Optical Micro Systems, Inc., ("OMS"), based in North Andover, Massachusetts, develops and manufacturers precision equipment for the opthalmic surgical device industry. OMS is admired throughout the industry for its state-of-the-art phacoemulsification technology and consistent introduction of exciting new products. Phacoemulsification was introduced in 1971 and is widely regarded today as the procedure of choice for small incision cataract surgery.

OMS recognized the opportunities offered by international markets due to the high occurrence of cataracts in third world countries and the relatively limited penetration of phaco technology abroad. Over 70% of OMS' 1994 revenues were derived outside of the United States. Although the Company has a substantial, loyal following in both the U.S. and abroad, management recognized that the surgical device industry relies on a substantial commitment to research and development as well as an extensive marketing effort; both significant barriers to a small, independent company.

We were retained to act as financial advisor in the sale of OMS. We managed a competitive sale process with selected, qualified acquirors which had demonstrated an interest in the Company's technology and provided the best strategic fit. Ultimately, we negotiated a sale with Allergan Medical Optics Inc., a wholly owned subsidiary of the global health care company Allergan, Inc., with headquarters in Irvine, California. The acquisition of OMS strengthens Allergan's global marketing position in the opthalmic surgical market.