Article Date: 6/1/2007

Bausch & Lomb to Merge
NEWS spectrum

Bausch & Lomb to Merge

Bausch & Lomb has entered into a definitive merger agreement with affiliates of global private equity firm Warburg Pincus in a transaction valued at approximately $4.5 billion, including approximately $830 million of debt.

Under the terms of the agreement, affiliates of Warburg Pincus will acquire all outstanding shares of Bausch & Lomb common stock for $65.00 per share in cash. B&L says this represents a premium of approximately 26 percent over the volume weighted average price of B&L's shares for 30 days before press reports of rumors regarding a potential acquisition.

B&L's Board of Directors, following the recommendation of a Special Committee composed entirely of independent directors, has unanimously approved the agreement and recommends that B&L shareholders approve the merger.

Ronald L. Zarrella, B&L's chairman and CEO, said, "We believe this transaction with Warburg Pincus is good for the Company's employees, partners in the eye care profession, and customers, as well as our shareholders. As a private company, Bausch & Lomb will have greater flexibility to focus on our long-term strategic direction to be a global leader in providing innovative and technologically advanced eye health products to eye care professionals and consumers. We are proud to partner with Warburg Pincus, a distinguished firm with a strong reputation and proven track record of success in acquiring and guiding healthcare companies." He continued, "Warburg Pincus understands our industry and our business well, and will be a tremendous asset as we build upon our leadership position and continue to implement our strategic plan to deliver enhanced value for our customers worldwide. The firm shares our confidence in Bausch & Lomb's future and will support our people in achieving our long-term goals."

Elizabeth H. Weatherman, a Warburg Pincus managing director, said, "Bausch & Lomb is an exceptional company, with significant potential and a strong commitment to its employees, partners and customers worldwide."

The transaction is subject to certain closing conditions, including the approval of B&L's shareholders, regulatory approvals and the satisfaction of other customary closing conditions. There is no financing condition to consummate the transaction. B&L expects to hold a Special Meeting of Stockholders to consider and vote on the proposed merger and merger agreement, among other things. The transaction is expected to close promptly following the satisfaction of all closing conditions.

Under the merger agreement, B&L may solicit superior proposals from third parties during the 50 calendar days that follow the agreement. If a superior proposal solicited during this period leads to the execution of a definitive agreement, B&L would be obligated to pay a $40 million break-up fee to affiliates of Warburg Pincus.

Bausch & Lomb advises that there can be no assurance that the solicitation of superior proposals will result in an alternative transaction.

