Coppersmith Capital Announces Nomination of Three Highly-Qualified, Independent Candidates for the Alere Board of Directors

  Coppersmith Capital Announces Nomination of Three Highly-Qualified,
  Independent Candidates for the Alere Board of Directors

   Delivers Letter Outlining Alere’s Underperformance, Convoluted Business
 Portfolio, High Leverage and Failure to Engage in Constructive Dialogue with

Business Wire

NEW YORK -- May 08, 2013

Coppersmith Capital Management, LLC (“Coppersmith Capital”), the fifth-largest
stockholder of Alere, Inc. (NYSE: ALR) (“Alere”) along with the members of its
Section 13(d) group, owning approximately 5.8% of the shares outstanding,
announced today that it formally nominated a slate of three highly-qualified
and independent director nominees for election to the Board of Directors of
Alere at the upcoming 2013 Annual Meeting of Stockholders.

Jerome Lande, Managing Partner of Coppersmith Capital, said: “Over the last
ten years Alere’s management and Board have spent nearly $8 billion on
acquisitions. The result is a company with a $2.2 billion market
capitalization with declining margins, a convoluted business portfolio and a
staggering debt load. Stockholders deserve better than Alere’s commitment to
the status quo. Stockholders deserve directors that will proactively address
the significant issues facing Alere and work with a reconfigured Board that is
committed to maximizing stockholder value.”

Coppersmith Capital also today delivered a letter to Alere’s Chairman, CEO &
President, Ronald Zwanziger, the full text of which follows:

May 8, 2013

Mr. Ronald Zwanziger
Chairman, Chief Executive Officer & President
Alere Inc.
51 Sawyer Road, Suite 200
Waltham, MA 02453

Dear Mr. Zwanziger,

Coppersmith Capital Management, LLC and the members of its Section 13(d) group
(together, “Coppersmith”) are the beneficial owners of an aggregate of
4,745,552 shares of Alere Inc. (“Alere” or the “Company”) common stock,
representing 5.8% of the outstanding stock and making us, we believe, Alere’s
fifth largest stockholder. We have made this significant investment in Alere
because of the attractiveness of the Company’s diagnostics assets and what we
consider to be its greatly underappreciated intrinsic value. It was in this
spirit that we have been trying since last November to engage you in a
constructive dialogue regarding the numerous strategic, performance and
capital structure issues facing Alere that we believe have caused its
continued depressed valuation and poor long-term stock performance. To say we
are disappointed by the discussions, which finally commenced in the last few
weeks, would be an understatement. We severely disagree with Alere’s
commitment to the status quo and insistence that the Company’s problems are
more about investor perception than performance.

Alere’s stock is worth today 30% less than it was two years ago, 35% less than
three years ago and 50% less than it was on January 27^th, 2008, the day prior
to the announcement of Alere’s “bet-the-business” size move into health
management via the acquisition of Matria Healthcare, Inc. (all returns through
the end of April). Alere has taken roughly $1.4 billion in writedowns in the
last three years (equivalent to nearly two-thirds of the Company’s current
market cap). The Company’s gross margin is down over 400 basis points in the
last three fiscal years, while its operating margin is down over 600 basis
points according to Alere’s reported non-GAAP adjusted measures. We believe
these statistics and many others that demonstrate the imperilment of
stockholder value, illustrate the clear and compelling need for change. Yet,
you have made it clear that Alere is committed to remaining a
heavily-leveraged, inefficient and disparate organization with what we believe
is a painful, failed and continuously failing experiment in health management.
Therefore we have nominated, in accordance with the Company’s organizational
documents, an alternative slate of independent and highly-qualified director
nominees that we are confident will better serve the interests of Alere and
its stockholders. We intend to solicit proxies for the election of our
nominees to the Board of Directors of the Company (the “Board”) at the 2013
annual meeting of stockholders (the “2013 Annual Meeting”).

