Andromeda Security Unveils Strategic Enhancements to Combat Escalating Identity Attacks
With 95% of permissions over-provisioned, and 99% of organizations blaming insecure identities for breaches, enterprises face mounting risk from both human and non-human identities (NHIs) and the coming onslaught of AgenticAI.
'Andromeda stands out as a strategic partner in identity security, providing the holistic visibility needed for both human and non-human identities," said Bill Harper, Director of IAM, New American Funding. 'Its powerful risk and behavioral context fuels intelligent automation for streamlined Just-in-Time access, giving us immense confidence in our security posture.'
Cloud-scale has broken traditional identity tools. The complexity and speed of today's hybrid environments require intelligent automation that's informed by deep, real-time context. Siloed identity tools leave dormant accounts or over-provisioned access unmonitored, making them prime targets for exploitation and contributing directly to financial losses. When organizations are managing thousands of identities across cloud and applications with minimal visibility into actual usage patterns, they're operating blind.
'This release is a testament to our team's rapid pace of innovation and deep understanding of the modern identity threat landscape,' added Basavaiah. 'We are not just adding features, we are expanding the breadth, depth, and precision needed to address today's most complex identity challenges.'
The updates deliver on a roadmap driven by customer demand, providing the most expansive coverage for identity security across multi-cloud and hybrid deployments including:
Expanded Cloud Service Provider Support: Comprehensive support for Google Cloud Platform (GCP), reaching parity with AWS and Azure. Includes JIT access, User Access Reviews (UAR), and activity-based insights for GCP identities.
Active Directory Integration: Bridges hybrid identity by ingesting on-prem AD data to provide compliance and risk visibility across humans, NHIs, and the Group and UARs.
Business-Critical App & Data Store Integrations: New support for Salesforce, Snowflake, MongoDB Atlas, and ElasticSearch risk insights across humans and NHI, JIT access and UARs.
Fine-Grained Cloud Resource Management: Resource-level visibility, JIT access and UAR now available for AWS (S3, RDS, DynamoDB, Redshift, EC2, Secrets Manager), GCP (BigQuery, Cloud Storage), and Azure (Blob Storage, VMs).
Kubernetes Security: Native support for EKS, AKS, GKE, and self-managed clusters for namespace- and cluster-level access control.
Expanded HRIS & ITSM Integrations: Support for Workday, ADP, and Jira, including JIRA-based access validation for JIT workflows.
UAR & JIT Enhancements: More advanced user access review features (e.g., group reviews, auto-revocations) and expanded JIT workflows, now integrated with Jira, Slack, and Teams.
Multi-Tenancy for MSSPs: New capabilities for MSSPs and enterprises managing multiple environments.
Andromeda's architecture is purpose-built for contextual, risk-driven identity automation, ingesting data from identity providers, cloud logs, and applications into a unified graph-based data lake. Its AI models power insights and decisions around risk, posture, usage, and behavior, delivering automated remediation, access enforcement and improved compliance with confidence and speed.
'What began as a search for a better User Access Review tool quickly turned into a game changing move for our identity security program,' said Emilio Sepulveda, Director of Security & Compliance at Deepwatch. 'Andromeda did not just improve our access reviews—it redefined how we manage identity across the organization. The onboarding was seamless and the platform gave us immediate, precise control over both human and nonhuman identities.'
About Andromeda Security
Andromeda Security addresses the most persistent challenges in identity security: excessive and inappropriate access across both human and non-human identities, manual processes and a lack of end-to-end context – compounded by fragmented data. Its data-centric platform unifies identity, entitlement, and activity data into a graph-based architecture—building rich context and laying the foundation for intelligent automation while delivering holistic visibility and remediation. Powered by AI, Andromeda utilizes contextual intelligence built on risk and behavior insights to provide automated and continuous enforcement of least privilege, Just-in-Time (JIT) access, User Access Reviews (UAR), and identity lifecycle governance—helping organizations reduce their attack surface, improve operational agility, and simplify compliance.
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Business Wire
37 minutes ago
- Business Wire
Royal Gold Acquires Gold Stream on the Large-Scale, Long-Life, Kansanshi Copper-Gold Mine Operated by First Quantum Minerals Ltd.