INDUSTRY BRIEFS
Johnson & Johnson's The Vision Care Institute has added a new address to its Web site for easier access at www.tvciedu.com. Visitors can view the curriculum, register for classes, take a virtual tour of the facility's Jacksonville, Fla. headquarters and hear from students and faculty about their experience at TVCI.
■ The Centers for Disease Control has asked the American Optometric Association's Contact Lens and Cornea Section to join in a comprehensive study of the incidence of Acanthamoeba keratitis and its possible relationship to contact lens wear. The group is asking that practitioners report any instances of ulcerative keratitis, especially if you suspect or confirm Acanthamoeba, to the CDC. ODs can report cases of ulcerative keratitis at www.aoa.org/acanthamoeba.xml.
■ The Contact Lens Council has announced that it is developing a new interactive tool for eyecare professionals, is updating its insights into the consumer and eyecare professional point of view and is redesigning its Web site. The goal is to supply information to consumers and to help eyecare professionals better educate patients about contact lenses.
■ A recent study from Advanced Medical Optics has found that post-LASIK patients who used Blink Contacts (AMO) for three weeks showed improvement in tear breakup time (TBUT), conjunctival hyperemia (CH) and Oxford scoring scheme (OSS) while patients who used Tears Naturale Free (Alcon) showed improvement in TBUT. After three weeks of treatment there was no significant difference between the two drops in terms of Schirmer testing, TBUT, CH or OSS.
■ The FDA has granted approval to Inspire Pharmaceuticals for its Azasite (azithromycin ophthalmic) 1% for treating bacterial conjunctivitis. The company plans to launch the drug in the third quarter of this year.
Medennium, Inc. has obtained CE Mark Clearance for marketing its photochromic IOL, Aurium, in Europe. Aurium is the first and only photochromic IOL in the cataract lens industry, according to Medennium.
■ The Vision Care for Kids Act of 2007 (S. 1117) was introduced in mid April in the U.S. Senate. Supported by a number of eyecare organizations, this legislation serves as a complement to H.R. 507, identical legislation introduced earlier this year in the House of Representatives. It seeks to provide children with follow-up care after a comprehensive eye exam or vision screening identifies a potential vision problem.
Carl Zeiss Meditec recently reached a milestone in shipping its 15,000th ophthalmic laser worldwide. The lasers are used to perform retinal, cataract and glaucoma disease therapy.
Ellex Medical Lasers Ltd. has gained FDA 510(k) approval to market its new Ellex 30XL laser slit lamp. It was designed for use in the ophthalmic clinic setting with the Ellex single or dual port Solitaire green laser photocoagulator and Ellex laser indirect ophthalmoscope.
■ More than 200 Vision Source ODs joined the Optometry Giving Sight Leaders Campaign, which aims to sign up 500 optometrists to make regular contributions of $100 per month to help the estimated 250 million people worldwide who don't have access to basic vision care.
■ A new report from Prevent Blindness America called The Annual Economic Burden of Adult Vision Problems in the U.S. highlights the prevalence of sight-threatening diseases in Americans age 40 and older while looking at the economic impact of vision problems and blindness. The report indicates that the burden of vision problems in American adults to the overall U.S. economy had a total impact of $35.4 billion.
Susan Schneider, MD, has joined Santen Pharmaceutical Co. Ltd. as vice president of Clinical Affairs. Dr. Schneider was formerly the medical director for Genentech, Inc.
■ The Council for Refractive Survey Quality Assurance reports that the probability of getting a good result from LASIK and similar eye surgery to reduce the need for glasses has significantly improved, with 90 percent of patients achieving 20/40 or better vision and 65 percent achieving 20/20.

Contact Lens Legislation Introduced to House

In late April, Representative Mike Ross (D-Ark.) introduced the Contact Lens Consumer Health Protection Act (HR 2012) to the U.S. House of Representatives. The bill seeks to amend the Fairness to Contact Lens Consumers Act to require contact lens sellers to provide a toll-free telephone number and a dedicated e-mail address for the purpose of receiving communications from prescribers. This bill would also:

HR 2012 is cosponsored by Reps. Thomas Allen (D-Me.), John Boozman (R-Ark.), Thelma Drake (R-Va.), Ralph Hall (D-Texas) and Ed Whitfield (R-Ky) and has been referred to the Committee on Energy and Commerce.

Keep up with industry news between issues of Contact Lens Spectrum by subscribing to our e-mail newsletter, Contact Lenses Today. Visit www.cltoday.com or the CLS site (www.clspectrum.com) to subscribe.

Silicone Hydrogels More Comfortable, Study Finds

A study designed to measure the proportion of daily wear hydrogel lens wearers who wear lenses in challenging environments and their resulting comfort demonstrated that daily wear silicone hydrogel lenses can improve comfort significantly versus hydrogel lenses in most surroundings.

The findings appear in the April Optometry and Vision Science, the peer-reviewed journal of the American Academy of Optometry. The study was sponsored by Vistakon.

A second objective was to determine whether refitting those wearers with newer types of silicone hydrogel lenses affects comfort among subjects who wear lenses in challenging situations. The research shows that newer, second-generation silicone hydrogels made from senofilcon A and galyfilcon A can significantly reduce the frequency of commonly reported ocular surface symptoms such as dryness and discomfort in adverse environments.

Baseline data were collected from 496 hydrogel soft lens wearers on the frequency of use of lenses and the associated comfort in challenging environments. Subjects were then randomized to be refit with one of three silicone hydrogel lenses for daily wear use: senofilcon A (Acuvue Oasys, Vistakon), galyfilcon A (Acuvue Advance, Vistakon) or lotrafilcon B (O2Optix, CIBA Vision). Participants were masked to their new lens type. After two weeks of wear, participants who wore senofilcon A and galyfilcon A reported significantly improved comfort in most situations. Subjects who were fit with lotrafilcon B reported fewer symptoms in many environments but did not report a significant improvement in the most frequently experienced challenging environments.

