Alcon and Lensar are walking away from a proposed acquisition deal following pushback from the Federal Trade Commission (FTC).
The U.S. antitrust watchdog had requested additional information about the two companies’ plans last year, delaying their timelines following the March 2025 announcement of a $356 million deal that would have netted the eye care giant Lensar’s robotic laser systems for cataract surgery.
Alcon had signed up to pay $14 per share in cash plus up to an additional $2.75 apiece if Lensar’s equipment performed 614,000 total surgeries by the end of 2027. One of the most common medical procedures, the companies estimate that as many as 5 million cataract treatments are performed in the U.S. each year, and about 32 million worldwide.
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The FTC, however, raised antitrust concerns. After Alcon and Lensar agreed to terminate the deal, the agency said the deal would have combined the two leading players in the market for laser systems used in femtosecond laser-assisted cataract surgery, or FLACS, according to Daniel Guarnera, director of the FTC’s Bureau of Competition.
The agency argued the companies were already locked in a price war that had driven both innovation and lower costs in the market. “Competitors simply cannot attempt to buy out rivals to get out from the heat of pricing and innovation competition,” Guarnera said in a statement.
Alcon pushed back, with CEO David Endicott saying the acquisition would have enhanced innovation and competition, but that the length and cost of the regulatory review ultimately made the deal no longer viable.
The two companies had appeared committed to the deal as late as last month, when Lensar said it was continuing to work with the FTC and that it expected a green light by the end of June.
The agreement had carried a deadline of April 23, with a potential extension to July 23. However, the FTC sent signals that it would seek a court injunction to block the deal.
“While we are disappointed with this outcome and the FTC’s intention to challenge the proposed transaction, we remain committed to advancing the field of cataract surgery through the continued market growth of our ALLY Robotic Cataract Laser System,” Lensar President and CEO Nick Curtis said in a statement.
“We are focused on continuing to drive the expansion of ALLY’s global installed base and procedure volumes, and creating long-term value for patients, our surgeon partners and shareholders. We will share more detail on our strategy when we release our financial results on March 31, 2026,” added Curtis.
Lensar will keep the acquisition’s $10 million deposit, but its share price fell about 30% in after-hours trading Monday following the news, dropping to $7.20.
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The denial marks the second black eye for Alcon’s M&A plans this year, following a revolt by the shareholders of Staar Surgical, the target of a $1.5 billion deal for its implantable lenses.
Alcon had initially offered a 59% premium over Staar’s average stock price, but Broadwood Partners—the latter’s largest shareholder with about a 30% stake—said that undervalued the business, and its opposition was later joined by Yunqi Capital. Alcon looked to sweeten the deal to $1.6 billion, but shareholders rejected the proposal in a January vote.
Last year, Alcon struggled to maintain its hold on cell therapy biotech Aurion, which had planned to go public. Alcon obtained a majority stake and ultimately ousted the CEO amid a back-and-forth legal battle with Aurion and its investors.
