（原标题：美股异动 | STAAR Surgical(STAA.US)盘前大涨超15% Alcon将收购报价提高至16亿美元） 智通财经APP获悉，周二，STAAR Surgical(STAA.US)盘前大涨超15%，报27.15美元。消息面上，Alcon 表示，已将其收购 STAAR Surgical 的报价提高到约 16 亿美元的总股权价值，高于此前的 15 亿美元。 根据修订后的协议条款，Alcon 将以每股 30.75 美元的价格现金购买所有 STAAR Surgical 的流通股，高 于此前每股 28 美元的报价。Alcon 表示，这笔交易现在较 STAAR 过去 90 日的成交量加权平均价格溢 价 74%，较 8 月 4 日(即合并宣布前一天)STAAR 股票的收盘价溢价 66%。 ...

周二，STAAR Surgical(STAA.US)盘前大涨超15%，报27.15美元。消息面上，Alcon表示，已将其收购 STAAR Surgical的报价提高到约16亿美元的总股权价值，高于此前的15亿美元。根据修订后的协议条 款，Alcon将以每股30.75美元的价格现金购买所有STAAR Surgical的流通股，高于此前每股28美元的报 价。Alcon表示，这笔交易现在较STAAR过去90日的成交量加权平均价格溢价74%，较8月4日(即合并宣 布前一天)STAAR股票的收盘价溢价66%。 ...

Group 1 - Alcon has increased its acquisition bid for Staar Surgical to $30.75 per share in cash [1] - The total valuation of Staar Surgical is now at $1.6 billion [1]

Core Viewpoint - Broadwood Partners, L.P. and its affiliates, owning 30.2% of STAAR Surgical Company's outstanding common stock, oppose the proposed sale of the Company to Alcon Inc. on unchanged transaction terms following a flawed process [1] Group 1 - Broadwood Partners holds a significant stake of 30.2% in STAAR Surgical Company [1] - The proposed sale to Alcon Inc. is being contested by Broadwood due to concerns over the transaction terms [1] - The process leading to the proposed sale has been described as flawed by Broadwood [1]

Core Viewpoint - Broadwood Partners and its affiliates announced that Egan-Jones Ratings Company has reaffirmed its recommendation for shareholders to vote "AGAINST" the proposed acquisition of STAAR Surgical Company by Alcon Inc. [1] Group 1 - Egan-Jones Ratings Company is a leading proxy advisory firm [1] - The recommendation is to vote against the acquisition on the GREEN Proxy Card [1] - The announcement follows STAAR's completion of a 30-day go-shop period [1]

One specialist investor just walked away from STAAR Surgical entirely—right as uncertainty over a delayed Alcon deal looms.Palo Alto Investors fully exited its position in STAAR Surgical Company (STAA +1.74%), reducing its stake by 791,879 shares in the third quarter, a net change of approximately $13.3 million, according to a November 14 SEC filing.What HappenedPalo Alto Investors disclosed in a November 1, SEC filing that it sold out of STAAR Surgical Company during the third quarter. The fund reported a ...

Core Points - STAAR Surgical has amended its merger agreement with Alcon to allow a 30-day go-shop period for soliciting third-party proposals, aiming to maximize stockholder value [1][2][3] - Alcon has waived its matching rights and information rights during this go-shop period, facilitating a more open solicitation process [3][4] - The Special Meeting of Stockholders to vote on the merger proposal has been postponed to December 19, 2025, to allow time for potential third-party proposals [4] Summary by Sections Merger Agreement Amendments - The new go-shop period allows STAAR to actively seek third-party proposals until December 6, 2025 [3] - Alcon has waived matching rights for any superior proposals made during this period [3] - STAAR is not obligated to inform Alcon about any bids received until the go-shop period ends, promoting a fair solicitation process [3] Stockholder Engagement - STAAR's CEO emphasized the commitment to maximizing stockholder value and the potential benefits of the go-shop process [2] - Alcon will engage with STAAR stockholders to garner support for the merger proposal [2][4] Special Meeting of Stockholders - The Special Meeting originally scheduled for December 3, 2025, has been postponed to December 19, 2025, allowing stockholders to consider any new proposals [4]

