Sandell Concerned About Bausch & Lomb's Board's Determination that AMO's Merger Proposal is Not Superior
SANDELL STATES THAT IT INTENDS TO VOTE AGAINST WARBURG TRANSACTION AT THE
CURRENT OFFER PRICE
NEW YORK, July 26 /PRNewswire/ -- (NYSE: BOL) -- Sandell Asset Management Corp. ("Sandell") sent a letter today to Mr. William H. Waltrip, Chairman of Bausch & Lomb's Special Committee. In the letter, Sandell expressed concern over the Board's response to Advanced Medical Optics, Inc.'s ("AMO") $75 cash and stock acquisition proposal. Sandell believes this transaction is superior to the $65 cash offer by Warburg Pincus and the Board is unnecessarily dismissing the AMO acquisition proposal in favor of a transaction that significantly undervalues Bausch & Lomb. Furthermore, details recently disclosed in the Company's proxy statement indicate that Warburg may have been given an unfair advantage in the due diligence process causing us to question whether management and the board's motivations are aligned with shareholders. If AMO was not afforded the same opportunity to conduct diligence after expressing interest in the company, this would be a clear violation of the Board's fiduciary duty and smacks of bad faith. "The Special Committee's failure to recommend the AMO proposal as superior despite a 15% premium over the Warburg offer is very concerning. While we recognize there are certain issues with the AMO offer, we believe these issues are manageable." said Thomas E. Sandell, Chief Executive Officer of Sandell Asset Management Corp. "It is our belief that the $65 Warburg offer undervalues Bausch & Lomb and it is our intention to vote against the transaction as proposed." About Sandell Asset Management Corp. Sandell Asset Management Corp. is a multi-billion dollar global investment management firm, founded by Thomas E. Sandell, that focuses on global corporate events and restructurings throughout North America, Continental Europe, the United Kingdom, Latin America and the Asia-Pacific theatres. Sandell frequently will take an "active involvement" in facilitating financial or organization improvements accruing to the benefit of investors.RELATED LINKS
SOURCE Sandell Asset Management Corp.