Lens wearers reported dusty, polluted or smoky environments as the least comfortable situations for wear. However, after being refit with silicone hydrogel lenses, participants reported that many environments, particularly those in which they reported the most discomfort with hydrogel lenses, no longer appeared to pose such a challenge.

CooperVision Offers Online Learning Center
CooperVision has launched a new online learning center at http://learning.coopervision.com. This free educational resource offers practitioners and staff contact lens training and support, and it's designed to develop knowledge and hone skills on a broad range of topics from contact lens basics to fitting advanced lens designs.
The site also offers a link to accredited prepaid courses available from the Contact Lens Society of America and the American Optometric Association.
Furthermore, the online center maintains personalized account information that records what courses and tracks participants have completed. In addition, practitioners can receive COPE credit through select coursework available through the online learning center.
Contact Lens Spectrum (ISSN 0885-9175) is a registered trademark of Lippincott Williams & Wilkins VisonCare Group, a Wolters Kluwer business, published monthly. Advertising and editorial office: 1300 Virginia Dr., Suite 400, Fort Washington, PA 19034. Subscriptions: United States 1 year $48, 2 years $74; Canada 1 year $72. Other countries 1 year $98 (must be prepaid in U.S. dollars). Single copies $4 each. Periodicals postage paid at Ft. Washington, PA, Bolingbrook, IL 60440 and additional mailing office. Copyright 2007 by Lippincott Williams & Wilkins VisonCare Group, a Wolters Kluwer business. Reproduction of all or part of this publication without the consent of the publisher is prohibited. For subscription information/address changes: Contact Lens Spectrum, P.O. Box 3078, Northbrook, IL 60065; (800) 306-6332 or Fax (847) 564-9453.
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Study Examines UV Exposure

Ultraviolet exposure to the eye during early morning and late afternoon is approximately double that of the mid-morning/early afternoon period during spring, summer and fall, a new study finds.

Findings from the study, which was sponsored by Johnson & Johnson K.K. Vision Care Company (Tokyo) were presented at the 111th Annual Meeting of the Japanese Ophthalmological Society.

Research was conducted on the campus of Kanazawa Medical University in September and November 2006. After incorporating a tiny UV sensor into the ocular segment of a specially designed model, UV-B rays entering the eye were measured from sunrise to sunset.

On Sept. 21, around the time of the Autumnal Equinox, the two highest points in the UV exposure test to the eye were recorded around 9 a.m. and from 2 p.m. to 3 p.m. UV exposure to the eye for four hours from 10 a.m. to 2 p.m. recorded nearly half of the highest UV exposure points in the morning and evening.

As the solar angle decreased, peak UV exposure to the eyes moved back toward mid-day. On Nov. 21, one of the highest points of exposure occurred around noon under the same conditions as the previous test.

WEB UPDATE
Contamac Launches Revamped Corporate Image and Web Site
Contamac has launched its newly redesigned corporate Web site and corporate image. The site, located at www.contamac.com, has clearer navigation and more focused content. It also includes a section on Contamac BV with a working lens cost calculator and lathe specifications, a dedicated section on Contamac's research and development department and information on Contamac materials and accessories. Later in the year the site will also feature a "Resource Centre" and a "Professionals" section, both filled with information for students and industry professionals. Contamac is inviting suggestions while these sections are under construction.
MidSouth Premier Ophthalmics Launches New Site
MidSouth Premier Ophthalmics has launched its corporate Web site www.mspremier.com, which allows customers to download invoices, credit memos and statements as well as to order soft lenses, GP lenses, solutions and ophthalmic products online.
JCAHPO Launches E-Learning Site
The Joint Commission on Allied Health Personnel in Ophthalmology has launched a new e-learning Web site offering low-cost continuing education courses for ophthalmic medical personnel at http://www.myjcahpoce.org.
PBA Launches Site for UV Education
Prevent Blindness America has launched www.preventblindness.org/uv, a new, dedicated online resource for patients to learn more about what they can do to protect their eyes. The site offers a variety of tools and information on everything from risk factors to buying tips for sunglasses.


Contact Lens Spectrum, Issue: June 2007