DENVER--(BUSINESS WIRE)-- Royal Gold, Inc. (NASDAQ: RGLD) (together with its subsidiaries, 'Royal Gold' or the 'Company,' 'we' or 'our') announced today that its wholly-owned subsidiary RGLD Gold AG ('RG AG'), has entered into a precious metals purchase agreement ('Stream Agreement') for gold deliveries referenced to copper production from the Kansanshi copper-gold mine ('Kansanshi') in the North Western Province of Zambia, operated and 80% owned by a subsidiary of First Quantum Minerals Ltd. ('First Quantum'). Royal Gold has agreed to make an advance payment of $1.0 billion ('Advance') in return for a gold stream referenced to copper production, with deliveries of 75 ounces of gold per million pounds of recovered copper produced until the delivery of 425,000 ounces; 55 ounces of gold per million pounds of recovered copper produced between the delivery of 425,001 ounces and 650,000 ounces; and 45 ounces of gold per million pounds of recovered copper produced thereafter. Royal Gold will initially pay 20% of the spot gold price for each ounce delivered. Additionally, and depending on the achievement of certain objectives as described below, Royal Gold will increase the percentage of spot gold price paid for each ounce delivered to 35% and has also granted options to First Quantum to accelerate stream deliveries. ' I am pleased to announce this transaction, which provides Royal Gold with exposure to a world-class mine located in a mining-friendly jurisdiction and operated by a first-tier counterparty,' commented Bill Heissenbuttel, President and CEO of Royal Gold. ' This large and long-life stream will add another significant gold interest to the enlarged portfolio we are creating with the recently announced transactions for Sandstorm Gold and Horizon Copper, and enhance our position as a premier growth company in the streaming and royalty sector. The immediate cash flow from this acquisition paired with the cash flow of the combined Royal Gold, Sandstorm and Horizon portfolios will allow us to rapidly pay down the debt incurred to complete this acquisition. ' Acquisition Highlights Immediate gold revenue and cash flow from a producing copper-gold mine: The effective date of the transaction is August 5, 2025 and Royal Gold expects to receive approximately 12,500 ounces of gold in 2025. Gold deliveries are expected to average approximately 35,000-40,000 ounces per year over the next 10 years. Accretive per share metrics: Funding sources for the acquisition consisted of available cash resources and a draw on our revolving credit facility, without issuing new shares. Established operation with a world-class resource, and long-life and large-scale production: The Kansanshi copper-gold mine has been First Quantum's flagship operation since 2005, and known reserves are expected to support continued production for an additional mine life of over 20 years. First-tier operator with a long and established operating history in Zambia: First Quantum is a large and experienced international mining company with a record of operating Kansanshi without interruption since completing construction in 2005. First Quantum's other significant mining assets in Zambia include the Sentinel mine, which started production in 2015, and the Enterprise mine, which started production in 2023. Well-established mining jurisdiction with strong governmental support: Zambia was the 10 th largest global copper producer and mining was the second-largest contributor to Zambia's GDP in 2023 1. The Government of Zambia launched the 'Three Million Tonnes Copper Production Strategy' in July, 2024, to support and promote investment in the sector. Other large mining companies active in Zambia include Barrick Mining, Vedanta Resources and China Non-Ferrous Metal Mining Group. 1 Zambia 2024 Mining Report, Third Edition, PwC. Overview of Transaction Terms Stream Agreement Deliveries under the Stream Agreement will be indexed to the production of recovered copper to reduce exposure to metallurgy and processing variability, and the stream rate will vary based on gold delivery thresholds: 75 ounces of gold per million pounds of recovered copper produced until the delivery of 425,000 ounces; 55 ounces of gold per million pounds of recovered copper produced between the delivery of 425,001 ounces and 650,000 ounces; and 45 ounces of gold per million pounds of recovered copper produced thereafter. Recovered copper produced is in both concentrate and cathode form and the stream economics are not dependent on downstream smelter recoveries or gold production at the site. First Quantum will have two options to accelerate stream deliveries and reduce the outstanding Advance: Acceleration Option 1: From the earlier of the achievement by First Quantum of a minimum 'BB' or equivalent senior unsecured debt rating from a rating agency, or a Net Debt/TTM EBITDA ratio of 2.25x or less over three consecutive quarters starting from March 31, 2026, it will have a one-year period to exercise the option and deliver gold worth up to $200 million over a 14-month period from the date of option exercise and reduce the stream rates and delivery thresholds by up to 20%. Acceleration Option 2: If First Quantum achieves either a minimum 'BBB-' or equivalent senior unsecured debt rating from a rating agency, or shows a Net Debt/TTM EBITDA ratio of 1.25x or less over four consecutive quarters, and achieves certain operational conditions, it will have a one-year period to exercise the option and deliver gold worth up to $100 million over a 7-month period from the date of option exercise and reduce the stream rates and delivery thresholds by up to a further 10%. Royal Gold will pay 20% of the spot gold price for each ounce delivered. Should either one of the conditions in Acceleration Option 1 be met, Royal Gold will pay 35% of the spot gold price for each ounce delivered. Area of Interest The Area of Interest covered by the Stream Agreement is defined as the existing mineral license for the mine, which covers an area of approximately 249 square kilometers. Guarantees, Protections and Additional Rights RG AG's counterparty is a Canadian-based special purpose vehicle and the interests under the Stream Agreement are guaranteed on an unsecured basis by all entities within the Kansanshi ownership chain, from the project company (Kansanshi Mining PLC) through to the parent, First Quantum Minerals Ltd. Royal Gold also has customary additional protections for a stream agreement including limitations on certain additional encumbrances, restrictions on transfer of mine ownership, sharing for insurance and expropriation proceeds, and typical remedies for events of default. RG AG will also maintain certain rights to participate in any future stream, royalty or similar production-based financing on the Kansanshi land package. Funding and Liquidity Update Royal Gold is funding the Advance using cash on hand and a draw of $825 million on its $1 billion revolving credit facility. Separately, Royal Gold has notified the members of the credit