We are taking this step in large part because of the substantial and ongoing
destruction of stockholder value and the Company’s inability or unwillingness
to acknowledge the troubled state in which Alere finds itself as a result of
its previous decisions. Indeed, the steps the Company has announced to address
Alere’s undervaluation and underperformance are an incoherent series of
band-aids and half-measures, none of which suggest the seriousness needed to
restore Alere’s credibility as a public company. A telling example is the
newly-announced 4x leverage target for the end of 2015. With net debt of
nearly six times its EBITDA presently – a figure that does not even include
Alere’s preferred stock – Alere is vastly levered relative to its diagnostics
peers and the healthcare industry generally. It would be encouraging that the
Board finally acknowledged the tremendous problem with Alere’s leverage, if
only it had more ambition than to spend three more years simply to arrive at a
still grossly over-levered balance sheet. Based on Wall Street analyst
estimates, Alere’s growth and cash flow alone should produce leverage below 4x
by the end of 2015, which begs the question: how much new leverage is included
in the Board’s de-leveraging plans? Another quagmire is Alere’s retention of
its failed health management business, which in a masterful example of spin
has been renamed “Health Information Solutions”. After five years, 18
acquisitions, over $1.8 billion spent and nearly $1.4 billion already written
off, one would think any rational assessment of the situation would
acknowledge the massive stockholder wealth destruction and lead to a
divestiture or shutdown of the subsidiary in order to save the Company.
Instead, your solution is to seek to joint-venture less than half of the
failing health management division, while embarking on a quixotic expansion
into health information exchanges, wherein Alere is competing against larger,
better-capitalized, healthcare IT companies who, unlike Alere, actually have
domain relevance. Alere investors can be forgiven for feeling that they have
seen this tragic story unfold before.

We would not own our stock if such problems were not fixable. Indeed, our
analysis of the intrinsic value of Alere’s assets, if properly configured and
managed, suggests very significant upside potential to the current stock
price. However, to thrive as a public company and achieve fair value Alere
must undergo a comprehensive strategic and operational rationalization. A
comprehensive strategic rationalization begins with the divestiture or
shut-down of the health management division, which we believe many investors
and research analysts have already written down to zero. A solution for the
health management business would: a) improve the growth and margin profiles of
Alere; b) realize over $1 billion in tax assets; c) remove a dilutive,
low-multiple component from Alere’s valuation; and d) eliminate a massive
perceived overhang that has tainted Alere’s credibility in the market for far
too long. These benefits dramatically outweigh any theoretical pyrrhic victory
you may hope to comb from the ashes of the health management division’s nearly
$2 billion boondoggle. This is particularly true of the potential tax benefit,
which would enable Alere to shield otherwise-taxable gains from additional
portfolio streamlining – therein allowing Alere to refine its focus as well as
efficiently generate sufficient proceeds to deleverage in a scope and within a
timeframe that we believe investors might actually reward.

Comprehensive operational rationalization is also required to reverse the
worrisome trajectory of diminishing organic growth and margins in the core
Diagnostics business, and to produce the integration synergies that have not
been realized. We believe this poor performance and operational missteps, such
as the recent FDA debacle and its continuing impact, are due in large part to
a lack of operational attention and expertise from Alere’s senior management.
We find it troubling that Alere’s half-measure for dealing with operational
decline has been to add a Chief Operating Officer, whose mandate you have yet
to explain cogently and who reports to the CEO and Board whose results he is
tasked with untangling. The appointment is particularly puzzling at a time
when the CEO, whose principal focus for the last decade has been acquisitions,
is running a company that has decided to no longer aggressively acquire.
Despite the vast low-hanging fruit that we believe awaits a real operational
rationalization, we do not consider the current operational improvement
outlook at Alere promising (a view supported by Mr. Nawana’s curiously
front-loaded restricted stock compensation).

