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Published on 3/5/2009 in the Prospect News Special Situations Daily.

Second proxy advisory firm recommends in favor of LCA-Vision's current directors

By Lisa Kerner

Charlotte, N.C., March 5 - LCA-Vision Inc. said RiskMetrics Group/ISS recommended that the company's stockholders vote to retain LCA-Vision's current directors and reject all proposals put forth by the shareholder group led by Dr. Steven Joffe.

Joffe, LCA-Vision founder and former chief executive officer, formed the LCA-Vision Full Value Committee with LCA-Vision's former chief operating officer, Craig Joffe, and its former executive vice president of finance, Alan Buckey.

The shareholder group began a consent solicitation to replace the Cincinnati-based laser vision correction services company's board of directors with Stephen Joffe, Jason T. Mogel, Robert Probst, Edward J. VonderBrink and Robert H. Weisman. The solicitation will end on April 9.

"In evaluating the questions of whether change in management at LCA-Vision is warranted and whether stockholders might be better served by the dissidents' proposals, RiskMetrics responded with a clear and convincing 'no' to both," LCA-Vision CEO Steven Straus said in a company news release.

As previously reported, proxy advisory firm Glass, Lewis & Co., LLC also recommended that the company's stockholders vote to retain the current board and reject the dissident shareholder group's consent solicitation.


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