syndication group of its exercise of the $400 million accordion feature and has received commitments from them for the full $400 million of increased capacity. We anticipate closing on the accordion feature on August 5, 2025, following which $1.4 billion will be available under the revolving credit facility. Our available cash, the $575 million undrawn capacity on the revolving credit facility, and anticipated cash flow from our portfolio are expected to be sufficient to fund all remaining outstanding financial commitments, which includes repayment of outstanding debt assumed with the acquisition of Sandstorm Gold Ltd. and the cash acquisition of Horizon Copper Corp., both of which are expected to close in the fourth quarter. Background on the Kansanshi Mine The Kansanshi mine is owned and operated by Kansanshi Mining PLC, which is 80% owned indirectly by First Quantum and 20% by ZCCM Investments Holdings PLC, a listed company that is majority-owned by the Government of the Republic of Zambia. First Quantum acquired its interest in the project in 2001, began construction soon after, and achieved commercial production in 2005. Kansanshi is a sediment-hosted, stratabound deposit with subvertical veins. Economic copper and gold mineralization occurs in three ore-types: primary sulfide, mixed supergene and oxide. Mining is carried out in three open pits, Main, Northwest and Southeast Dome, using conventional open pit methods employing hydraulic and electric equipment and a fleet of haul trucks with electric trolley assist on the main ramps. Ore treatment is flexible to allow for variation in ore type either through an oxide leach circuit, a transitional ore 'mixed float' circuit, or a sulfide flotation circuit. Sulfide ore is treated via crushing, milling and flotation to produce copper in concentrate. Flotation tails from the mixed and oxide circuits advance to a leaching and SX/EW process to produce cathode copper. Gold is recovered from all ore types by gravity concentrators. Gemini tables treat the gold gravity concentrates and produce a high-grade concentrate for direct smelting to gold bullion. The construction of a new 25 million tonne per year sulfide processing plant (S3) and related upgrades (S3 Expansion) began in 2022 and are targeted for completion in the second half of 2025. Kansanshi is an integrated operation and an onsite smelter was commissioned in 2015 to treat copper concentrate from Kansanshi and Sentinel. As of December 31, 2024, Proven and Probable Reserves consisted of 1.070 billion tonnes grading 0.52% copper and 0.10 grams per tonne gold, calculated using a copper price of $3.50 per pound and a gold price of $1,805 per ounce. As of the same date, Measured and Indicated Resources (inclusive of Reserves) were 1.297 billion tonnes grading 0.57% copper and 0.07 grams per tonne gold, calculated at a 0.2% copper cut-off grade. First Quantum expects a mine life of more than 20 years, and the All-In Sustaining Cost ('AISC') is expected to be in the lower half of the global copper cost curve during the next 10 years of mine life. Based on the latest NI 43-101 technical report published July 23, 2024, the Kansanshi operations are expected to process a total of 1,104.7 Mt at an average grade of 0.52% copper and 0.11 g/t gold, with an average recovery rate of 82.8% for copper and 35.1% for gold, over a mine life to 2046 (with processing to 2049). The technical report indicates that annual metal production for the 10-year period 2025-2034 is expected to range from approximately 215,000 to 275,000 tonnes of copper and 60,000 to 70,000 ounces of gold. On January 15, 2025, First Quantum provided guidance for Kansanshi, including production of 160,000 to 190,000 tonnes of copper and 100,000 to 110,000 ounces of gold for 2025, 180,000 to 210,000 tonnes of copper and 135,000 to 145,000 ounces of gold for 2026, and 210,000 to 240,000 tonnes of copper and 140,000 to 150,000 ounces of gold for 2027. Background on First Quantum Minerals Ltd. First Quantum is an international mining company listed on the Toronto Stock Exchange with a market capitalization of approximately C$20 billion. It has grown through a combination of exploring, developing, operating, and acquiring mining projects or companies with interests in mining activities, and produces copper in concentrate, copper anode, copper cathode, nickel, gold, zinc, silver, cobalt, acid and pyrite. First Quantum's principal activities include mineral exploration, mine engineering and construction, and development and mining operations, and it owns mines and projects in Zambia, Panama, Spain, Mauritania, Turkey, Australia, Finland, Argentina and Peru. Forward-Looking Statements: This press release includes 'forward-looking statements' within the meaning of U.S. federal securities laws. Forward-looking statements are any statements other than statements of historical fact. Forward-looking statements are not guarantees of future performance, and actual results may differ materially from these statements. Forward-looking statements are often identified by words like 'will,' 'may,' 'could,' 'should,' 'would,' 'believe,' 'estimate,' 'expect,' 'anticipate,' 'plan,' 'forecast,' 'potential,' 'intend,' 'continue,' 'project,' or negatives of these words or similar expressions. Forward-looking statements include, among others, statements regarding the following: anticipated developments relating to the Kansanshi mine, including the amount and timing of production, estimates of mineral resources and mineral reserves, the anticipated mine life, technical reports, and mine plans; First Quantum's anticipated uses of the Advance; the anticipated closing of Royal Gold's exercise of the accordion feature under its revolving credit facility; Royal Gold's anticipated cash flows and repayment of borrowings under its revolving credit facility; and anticipated benefits from the Stream Agreement. Factors that could cause actual results to differ materially from these forward-looking statements include, among others, the following: changes in the price of gold, copper or other metals; operating activities or financial performance on the Kansanshi mine or First Quantum's other projects, including variations between actual and forecasted performance, the ability to complete projects on schedule and as planned, changes to mine plans and mineral reserves and mineral resources (including updated mineral reserve and mineral resource information), liquidity needs, mining and environmental hazards, labor disputes, distribution and supply chain disruptions, permitting and licensing issues, other adverse government or court actions, or operational disruptions; changes of control of First Quantum or the Kansanshi mine; contractual issues involving the Stream Agreement; the timing of deliveries of metals and our subsequent sales of metal; risks associated with doing business in foreign countries; environmental risks, including those caused by climate change; potential cyber-attacks, including ransomware; adverse economic and market