Restoring value at Alere requires independent thinking and analytical rigor –
traits that we fear the incumbent Board may lack, with its numerous insiders,
long tenures and lack of a lead independent director, let alone an independent
chairman. For this reason Coppersmith has nominated three independent,
highly-qualified directors for election to the Board at Alere’s upcoming 2013
Annual Meeting. Our outside nominees are independent thinkers, distinguished
in the healthcare industry for their high-level experience with issues such as
leadership, operational efficiency, M&A, merger integration, innovation and
strategy at leading, large-cap medical products companies. Thus, we were
surprised that you summarily dismissed our highly-qualified director
candidates during our meeting on April 30^th, 2013 as unqualified to even be
considered by the Nominating and Corporate Governance Committee of the Board.
In our view, if you had given our nominees serious consideration you would
have seen the undeniable value they can add to the Board and a proxy contest
could have been avoided. Our nominees are:

Curt Hartman – Former Interim CEO and CFO of Stryker Corporation, as well as
Global President, Stryker Instruments (NYSE: SYK). During Mr. Hartman’s CEO
and CFO tenures, he was directly responsible for leading SYK through
tremendous strategic and operational change, including multiple acquisitions,
financings and leadership transitions, all against the backdrop of the
financial crisis and the dramatically changing healthcare landscape. During
this time, Stryker delivered a total stockholder return of more than 70%. For
the previous nine years Mr. Hartman ran Stryker’s Instruments division,
generating market leading growth.

Ted Martin – Former CEO of the Barnes Group (NYSE: B), former Member of the
Boards of Directors of leading, large-cap healthcare products companies C.R.
Bard (NYSE: BCR) and Applied Biosystems Inc. (NYSE: ABI, acquired by
Invitrogen/Life Technologies Corp, NYSE: LIFE, for $6.7 billion). During Mr.
Martin’s tenures, the total stockholder returns of Bard and Applied Biosystems
were over 120% and 25% respectively. During Mr. Martin’s CEO tenure, Barnes
generated a total stockholder return of over 150%.

Jerome Lande – Managing Partner of Coppersmith Capital Management, LLC, an
investment firm he co-founded in 2012 to focus on event-driven investing in
undervalued small and mid-cap companies undergoing, or capable of, operational
and/or structural value-enhancement. Previously Mr. Lande was a Partner with
Millbrook Capital Management, Inc., an investment firm focused on private
equity and event-driven public equity investing (the latter via its former
affiliate, MMI Investments, L.P.), and a Corporate Development Officer with
Key Components, Inc., a global diversified industrial manufacturing company
(acquired by Actuant Corporation, NYSE: ATU).

We firmly believe Coppersmith’s director nominees are preeminently qualified
and offer an objectively superior alternative to the incumbent Board members
who are up for reelection at the 2013 Annual Meeting. Most importantly, our
candidates are proactive business leaders who know the difference between
creating equity value and enterprise value, and who will not need to be told
that there are problems at Alere in order to act. We have no doubt that you
are suddenly busy at work on various and impressive shows of progress, just as
we have no doubt stockholders know the difference between proactive and
reactive leadership. Nonetheless, we expect that Alere will likely seek to
replace its weakest directors unilaterally, announce sweeping operational
rationalization plans from your newly-empowered COO or forecast long-term
growth targets that we believe are likely to once again go unmet (as did those
from your 2010 investor day). We believe such hollow gestures will help prove
our point, and hope you instead choose to work with us to create a new and
improved Board focused on making the necessary changes to enhance stockholder

Meanwhile, we look forward to discussing these and other critical issues
facing Alere with our fellow stockholders, who we believe share our view that
Alere’s unique assets, if managed and configured properly, would generate
significantly greater value for stockholders.We continue to be open to, and
hopeful for, a constructive dialogue with the Board regarding maximizing value
at Alere. Please feel free to contact me.

Jerome Lande

Cc:      David Teitel, CFO
              Jon Russell, President, Alere Home Monitoring, Inc.
              Members of the Board of Directors of Alere Inc.

The date of the 2013 annual meeting of stockholders of Alere, Inc. has not yet
been announced. Alere, Inc. held its 2012 Annual Meeting of Stockholders on
July 11, 2012.


Coppersmith Capital Management, LLC, together with the other participants
named herein, intends to file a preliminary proxy statement and accompanying
proxy card with the Securities and Exchange Commission ("SEC") to be used to
solicit votes for the election of its slate of director nominees at the 2013
annual meeting of stockholders of Alere Inc., a Delaware corporation.