Financial Performance - For the nine months ended September 26, 2025, net sales were $181.6 million, a decrease of 31% compared to $265.0 million for the same period in 2024[89] - Net sales for the nine months ended September 26, 2025 decreased by 31% compared to the same period in 2024, primarily due to decreased sales in China, with APAC region sales down 42% and ICL unit sales down 43%[99] - For the three months ended September 26, 2025, net sales increased by 6.9% to $94.7 million compared to $88.6 million for the same period in 2024[97] - The company reported a net loss of $62.1 million for the nine months ended September 26, 2025[115] Sales by Region - Net sales to distributors in China for the nine months ended September 26, 2025, were $60.3 million, down from $154.5 million in the prior year[89] - The Americas region sales increased by 20% with ICL unit growth of 15%, driven by sales growth in Canada and the U.S.[98] - The EMEA region sales increased by 8% with ICL unit growth of 23%, primarily due to sales growth in distributor markets[98] Gross Profit and Margins - The gross profit margin for the three months ended September 26, 2025, was 82.2%, up from 77.3% in the same period of 2024[96] - Gross profit for the three months ended September 26, 2025 increased by 13.7% year-over-year, with a gross margin of 82.2%, up from 77.3% in the same period of 2024[100] - Gross profit for the nine months ended September 26, 2025 decreased by 33.3% year-over-year, with a gross margin of 76.3%, down from 78.5% in the same period of 2024[101] Expenses - General and administrative expenses for the three months ended September 26, 2025 decreased by 4.3% year-over-year, representing 21.9% of sales, down from 24.5%[102] - Selling and marketing expenses for the three months ended September 26, 2025 decreased by 18.7% year-over-year, accounting for 24.8% of sales, down from 32.6%[103] - Research and development expenses for the three months ended September 26, 2025 decreased by 24.8% year-over-year, representing 9.7% of sales, down from 13.8%[104] - Merger transaction and related costs amounted to $5.9 million for the three months ended September 26, 2025, representing 6.3% of sales[105] - Restructuring, impairment, and related charges totaled $27.9 million for the nine months ended September 26, 2025, representing 15.3% of sales[107] Cash Flow and Assets - Cash and cash equivalents increased by $31.996 million from $144.159 million in December 27, 2024 to $176.155 million in September 26, 2025[114] - Total current assets decreased by $46.731 million from $367.940 million in December 27, 2024 to $321.209 million in September 26, 2025[114] - Net cash used in operating activities for the nine months ended September 26, 2025 was $(30.316) million, compared to $15.083 million for the same period in 2024[115] - Net cash provided by investing activities was $65.754 million for the nine months ended September 26, 2025, compared to $(39.722) million for the same period in 2024[115] - Net cash used in financing activities was $(4.505) million for the nine months ended September 26, 2025, compared to $5.834 million for the same period in 2024[118] - The company’s working capital decreased by $38.062 million from $297.634 million in December 27, 2024 to $259.572 million in September 26, 2025[114] Tax and Other Income - The effective tax rate for the three months ended September 26, 2025 was 52.7%, compared to 24.2% for the same period in 2024[112] - Other income, net for the three months ended September 26, 2025 decreased by 96.0% year-over-year, amounting to $300, while for the nine months it increased by 21.4% to $7.3 million[109] Strategic Initiatives - The company entered into a Merger Agreement with Alcon Research, LLC on August 4, 2025, with STAAR becoming a wholly owned subsidiary of Alcon[88] - The company has implemented consignment agreements with distributors in China to mitigate financial exposure from tariffs[91] - The company expects distributors to make more frequent purchases of ICLs in smaller quantities, reducing the risk of inventory buildup[92] Market Risk - There have been no material changes in the company's qualitative and quantitative market risk since the last annual report[120]

[Form 8-K General Information](index=1&type=section&id=Form%208-K%20General%20Information) This section provides administrative and identifying information for the 8-K filing, including corporate details and stock exchange listing [Registrant and Filing Details](index=1&type=section&id=Registrant%20and%20Filing%20Details) This section provides the administrative and identifying information for STAAR Surgical Company's 8-K filing, including its corporate details, stock exchange listing, and confirmation of its non-emerging growth company status - The registrant is **STAAR Surgical Company**, incorporated in Delaware[1](index=1&type=chunk) Securities Registered | Title of each class | Trading Symbol(s) | Name of each exchange on which registered | | :------------------ | :---------------- | :---------------------------------------- | | Common | STAA | NASDAQ | - The registrant is not an emerging growth company[3](index=3&type=chunk) [Reported Events and Exhibits](index=2&type=section&id=Reported%20Events%20and%20Exhibits) This section details the significant events reported in the 8-K, including financial results and accompanying exhibits [Item 2.02 Results of Operations and Financial Condition](index=2&type=section&id=Item%202.02%20Results%20of%20Operations%20and%20Financial%20Condition) STAAR Surgical Company announced its preliminary net sales results for the quarter ended September 26, 2025, through a press release, which is incorporated by reference as an exhibit to this report - **STAAR Surgical Company** published a press release on October 20, 2025, reporting preliminary net sales results[4](index=4&type=chunk) - The reported results are for the quarter ended **September 26, 2025**[4](index=4&type=chunk) - The press release is filed as **Exhibit 99.1** to this report[4](index=4&type=chunk) [Item 9.01 Financial Statements and Exhibits](index=2&type=section&id=Item%209.01%20Financial%20Statements%20and%20Exhibits) This section lists the specific documents filed as exhibits to the 8-K report, including the press release detailing the preliminary financial results and the interactive data file Filed Exhibits | Exhibit Number | Exhibit Description | | :------------- | :---------------------------------------------------------- | | 99.1 | Press release of the Company dated October 20, 2025 | | 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | [Report Signatures](index=3&type=section&id=Report%20Signatures) This section provides formal authentication of the 8-K report through authorized signatory details [Authorized Signatory Information](index=3&type=section&id=Authorized%20Signatory%20Information) The report is formally signed by an authorized representative of STAAR Surgical Company, confirming its submission in accordance with regulatory requirements - The report was signed on **October 20, 2025**[8](index=8&type=chunk) - **Stephen C. Farrell**, Chief Executive Officer, signed the report on behalf of STAAR Surgical Company[8](index=8&type=chunk)

Core Viewpoint - Broadwood Partners, L.P. and its affiliates are opposing Alcon Inc.'s proposed acquisition of STAAR Surgical Company, urging shareholders to vote against the transaction using their GREEN Proxy Card [1] Group 1: Company Actions - Broadwood Partners owns 27.5% of STAAR's outstanding common stock, indicating significant influence over shareholder decisions [1] - The firm continues to actively communicate its stance against the acquisition, highlighting its commitment to protecting shareholder interests [1] Group 2: Market Implications - The opposition from a major shareholder like Broadwood could impact the outcome of the acquisition vote, potentially leading to a reevaluation of the proposed transaction by Alcon [1]