conditions; effects of health epidemics and pandemics; changes in laws or regulations governing us, operators or operating properties; changes in management and key employees; and other factors described in our reports filed with the Securities and Exchange Commission, including Item 1A, Risk Factors of our most recent Annual Report on Form 10-K. Most of these factors are beyond our ability to predict or control. Other unpredictable or unknown factors not discussed in this release could also have material adverse effects on forward-looking statements. Forward-looking statements speak only as of the date on which they are made. We disclaim any obligation to update any forward-looking statements, except as required by law. Readers are cautioned not to put undue reliance on forward-looking statements. Statement Regarding Third-Party Information: Certain information provided in this press release, including anticipated developments relating to the Kansanshi mine, anticipated mineral resources and mineral reserves, production estimates, property descriptions, and the background on the Kansanshi mine, was provided to us by the operator of the Kansanshi mine or is publicly available information filed by the operator with applicable securities regulatory bodies. Royal Gold has not verified, and is not in a position to verify, and expressly disclaims any responsibility for the accuracy, completeness or fairness of any such third-party information and refers the reader to the public reports filed by the operator for information regarding the Kansanshi mine. No Offer or Solicitation: Communications in this press release do not constitute an offer to sell or the solicitation of an offer to subscribe for or buy any securities or a solicitation of any vote or approval with respect to the proposed arrangements (the 'Transactions') with Sandstorm Gold Ltd ('Sandstorm') and Horizon Copper Corp. ('Horizon') or otherwise, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. Important Additional Information and Where to Find It: In connection with the proposed Transactions, Royal Gold, Sandstorm and Horizon intend to file materials with the SEC and on SEDAR+, as applicable. Royal Gold plans to file proxy materials with the SEC in connection with the solicitation of proxies for Royal Gold's special meeting of shareholders (the 'Royal Gold Special Meeting'). Prior to the Royal Gold Special Meeting, Royal Gold will file a definitive proxy statement (the 'Royal Gold Proxy Statement'), together with a proxy card. Sandstorm intends to file a management information circular (the 'Sandstorm Circular') on SEDAR+ in connection with the solicitation of proxies to obtain Sandstorm shareholder approval of the Sandstorm Transaction. Horizon intends to file a management information circular (the 'Horizon Circular') on SEDAR+ in connection with the solicitation of proxies to obtain Horizon shareholder approval of the Horizon Transaction. This press release is not a substitute for the Royal Gold Proxy Statement, the Sandstorm Circular, the Horizon Circular, or for any other document that Royal Gold, Sandstorm or Horizon may file with the SEC or on SEDAR+ and/or send to their respective security holders in connection with the proposed Transactions. INVESTORS AND SECURITYHOLDERS OF ROYAL GOLD, SANDSTORM AND HORIZON ARE URGED TO CAREFULLY AND THOROUGHLY READ THE ROYAL GOLD PROXY STATEMENT, THE SANDSTORM CIRCULAR, AND THE HORIZON CIRCULAR, RESPECTIVELY, AS EACH MAY BE AMENDED OR SUPPLEMENTED FROM TIME TO TIME, AND OTHER RELEVANT DOCUMENTS FILED BY ROYAL GOLD, SANDSTORM, AND/OR HORIZON WITH THE SEC OR ON SEDAR+ WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT ROYAL GOLD, SANDSTORM, HORIZON, THE PROPOSED TRANSACTIONS, THE RISKS RELATED THERETO, AND RELATED MATTERS. Securityholders of Royal Gold, Sandstorm, and Horizon will be able to obtain, free of charge, copies of the Royal Gold Proxy Statement, Sandstorm Circular, and Horizon Circular, as each may be amended from time to time, and other relevant documents filed by Royal Gold, Sandstorm, and/or Horizon with the SEC or on SEDAR+ (when they become available) through the website maintained by the SEC at or at as applicable. Copies of documents filed with the SEC by Royal Gold will be available, free of charge, from Royal Gold's website at under the 'Investor Resources' tab or by contacting Royal Gold at (303) 573-1660 or InvestorRelations@ Copies of documents filed on SEDAR+ by Sandstorm will be available free of charge from Sandstorm's website at under the 'Investors' tab or by contacting Sandstorm at (844) 628-1164 or info@ Copies of documents filed on SEDAR+ by Horizon will be available free of charge from Horizon's website at under the 'Investors' tab or by contacting Horizon at (604) 336-8189 or info@ Certain Information Regarding Participants: Royal Gold, Sandstorm, Horizon and their respective directors and certain of their executive officers and other members of management and employees may be deemed, under SEC rules, to be 'participants' (as defined in Section 14(a) of the Securities Exchange Act of 1934, as amended) in the solicitation of proxies from Royal Gold shareholders in connection with the Royal Gold Special Meeting. Additional information regarding the identity of these potential participants and their direct or indirect interests, by security holdings or otherwise, will be set forth in the Royal Gold Proxy Statement and other materials to be filed with the SEC in connection with the Royal Gold Special Meeting. Information relating to the foregoing can also be found in Royal Gold's Annual Report on Form 10-K for the year ended December 31, 2024, which was filed with the SEC on February 13, 2025, and Royal Gold's definitive proxy statement for its 2025 annual meeting of stockholders filed with the SEC on April 4, 2025. To the extent the holdings of Royal Gold's directors and executive officers in Royal Gold's securities have changed since the amounts described in the April 4, 2025 proxy statement, such changes have been reflected in the following Initial Statements of Beneficial Ownership of Securities on Form 3 and Statements of Change in Ownership on Form 4 filed with the SEC with respect to the Company: Form 4, filed by William Heissenbuttel on April 22, 2025; Form 3, filed by Mark Isto on May 27, 2025; and Form 4, filed by Paul Libner on June 10, 2025. These filings can be found at the SEC's website at Information regarding the executive officers and directors of Sandstorm and Horizon is included in their respective management information circulars for their 2025 shareholder meetings filed on SEDAR+ on April 22, 2025 and May 1, 2025, respectively. More detailed and updated information regarding the identity of participants in the solicitation and their direct or indirect interests (by security holdings or otherwise), will be set forth in the Royal Gold Proxy Statement and other materials to be filed with the SEC or on SEDAR+. These documents can be obtained free of charge from the sources indicated above.
