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VISX, INCORPORATED
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[VISX LOGO]
VISX WINS ISS SUPPORT FOR ITS BOARD NOMINEES
ISS Rejects Icahn Nominee
SANTA CLARA, CALIFORNIA, (May 14, 2003) - VISX, INCORPORATED (NYSE: EYE) today
announced that Institutional Shareholder Services (ISS) has recommended that
VISX stockholders vote FOR VISX's proposal to re-elect all seven current
members of the Board at the company's May 23, 2003 Annual Meeting of
Stockholders. To follow ISS's recommendation, VISX stockholders should vote
the company's GOLD proxy card TODAY.
ISS is widely recognized as the leading independent proxy advisory firm in the
nation. Its recommendations are relied upon by hundreds of major institutional
investment firms, mutual funds, and other fiduciaries throughout the country.
In recommending that VISX stockholders re-elect VISX's Board nominees, ISS
stated in its May 13, 2003 report that:
"In conclusion, in the absence of compelling evidence to support Mr.
Icahn's arguments, the addition to the board of his nominee Mr.
Meister, who has limited finance experience (which includes two
years as a junior analyst at Lazard Freres and short stints at
Northstar Capital Partners and J Net Ventures) is not warranted."
"We are pleased that ISS recognizes that the current VISX Board is the right
Board to lead our company into the future," said Liz Davila, chairman,
president and chief executive officer of VISX. "We believe Carl Icahn's 30
year-old employee-nominee, Keith Meister, does not have the industry knowledge
or business experience to adequately represent the interests of VISX
stockholders as a Board member.
"In distinct contrast, our current Board and management team are comprised of
individuals who are veterans in our industry. We are committed to building
value for all our stockholders and have a track record of execution. We look
forward to continuing to drive profitability and shareholder value by
capitalizing on the opportunities created by our innovative technology and
market leadership," concluded Ms. Davila.
VISX continues to urge stockholders to reject Mr. Icahn's proposal by voting
FOR the Board's director nominees and signing, dating and mailing the
company's GOLD proxy card TODAY. VISX stockholders who have questions or need
assistance voting their shares may call MacKenzie Partners collect at (212)
929-5500 or toll free at (800) 322-2885.
NOTE: Permission to use quotations from ISS report neither sought nor
obtained.
VISX is a worldwide market leader in the design, manufacture, and sale of
laser vision correction systems. Ophthalmologists have performed over 5
million procedures using VISX Systems, reducing or eliminating completely the
need for contacts or glasses. Additional information on VISX and VISX trained
and certified ophthalmologists can be found on the worldwide web at
www.VISX.com.
This press release contains certain forward-looking statements, within the
meaning of the Private Securities Litigation Reform Act of 1995, which are
based on current expectations, forecasts, and assumptions of VISX that involve
risks and uncertainties. Forward-looking statements in this press release,
including statements regarding our future leadership position and financial
performance, and the expansion of our current market penetration, are based on
information available to the Company as of the date hereof. The Company's
actual results could differ materially from those stated or implied in such
forward-looking statements, due to risks and uncertainties associated with the
Company's business, which include the risk factors disclosed in the Company's
most recent filings with the Securities and Exchange Commission, including
VISX's Annual Report and Form 10K for the year ended December 31, 2002. The
Company assumes no obligation to update the information included in this press
release, whether as a result of new information, future events or otherwise.
Contacts:
VISX
Jackie Cossmon
(408) 773-7600
Eden Abrahams / Barrett Godsey
Joele Frank, Wilkinson Brimmer Katcher
(212) 355-4449