:TOP STORY
$340 Million Acquisition of 1-800 Contacts Approved
1-800 Contacts shareholders voted to approve the company's acquisition by affiliates of Fenway partners, taking the contact-lens retailer private as of Sept. 6. The acquisition—valued at just under $340 million, or $24.25 per share—was first announced in early June, according to Vision Monday. Shortly thereafter, 1-800 Contacts sold its ClearLab contact lens business in two parts: ClearLab's manufacturing, distribution and customer support operations were sold to Mi Gwang Contact Lens, a Korean-based contact lens manufacturer, and ClearLab's flat pack technology and other intellectual property went to Japanese contact lens manufacturer Menicon in a separate deal. 1-800 Contacts had said in early March it was conducting a "strategic review" of its U.S. retail business in addition to exploring options for selling ClearLab.

:CONFERENCE CALLS
Advanced Medical Optics (NYSE: EYE) will present at noon ET Sept. 27 at the UBS 2007 Global Life Sciences Conference. Access is at www.amo-inc.com.

InSite Vision (AMEX: ISV) will present at 8:30 a.m. PT Sept. 19 at the ThinkEquity Partners' Fifth Annual Growth Conference in San Francisco. Access is at www.insitevision.com.

LCA-Vision (NASDAQ: LCAV) will present at 9:30 a.m. ET Sept. 20 at the First Annual Maxim Group Growth Conference in New York City. Access is at www.lasikplus.com.

:COMPANY NEWS
Alcon (NYSE: ACL) has amended its tender offer for Wavelight AG and waived the minimum tender offer acceptance threshold of 75 percent of all WaveLight outstanding shares. This followed news that Carl Zeiss Meditec AG, which owns approximately a five percent stake in WaveLight AG, would tender all of its WaveLight shares to Alcon at the EUR 15.00 per share tender offer price. Carl Zeiss later withdrew its offer. Alcon holds 53.60 percent of WaveLight shares through purchase, contractual commitment or tender. The amendment extends the EUR 15 per share offer to Sept. 25. The offer price represents a 100 percent premium on the one-month (EUR 7.49) volume weighted average stock exchange price as of the publication of the decision to launch the tender offer on July 16.

A filing last Friday by Oakley (NYSE: OO) with the SEC reveals that discussions leading to Luxottica’s (NYSE: LUX) agreement to acquire Oakley went on for more than a year before the deal was officially announced on June 20, according to Vision Monday. According to Oakley’s preliminary proxy statement for the transaction, filed with the SEC on Sept. 7, Oakley’s chairman, Jim Jannard, was first contacted on April 13, 2006, by a representative of Rothschild, Luxottica’s financial advisor, “to inform [Jannard] of Luxottica’s potential interest in holding discussions with Oakley and to discuss setting up a meeting.” Jannard and Oakley’s CEO, Scott Olivet, subsequently met at Oakley’s headquarters here with a Rothschild representative on May 19, 2006, to discuss a possible deal. Not quite three weeks later, on June 6, the two Oakley executives met with Luxottica CEO Andrea Guerra and Enrico Cavatorta, Luxottica’s CFO, “to discuss Luxottica’s interest in an expanded business relationship with Oakley, including, possibly, a merger.” One month later, Luxottica and Oakley signed a confidentiality agreement allowing Luxottica to explore Oakley’s operations. On Dec. 5, 2006, Oakley received a non-binding indication of interest from Luxottica offering to acquire Oakley’s stock for $12.20 to $15.60 per share in cash plus a stock consideration that took the total value of the offer to $22.34 to $23.71 per share. After more than six months of negotiations, Luxottica’s final offer for Oakley was agreed upon at $29.30 in cash—for a total value of $2.1 billion—and the deal was announced.

Ophthalmic Imaging Systems (OTC BB: OISI.OB) has entered a non-binding agreement to acquire Israeli MediVision Medical Imaging Ltd., a majority shareholder in OIS. Under the terms of the proposed agreement, MediVision's outstanding shares will be converted into shares of OIS common stock at a yet to be determined ratio. Also, outstanding options and warrants to purchase MediVision shares will be converted into options or warrants to purchase shares of OIS Common Stock. Once the acquisition is completed, MediVision will operate as a wholly owned subsidiary of OIS. Additional details regarding the proposed acquisition will be disclosed in a definitive agreement approved by both companies' board of directors. The definitive agreement will then require approval from both companies' shareholders before the acquisition can be finalized.