Business Wire
37 minutes ago
- Business Wire
Alcon Agrees to Acquire STAAR Surgical
GENEVA & LAKE FOREST, Calif.--(BUSINESS WIRE)--Regulatory News: Alcon (SIX/NYSE: ALC), the global leader in eye care dedicated to helping people see brilliantly, and STAAR Surgical Company (NASDAQ: STAA), the manufacturer of the Implantable Collamer ® Lens (ICL), today announced the companies have entered into a definitive merger agreement through which Alcon intends to acquire STAAR. The acquisition includes the EVO family of lenses (EVO ICL™) for vision correction for patients with moderate to high myopia (nearsightedness), with or without astigmatism. Under the terms of the agreement, Alcon will purchase all outstanding shares of STAAR common stock for $28 per share in cash, which represents approximately a 59% premium to STAAR's 90-day Volume Weighted Average Price (VWAP) and a 51% premium to the closing price of STAAR common stock on August 4, 2025. The transaction represents a total equity value of approximately $1.5 billion. 'With the number of high myopes rising globally, the acquisition of STAAR enhances our ability to offer a leading surgical vision correction solution for those who are not ideal candidates for other refractive surgeries such as LASIK,' said David Endicott, CEO of Alcon. 'This transaction will allow us to provide treatment options across the full spectrum of myopia—from contact lenses to surgical interventions—reinforcing our commitment to addressing the most significant needs in eye care.' An estimated 50% of the world will be myopic by 2050 and today nearly 500 million people are considered high myopes. 1 With its innovative design, the EVO family of ICLs are implantable lenses that address a wide range of vision correction needs, including myopia with and without astigmatism, through a minimally invasive procedure that is reversible. The EVO family of ICLs are implanted between the iris (the colored part of the eye) and the natural crystalline lens during a procedure that does not remove corneal tissue. 'We believe the transaction with Alcon represents the best path forward and provides the greatest value for STAAR shareholders,' said Stephen Farrell, CEO of STAAR. 'As we've shared, fluctuating demand in China over the past two years has continued to create significant headwinds for STAAR as a standalone company. I'm proud of our team's efforts to address recent challenges, but there is more work to do. As a significantly larger company, Alcon has the capabilities and scale to accelerate EVO ICL adoption and bring our innovative technology to more surgeons and patients worldwide.' Dr. Elizabeth Yeu, Chair of the STAAR Board of Directors, said, 'The STAAR Board is committed to maximizing value for shareholders. We have determined that this carefully negotiated transaction is in the best interest of STAAR shareholders as it delivers immediate and certain value at a significant premium, value that exceeds what we believe could be achieved under STAAR's standalone strategy.' The transaction is not subject to a financing condition. Alcon intends to finance the transaction through the issuance of short- and long-term credit facilities. The transaction is anticipated to close in approximately six to 12 months, subject to customary closing conditions, including regulatory approval and approval by STAAR's shareholders. The transaction is expected to be accretive to earnings in year two. The Boards of Directors of Alcon and STAAR have each unanimously approved the transaction. Morgan Stanley & Co. LLC is serving as financial advisor to Alcon, and Gibson, Dunn & Crutcher LLP is serving as legal advisor to Alcon. Citi is serving as the exclusive financial advisor to STAAR, and Wachtell, Lipton, Rosen & Katz is serving as legal advisor to STAAR. As previously announced, STAAR will release financial results for its second quarter that ended June 27, 2025, on Wednesday, August 6, 2025, after the market close. Given the pending acquisition by Alcon, STAAR will not host a conference call in conjunction with earnings. Forward-looking Statements This press release contains 'forward-looking statements' within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained in this press release that do not relate to matters of historical fact should be considered forward-looking statements, including, without limitation, statements regarding the potential transaction between Alcon and STAAR and the expected timing, impacts and benefits thereof, Alcon's and STAAR's business strategies, performance, market adoption and estimates of market size. In some cases, you can identify forward-looking statements by terms such as 'aim,' 'anticipate,' 'approach,' 'believe,' 'contemplate,' 'could,' 'estimate,' 'expect,' 'goal,' 'intend,' 'look,' 'may,' 'mission,' 'plan,' 'possible,' 'potential,' 'predict,' 'project,' 'pursue,' 'should,' 'target,' 'will,' 'would,' or the negative thereof and similar words and expressions. Forward-looking statements are based on Alcon's and STAAR's management's current expectations, beliefs and assumptions and on information currently available to us. Such statements are subject to a number of known and unknown risks, uncertainties and assumptions. The following factors could cause actual results and future events to differ materially from those set forth or contemplated in the forward-looking statements: (i) the proposed merger may not be completed in a timely manner or at all, including the risk that any required regulatory approvals are not obtained, are delayed or are subject to unanticipated conditions that could adversely affect STAAR or the expected benefits of the proposed merger or that the approval of STAAR's stockholders is not obtained; (ii) the failure to realize the anticipated benefits of the proposed merger; (iii) the possibility that competing offers or acquisition proposals for STAAR will be made; (iv) risks that third parties and/or STAAR stockholders may oppose consummation of the proposed merger on the proposed terms or at all; (v) the possibility that any or all of the various conditions to the consummation of the merger may not be satisfied or waived (vi) the occurrence of any event, change or other circumstance that could give rise to the termination of the merger, including in circumstances which would require either party to pay a termination fee; (vii) the effect of the announcement or pendency of the merger on STAAR's ability to retain and hire key personnel, STAAR's ability to retain key customers, suppliers or distributors or its operating results and business generally, (viii) there may be liabilities related to the merger that are not known, probable or estimable at this time or unexpected costs, charges or expenses; (ix) the merger may result in the diversion of management's time and attention to issues relating to the merger; (x) there may be significant transaction costs in connection with the merger; (xi) legal proceedings may be instituted against STAAR following the announcement of the merger, which may have an unfavorable outcome; and (xii) STAAR's stock price may decline significantly if the merger is not consummated. In addition, a number of other important factors could cause actual future results and other future circumstances to differ materially from those expressed in any forward-looking statements, including but not limited to those important factors discussed under the heading 'Risk Factors' contained in Alcon's Annual Report on Form 20-F for the fiscal year ended December 31, 2024 and in STAAR's Annual Report on Form 10-K for the fiscal year ended December 27, 2024, each as filed with the Securities and Exchange Commission ('SEC'), as such factors may be updated from time to time in such company's other filings with the SEC, accessible on the SEC's website at and the