The participants in the proxy solicitation are Coppersmith Value Partners LLC,
a Delaware limited liability company (“Coppersmith Value”), Coppersmith
Capital Management, LLC, a Delaware limited liability company (“Coppersmith
Capital”), Jerome J. Lande, Craig Rosenblum, Scopia Long LLC, a Delaware
limited liability company (“Scopia Long”), Scopia Partners QP LLC, a Delaware
limited liability company (“Scopia QP LLC”), Scopia PX, LLC, a Delaware
limited liability company (“Scopia PX”), Scopia Partners LLC, a Delaware
limited liability company (“Scopia Partners”), Scopia Windmill Fund, LP, a
Delaware limited liability company (“Scopia Windmill”), Scopia International
Master Fund LP, a Bermuda limited partnership (“Scopia International”), Scopia
PX International Master Fund LP, a Bermuda limited partnership (“Scopia PX
International”), Scopia Capital GP LLC, a Delaware limited liability company
(“Scopia Capital”), Scopia Capital Management LLC, a Delaware limited
liability company (“Scopia Management”), Matthew Sirovich, Jeremy Mindich,
Curt R. Hartman and Theodore E. Martin (collectively, the "Participants").

As of the date hereof, Coppersmith Value owned directly 1,850,000 shares of
common stock, $0.001 par value (the "Shares"), of the Company. Each of
Coppersmith Capital, as the Investment Manager of Coppersmith Value, Mr.
Lande, as a Managing Member of the Investment Manager of Coppersmith Value,
and Mr. Rosenblum, as a Member of the Investment Manager of Coppersmith Value,
may be deemed the beneficial owner of the 1,850,000 Shares owned by
Coppersmith Value.

As of the date hereof, Scopia Long beneficially owned 30,738 Shares. As of the
date hereof, Scopia QP LLC beneficially owned 30,099 Shares. As of the date
hereof, Scopia PX beneficially owned 863,505 Shares. As of the date hereof,
Scopia Partners beneficially owned 30,173 Shares. As of the date hereof,
Scopia Windmill beneficially owned 642,663 Shares. As of the date hereof,
Scopia International beneficially owned 151,334 Shares. As of the date hereof,
Scopia PX International beneficially owned 1,059,696 Shares. Scopia Capital,
as the Managing Member of each of Scopia Long, Scopia QP LLC, Scopia PX and
Scopia Partners, and the general partner of Scopia Windmill, Scopia
International and Scopia PX International, may be deemed the beneficial owner
of the 2,808,208 Shares owned in the aggregate by Scopia Long, Scopia QP LLC,
Scopia PX, Scopia Partners, Scopia Windmill, Scopia International and Scopia
PX International. Scopia Management, as the Investment Manager of each of
Scopia Long, Scopia QP LLC, Scopia PX, Scopia Partners, Scopia Windmill,
Scopia International, Scopia PX International and of a certain separately
managed account (the Managed Account”), may be deemed the beneficial owner of
the 2,893,627 Shares owned in the aggregate by Scopia Long, Scopia QP LLC,
Scopia PX, Scopia Partners, Scopia Windmill, Scopia International, Scopia PX
International and held in the Managed Account. Each of Messrs. Sirovich and
Mindich, as a Managing Director of the Managing Member of Scopia Management,
may be deemed the beneficial owner of 2,893,627 Shares owned in the aggregate
by Scopia Long, Scopia QP LLC, Scopia PX, Scopia Partners, Scopia Windmill,
Scopia International, Scopia PX International and held in the Managed Account.

As of the date hereof, Mr. Hartman beneficially owned 1,000 Shares. As of the
date hereof, Mr. Martin beneficially owned 925 Shares.

As members of a “group” for the purposes of Rule 13d-5(b)(1) of the Securities
Exchange Act of 1934, as amended, each of the Participants may be deemed to
beneficially own the Shares of the Company owned in the aggregate by the other
Participants. Each of the Participants disclaims beneficial ownership of such
Shares that he/it does not directly own.


Sard Verbinnen & Co
Dan Gagnier, 212-687-8080
MacKenzie Partners, Inc.
Mark Harnett, 212-929-5500
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