineering a silent takeover Activist stockholders are engineering a silent takeover Merger is best option for stockholders Merger is best option for stockholders 4
Slide 5: Downward correction in valuation reflects STAAR's underlying performance
Downward correction in valuation, rebasing off STAAR’s underlying performance, is reflected in both Alcon’s offer and the market … Prior Guidance Current Guidance STAAR ICL Sales – Q1 2024, $m STAAR ICL Sales – Q3 2025, $m Actual1 “Vision 2026” Illustrative Actual1 STAAR Illustrative STAAR2 forecast
Slide 6: Market correctly re-valued the company in the 90 days preceding Alcon's offer
… and the market correctly re-valued the company with minimal volatility in the 90 days preceding Alcon’s offer1 STAAR Stock Price2 $/share 1 1 v Media outlets publish articles $60.00 indicating potential Alcon acquisition of STAAR $50.00 1 1 2 v STAAR highlights “softened” $40.00 2 macroeconomic en
Slide 7: China growth projections have corrected to a dramatically lower reality
China growth projections have corrected to reflect an underlying reality that’s dramatically lower than previously forecasted Prior Guidance Current Guidance China ICL sales | Q1 20241,2, $m China ICL Sales | Q3 20253, $m 2026 estimate reflects true demand (i.e., not a temporary dislocation from inv
Slide 8: Headwinds in China are structural and not transitory (1 of 3)
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 Market Scope Refractive Procedures in China1 China Refractive Forecast2 Procedures, 000s CAGR ’2
Slide 9: Headwinds in China are structural and not transitory (2 of 3)
Headwinds in China are structural and not transitory (2 of 3) Consumer confidence hasn’t meaningfully improved since bottoming out in 2022 China Composite Consumer Confidence Index1 130 “ Despite the return of growth in several sectors, China’s Consumer Confidence Index (CCI) remains near historic l
Slide 10: Headwinds in China are structural and not transitory (3 of 3)
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 Product(s) LOONG CRYSTAL PRL VISION PRO MPL ARTISAN EYECRYL IPCL v2.0 NMPA approval in China NMPA approval in NMPA approval Clin
Slide 11: Scaling globally outside China has been a challenge for STAAR
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 growth1 “Go it alone” “Partner with a strategic” ▪ Untenable global cost structure, limited direct operations ▪ Immediate synergies fro
Slide 12: Cost-cutting more likely to stall sales growth than accelerate it
… and recent cost-cutting activities are more likely to stall sales growth than to accelerate it Q2 2025 expense2 $m -11% 23.6 21.0 G&A 2Q24 2Q25 -15% “Q2 year-over-year decrease is "You Can’t Cost Cut Your due to lower marketing, 31.0 26.3 S&M Way To Growth1” promotional and advertising activities…
Slide 13: STAAR's Q3'25 performance does not indicate a corner being turned
STAAR’s Q3’25 performance does not provide any indication that a corner is being turned1 STAAR Q3 YoY Financial Performance, $m 1 Q3’24 Q3’25 • Q3 represents the first quarter that is mostly clear of Excludes $25.9m in China inventory issues Q4 ’24 revenue recognized in Q3 ‘25 • Excluding ICL shipme
Slide 14: Activist stockholders are engineering a silent takeover
Current valuation reflects reality Current valuation reflects reality Activist stockholders are engineering a silent takeover Merger is best option for stockholders Merger is best option for stockholders 14
Slide 15: Activist stockholders are engineering a silent takeover of STAAR
Activist stockholders are engineering a silent takeover of STAAR without paying any premium1 Example: Broadwood is a serial activist investor with 10+ activist campaigns launched since 20192 ▪ Broadwood asserted a potential In latest campaign, Broadwood has polluted the proposed merger between STAAR
Slide 16: Broadwood Capital's history as an activist leads to underwhelming returns
Broadwood Capital’s history as an activist leads to underwhelming returns1 – potentially explaining its desire to rebase STAAR Investment TSR2 Company duration relative to (years) S&P500 STAAR 21.1 (105%) Frequently holds positions for a long period; 3 / 6 current positions Lineage / 21.6 (815%) hav
Slide 17: Merger is best option for stockholders
Current valuation reflects reality Current valuation reflects reality Activist stockholders are engineering a silent takeover Activist stockholders are engineering a silent takeover Merger is best option for stockholders 17
Slide 18: Proposed Alcon transaction represents an attractive premium
Proposed Alcon transaction represents an attractive premium across multiple measures Transaction represents significant premium to STAAR stock price and is higher than precedent transactions: 59% premium to 90- 47% premium to 2x Median Day VWAP Median Price Target Premium Paid $28 $28 51% $19 $18 26
Slide 19: Transaction is at the high end of comparable ophthalmology transactions
Proposed Alcon transaction is at the high end of comparable ophthalmology transactions Transaction value as multiple of LTM sales 6.0 5.4 4.9 Average 3.9 3.5 3.7 4.4x Target Acquirer Date Dec ‘23 Jul ‘21 Apr ‘19 Sep ‘16 Jul ‘16 TBD AV ($Bn) 1.17 0.3 0.5 4.3 0.5 1.5 AV / LTM Sales 4.9x 6.0x 3.5x 3.7x
Slide 20: Proposed merger supported by independent analyst community
Proposed merger supported by expert independent analyst community covering the Company 20
Slide 21: Alcon is confident that no higher offer exists
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 other
Slide 22: Proposed Alcon transaction is in the best interest of STAAR and its stockholders
Proposed Alcon transaction is in the best interest of STAAR and its stockholders1 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 appr
Slide 23: Alcon
Alcon SEE BRILLIANTLY