Investor Relations section of STAAR's website at and Alcon's website at All forward-looking statements are expressly qualified in their entirety by such factors. Except as required by law, neither Alcon nor STAAR undertake any obligation to publicly update or review any forward-looking statement, whether because of new information, future developments or otherwise. These forward-looking statements should not be relied upon as representing Alcon's or STAAR's views as of any date subsequent to the date of this press release. About Alcon Alcon helps people see brilliantly. As the global leader in eye care with a heritage spanning over 75 years, we offer the broadest portfolio of products to enhance sight and improve people's lives. Our Surgical and Vision Care products touch the lives of more than 260 million people in over 140 countries each year living with conditions like cataracts, glaucoma, retinal diseases and refractive errors. Our more than 25,000 associates are enhancing the quality of life through innovative products, partnerships with Eye Care Professionals and programs that advance access to quality eye care. Learn more at About STAAR Surgical STAAR Surgical (NASDAQ: STAA) is the global leader in implantable phakic intraocular lenses, a vision correction solution that reduces or eliminates the need for glasses or contact lenses. Since 1982, STAAR has been dedicated solely to ophthalmic surgery, and for 30 years, STAAR has been designing, developing, manufacturing, and marketing advanced Implantable Collamer ® Lenses (ICLs), using its proprietary biocompatible Collamer material. STAAR ICL's are clinically-proven to deliver safe long-term vision correction without removing corneal tissue or the eye's natural crystalline lens. Its EVO ICL™ product line provides visual freedom through a quick, minimally invasive procedure. STAAR has sold more than 3 million ICLs in over 75 countries. Headquartered in Lake Forest, California, the company operates research, development, manufacturing, and packaging facilities in California and Switzerland. For more information about ICL, visit To learn more about STAAR, visit Important Safety Information for the EVO Family of ICLs The EVO Visian ICL Lens is intended for the correction of moderate to high nearsightedness. EVO Visian ICL and EVO Visian TICL surgery is intended to safely and effectively correct nearsightedness between -3.0 D to -15.0 D, the reduction in nearsightedness up to -20.0 D and treatment of astigmatism from 1.0 D to 4.0 D. If patients have nearsightedness within these ranges, EVO Visian ICL surgery may improve distance vision without eyeglasses or contact lenses. Because the EVO Visian ICL corrects for distance vision, it does not eliminate the need for reading glasses, patients may require them at some point, even if they have never worn them before. Implantation of the EVO Visian ICL is a surgical procedure, and as such, carries potentially serious risks. Patients should discuss the risks with their eye care professional. Complications, although rare, may include need for additional surgical procedures, inflammation, loss of cells from the back surface of the cornea, increase in eye pressure, and cataracts. For additional information with potential benefits, risks and complications please visit Additional Information This press release may be deemed solicitation material in respect of the proposed acquisition of STAAR. A special stockholder meeting will be announced soon to obtain stockholder approval in connection with the proposed merger. STAAR expects to file with the SEC a proxy statement and other relevant documents in connection with the proposed merger. Investors of STAAR are urged to read the definitive proxy statement and other relevant materials carefully and in their entirety when they become available because they will contain important information about the Company and the proposed merger. Investors may obtain a free copy of these materials (when they are available) and other documents filed by STAAR with the SEC at the SEC's website at and at STAAR's website at No Offer or Solicitation This communication is for informational purposes only and is not intended to and does not constitute, or form part of, an offer, invitation or the solicitation of an offer or invitation to purchase, otherwise acquire, subscribe for, sell or otherwise dispose of any securities, or the solicitation of any vote or approval in any jurisdiction, pursuant to the proposed transaction or otherwise, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in contravention of applicable law. Participants in the Solicitation Alcon, STAAR and certain of their respective directors, executive officers and other members of management and employees may be deemed to be participants in soliciting proxies from its stockholders in connection with the proposed merger. Information regarding Alcon's directors and executive officers is contained in Alcon's annual report on Form 20-F for its fiscal year ended December 31, 2024, which was filed with the SEC on February 25, 2025. Information regarding the persons who may, under the rules of the SEC, be considered to be participants in the solicitation of STAAR's stockholders in connection with the proposed merger will be set forth in STAAR's definitive proxy statement for its special stockholder meeting. Additional information regarding these individuals and any direct or indirect interests they may have in the proposed merger will be set forth in the definitive proxy statement when and if it is filed with the SEC in connection with the proposed merger. Global Prevalence of Myopia and High Myopia and Temporal Trends from 2000 through 2050. Brien A Holden at al. Ophthalmology. 2016 May;123(5):1036-42. Connect with us on Facebook LinkedIn
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American Water Announces Pricing of Common Stock Offering of 7,042,254 Shares with a Forward Component
BUSINESS WIRE)--American Water Works Company, Inc. (NYSE: AWK) announced today the pricing of a registered underwritten offering of 7,042,254 shares of its common stock at a price to public of $142.00 per share. Subject to certain conditions, all shares are expected to be borrowed by the forward purchasers (as defined below) (or their respective affiliates) from third parties and sold to the underwriters and offered in connection with the forward sale agreements described below. Wells Fargo Securities, J.P. Morgan, and Mizuho are acting as joint book-running managers and as representatives of the underwriters for the offering. In connection with this offering, American Water will issue and sell shares to the underwriters to the extent that the forward purchasers (or their respective affiliates) do not borrow and sell such number of shares. In connection with the offering, American Water entered into forward sale agreements with Wells Fargo Bank, National Association, JPMorgan Chase Bank, National Association and Mizuho Markets Americas LLC (or their respective affiliates), each in its capacity as a forward counterparty (the 'forward purchasers'), pursuant to which American Water agreed to issue and sell to the forward purchasers (subject to American Water's right to elect cash settlement or net share settlement under the forward sale agreements) an aggregate of 7,042,254 shares of its common stock. American Water granted the underwriters a 30-day option to purchase up to an additional 1,056,338 shares of its common stock on the same terms as this offering. If the underwriters exercise their option to purchase additional shares of common stock, American Water expects to enter into additional forward sale agreements with the forward purchasers with respect to the additional shares. In connection with the forward sale agreements, the forward purchasers (or affiliates