HUENENBERG, Switzerland—In an announcement late last month, Novartis AG and Nestle S.A. said that they have completed the purchase and sale of approximately 156 million shares of Alcon, Inc. for US$28.3 billion in cash.

The transaction was consummated based on an agreement between Nestle and Novartis that was executed on April 6, 2008. With the completion of this transaction, Novartis is now Alcon's majority shareholder and controls approximately 77 percent of Alcon’s outstanding shares. Effective immediately, the five Nestle-designated members of the Alcon board of directors have tendered their resignations and the Aug. 16, 2010 election of the five Novartis-designated directors is deemed effective.

“I would like to thank Nestle for their outstanding contributions and support of Alcon for more than 30 years, which has been an important part of making Alcon the global leader in ophthalmology,” said Kevin Buehler, Alcon's president and CEO. “We now welcome Novartis as our new majority owner and look forward to working with them to further enhance Alcon’s business model, provide opportunities for future growth and deliver benefits to customers and patients around the world.”

The transaction announced by Nestle and Novartis does not affect the remaining 23 percent of Alcon’s shares that trade publicly on the New York Stock Exchange.

“While Novartis is now our majority owner, Alcon remains an independent, publicly-listed company, and it is important to maintain good corporate governance around related-party transactions,” added Buehler. “Alcon will continue to abide by the Organizational Regulations, which require the IDC (Independent Director Committee) to review and approve all related-party transactions, including the Novartis proposed merger.” ■ ■