thereof) are expected to borrow from third-party lenders and sell to the underwriters all of the shares of American Water's common stock to be sold in this offering. The offering is expected to close on August 6, 2025. American Water will not receive any proceeds from the sale of the common stock sold by the forward purchasers to the underwriters. Settlement of the forward sale agreements is expected to occur on or prior to December 31, 2026, and American Water will use any net cash proceeds that it receives upon settlement of the forward sale agreements for general corporate purposes. The offering is being made pursuant to American Water's effective shelf registration statement filed with the Securities and Exchange Commission. This press release does not constitute an offer to sell or a solicitation of an offer to buy any securities, and no offer, solicitation or sale of any securities shall be made, in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. The offering of these securities will be made only by means of a prospectus and a related prospectus supplement meeting the requirements of Section 10 of the Securities Act of 1933. The prospectus supplement and the accompanying prospectus related to the offering will be available on the SEC's website at A copy of the prospectus supplement and the accompanying prospectus with respect to this offering may be obtained from American Water or from (i) Wells Fargo Securities, by mail to Wells Fargo Securities, 90 South 7 th Street, 5 th Floor, Minneapolis, MN 55402, by email at WFScustomerservice@ or by telephone at (800) 645-3751 (option #5), (ii) J.P. Morgan, by mail to J.P. Morgan Securities LLC, Attention: c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, or by email: prospectus-eq_fi@ and postsalemanualrequests@ or (iii) Mizuho, by mail to Mizuho Securities USA LLC, 1271 Avenue of the Americas, 3 rd Floor, New York, NY 10020, Attention: Equity Capital Markets, by email at US-ECM@ or by telephone at (212) 205-7600. About American Water American Water (NYSE: AWK), headquartered in Camden, New Jersey, is the largest regulated water and wastewater utility company in the United States. With a history dating back to 1886, American Water employs approximately 6,700 professionals who provide drinking water and wastewater services to more than 14 million people with regulated operations in 14 states and on 18 military installations. Cautionary Statement Concerning Forward-Looking Statements Certain statements in this press release including, without limitation, with respect to the public offering of American Water's securities and the intended use of proceeds, are forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and the Federal securities laws. In some cases, these forward-looking statements can be identified by words with prospective meanings such as 'intend,' 'plan,' 'estimate,' 'believe,' 'anticipate,' 'expect,' 'predict,' 'project,' 'propose,' 'assume,' 'forecast,' 'likely,' 'uncertain,' 'outlook,' 'future,' 'pending,' 'goal,' 'objective,' 'potential,' 'continue,' 'seek to,' 'may,' 'can,' 'should,' 'will' and 'could' or the negative of such terms or other variations or similar expressions. These forward-looking statements are predictions based on American Water's current expectations and assumptions regarding future events. They are not guarantees or assurances of any outcomes, financial results of levels of activity, performance or achievements, and readers are cautioned not to place undue reliance upon them. The forward-looking statements are subject to a number of estimates and assumptions, and known and unknown risks, uncertainties and other factors. Actual results may differ materially from those discussed in the forward-looking statements included in this press release as a result of the factors discussed in American Water's Annual Report on Form 10-K for the year ended December 31, 2024, and subsequent filings with the SEC, and because of factors such as: the decisions of governmental and regulatory bodies, including decisions to raise or lower customer rates; the timeliness and outcome of regulatory commissions' and other authorities' actions concerning rates, capital structure, authorized return on equity, capital investment, system acquisitions and dispositions, taxes, permitting, water supply and management, and other decisions; changes in customer demand for, and patterns of use of, water and energy, such as may result from conservation efforts, or otherwise; limitations on the availability of American Water's water supplies or sources of water, or restrictions on its use thereof, resulting from allocation rights, governmental or regulatory requirements and restrictions, drought, overuse or other factors; a loss of one or more large industrial or commercial customers due to adverse economic conditions, or other factors; present and future proposed changes in laws, governmental regulations and policies, including with respect to the environment (such as, for example, potential improvements or changes to existing Federal regulations with respect to lead and copper service lines and galvanized steel pipe), health and safety, data and consumer privacy, security and protection, water quality and water quality accountability, contaminants of emerging concern (including without limitation per- and polyfluoroalkyl substances (collectively, 'PFAS')), public utility and tax regulations and policies, and impacts resulting from U.S., state and local elections and changes in federal, state and local executive administrations; American Water's ability to collect, distribute, use, secure and store consumer data in compliance with current or future governmental laws, regulations and policies with respect to data and consumer privacy, security and protection; weather conditions and events, climate variability patterns, and natural disasters, including drought or abnormally high rainfall, prolonged and abnormal ice or freezing conditions, strong winds, coastal and intercoastal flooding, pandemics and epidemics, earthquakes, landslides, hurricanes, tornadoes, wildfires, electrical storms, sinkholes and solar flares; the outcome of litigation and similar governmental and regulatory proceedings, investigations or actions; the risks associated with American Water's aging infrastructure, and its ability to appropriately improve the resiliency of or maintain, update, redesign and/or replace, current or future infrastructure and systems, including its technology and other assets, and manage the expansion of its businesses; exposure or infiltration of American Water's technology and critical infrastructure systems, including the disclosure of sensitive, personal or confidential information contained therein, through physical or cyber attacks or other means, and impacts from required or voluntary public and other disclosures, as well as civil class action and other litigation or legal, regulatory or administrative proceedings, related thereto; American Water's ability to obtain permits and other approvals for projects and construction, update, redesign and/or replacement of various water and wastewater facilities; changes in American Water's capital requirements; American Water's ability to control operating expenses and to achieve operating efficiencies, and American Water's ability to create, maintain and promote initiatives and programs that support the affordability of its regulated utility services; the intentional or unintentional actions of a third party, including contamination of American Water's water supplies or the water provided to its customers; American Water's ability to obtain and have delivered adequate and cost-effective supplies of pipe, equipment (including personal protective equipment), chemicals, power and other fuel, water and other raw materials, and to address or mitigate supply chain constraints that may result in delays or shortages in, as well as increased costs of, supplies, products and materials that are critical to or used in American Water's business operations; American Water's ability to successfully meet its operational growth projections, either individually or in the aggregate, and capitalize on growth opportunities, including, among other things, with respect to: acquiring, closing and successfully integrating regulated operations, including without limitation its ability to (i) obtain required regulatory approvals for such acquisitions, (ii) prevail in litigation or other challenges related to such acquisitions, and (iii) recover in rates the fair value of assets of the acquired regulated operations; American Water's Military Services Group entering into new military installation contracts, price redeterminations, and other agreements and contracts, with the U.S. government; and realizing anticipated benefits and synergies from new acquisitions; in addition to the foregoing, various risks and uncertainties associated with the agreement to acquire certain water and wastewater systems from a subsidiary of Nexus Water Group, Inc., including: (i) the final amount of the rate base to be acquired, and the amount of post-closing adjustments to the purchase price, if any, as contemplated by the acquisition agreement; (ii) the various impacts and effects of (a) compliance, or attempted compliance with, the terms and conditions of the acquisition agreement, and/or (b) the completion of or, or actions taken by American Water to complete, the acquisition, on American Water's operations, strategy, guidance, expectations and plans with respect to its regulated businesses (considered individually or together as a whole), its current or future capital expenditures, its current and future debt and equity capital needs, dividends, earnings (including earnings per share), growth, future regulatory outcomes, expectations with respect to rate base growth, and other financial and operational goals, plans, estimates and projections; and (iii) any requirement by American Water to pay a termination fee in the event the closing does not occur; risks and uncertainties following the completion of the sale of American Water's former Homeowner Services Group business, including: American Water's ability to receive amounts due, payable and owing under the amended secured seller note when due; and its ability to redeploy successfully and timely the net proceeds of such transaction into its regulated businesses; risks and uncertainties associated with contracting with the U.S. government, including ongoing compliance with applicable government procurement, security and cybersecurity regulations; cost overruns relating to improvements in or the expansion of American Water's operations; American Water's ability to successfully develop and implement new technologies and to protect related intellectual property; American Water's ability to maintain safe work sites; American Water's exposure to liabilities related to environmental laws and regulations, including those enacted or adopted and under consideration, and the substances related thereto, including without limitation copper, lead and galvanized steel, PFAS and other contaminants of emerging concern, and similar matters resulting from, among other things, water and wastewater service provided to customers; the ability of energy providers, state governments and other third parties to achieve or fulfill their greenhouse gas emission reduction goals, including without limitation through stated renewable portfolio standards and carbon transition plans; the inability of the forward purchasers or underwriters to perform their obligations with respect to this offering and other disruptions or other changes in general economic, political, business and financial market conditions; access to sufficient debt and/or equity capital on satisfactory terms and as needed to support operations and capital expenditures; fluctuations in inflation or interest rates, and American Water's ability to address or mitigate the impacts thereof; the ability to comply with affirmative or negative covenants in the current or future indebtedness of American Water or any of its subsidiaries, or the issuance of new or modified credit ratings or outlooks by credit rating agencies with respect to American Water or any of its subsidiaries (or any current or future indebtedness thereof), which could increase financing costs or funding requirements and affect American Water's or its subsidiaries' ability to issue, repay or redeem debt, pay dividends or make distributions; fluctuations in the value of, or assumptions and estimates related to, its benefit plan assets and liabilities, including with respect to its pension and other post-retirement benefit plans, that could increase expenses and plan funding requirements; changes in federal or state general, income and other tax laws, including (i) future significant tax legislation or regulations (including without limitation impacts related to the Corporate Alternative Minimum Tax), and (ii) the availability of, or American Water's compliance with, the terms of applicable tax credits and tax abatement programs; migration of customers into or out of its service territories and changes in water and energy consumption resulting therefrom; the use by municipalities of the power of eminent domain or other authority to condemn the systems of one or more of American Water's utility subsidiaries, including without limitation litigation and other proceedings with respect to the water system assets of its California subsidiary located in Monterey, California, or the assertion by private landowners of similar rights against such utility subsidiaries; any difficulty or inability to obtain insurance for American Water, its inability to obtain insurance at acceptable rates and on acceptable terms and conditions, or its inability to obtain reimbursement under existing or future insurance programs and coverages for any losses sustained; the incurrence of impairment charges, changes in fair value and other adjustments related to American Water's goodwill or the value of its other assets; labor actions, including work stoppages and strikes; American Water's ability to retain and attract highly qualified and skilled employees and talent; civil disturbances or unrest, or terrorist threats or acts, or public apprehension about future disturbances, unrest, or terrorist threats or acts; and the impact of new, and changes to existing, accounting standards. These forward-looking statements are qualified by, and should be read together with, the risks and uncertainties set forth above, and the risk factors included in American Water's annual, quarterly and other SEC filings, and readers should refer to such risks, uncertainties and risk factors in evaluating such forward-looking statements. Any forward-looking statements American Water makes shall speak only as of the date of this press release. American Water does not have any obligation, and specifically disclaims any undertaking or intention, to publicly update or revise any forward-looking statements, whether as a result of new information, future events, changed circumstances or otherwise. New factors emerge from time to time, and it is not possible for American Water to predict all such factors. Furthermore, it may not be possible to assess the impact of any such factor on American Water's businesses, either viewed independently or together, or the extent to which any factor, or combination of factors, may cause results to differ materially from those contained in any forward-looking statement. The factors set forth above in this press release should not be construed as exhaustive. AWK-IR
