Both Leading Proxy Advisors, ISS and Glass Lewis, Recommend a Vote on the BLUE Proxy Card to Elect Coppersmith’s Nominees to

  Both Leading Proxy Advisors, ISS and Glass Lewis, Recommend a Vote on the
  BLUE Proxy Card to Elect Coppersmith’s Nominees to Alere’s Board

  ISS Notes Coppersmith Has “made a compelling case that change at the board
level is warranted”, and Recommends a Vote For All Three Nominees Stating that
“all three nominees, Hartman, Martin, and Lande appear well-suited to address
                             the need for change”

  ISS Cites the “extent of Alere’s underperformance”, “the Board’s apparent
  disregard of the need to adapt and evolve”, and the “high quality” of All
                          Three Coppersmith Nominees

  Glass Lewis States “most of the Company’s current management and incumbent
   board members have overseen a long period of destruction to shareholder
   value,” and that “we believe Messrs. Martin and Lande represent the best
                    choices for new independent directors”

Coppersmith Urges Stockholders to Vote the BLUE Proxy Card for the Election of
Coppersmith’s Three Independent and Highly-Qualified Nominees to Alere’s Board
                      at the August 7^th Annual Meeting

Business Wire

NEW YORK -- July 29, 2013

Coppersmith Capital Management, LLC (“Coppersmith”) today announced that both
Institutional Shareholder Services (“ISS”) and Glass, Lewis & Co. (“GL”), the
two leading independent proxy voting and corporate governance advisory firms,
recommend that the stockholders of Alere, Inc. (NYSE: ALR) (“Alere”) vote on
Coppersmith’s BLUE proxy card for the election of Coppersmith’s
highly-qualified nominees to Alere’s board of directors at the upcoming annual
meeting of Alere’s stockholders on August 7, 2013. ISS recommends voting “FOR”
all three Coppersmith nominees: Curt R. Hartman, Theodore E. Martin and Jerome
J. Lande. GL recommends voting “FOR” Messrs. Martin and Lande.

Jerome Lande, Managing Partner of Coppersmith, said, “We are pleased that both
ISS’ and GL’s independent analyses of Alere recognize that real change on the
board is critical to bring about a robust, independent evaluation of
alternatives that can truly address Alere’s strategic, operational and
financial issues. We believe these resounding recommendations represent the
stockholder mandate for management and board accountability that has been
central to this debate and that is needed to finally unlock Alere’s
significant intrinsic value.”

“ISS and GL rightfully acknowledge that over the course of a decade Alere has
been entirely ineffective in the execution of a flawed strategy, which has had
a disastrous impact on stockholder value. Moreover, ISS and GL recognize that
there is no substance to the company’s current ‘plan’ and that recent changes
to management and the new board nominees do little to nothing to solve the
issues facing Alere. We encourage our fellow Alere stockholders to follow the
recommendations of the nation’s leading proxy advisory firms and vote on the
BLUE proxy card to elect Coppersmith’s director nominees who are committed to
working constructively with the other directors to fully explore and evaluate
all viable strategies to unlock stockholder value.”

Excerpts from ISS’ and GL’ Analyses and Recommendations ^(1)

On Poor Past Performance Casting Doubts on Management and the Board’s Stated
Strategy:

ISS: “This lack of transparency into commitments—particularly measurable
targets and timing– is all the more concerning because there is sparse
evidence from prior performance of management’s ability to execute on such a
strategy. The fact that management could not hit its own guidance over three
years likely suggests there is a problem with execution, not with the
mechanism of issuing guidance itself—and simply refusing to provide measurable
guidance on the strategic plan is unlikely to resolve the demonstrable
execution challenges the guidance misses of 2009-2012 laid bare.”

GL: “For each of the past 20 calendar quarters ending March 31, 2013, we find
that the Company’s LTM return on assets, return on capital, and return on
equity have, for the most part, fallen within or below the bottom deciles of
the respective ranges of returns in the peer group. This suggests to us that
management has been relatively ineffective in its use of the Company’s capital
for operations.”

On Health Management’s Overhang and Negative Impact on Core Operational
Performance:

ISS: “Further, the company’s operating metrics have worsened over the past
several years—most notably since the 2008 entrée into Health
Management—suggesting that, as the dissidents have argued, this business,
representing less than 20% of revenue, has sufficiently distracted management
to create a company-wide problem.”

On the Need for Deleveraging and Review of All Divestiture Alternatives:

ISS: “Finally, while the board has now committed to lower leverage over the
next two years, it represents this as an accommodation to shareholders—not a
move borne of the board’s own concern leverage may be too high—and remains
unable to articulate a compelling argument for why a target of 4.0x is
optimal—let alone why 2 years is an appropriate period of time over which to
reach that level.”

GL: “…we find the Company’s long-term solvency outlook to be quite murky, to
say the least.”

GL: “We note that the board’s target would still rank in the upper decile of
the debt-to-EBITDA ratios of its peers as of July 25, 2013, which may lend
more credence to the Dissidents’ argument that a greater amount of
deleveraging is necessary here, as evidenced in our peer group analysis.”

GL: “Given our view that the Company has underperformed for an extended
period, we believe that the board should be open to all potential alternatives
that could enhance shareholder value, including possibly making more
divestitures than they currently plan to make.”

On the Board’s Failure for Over a Decade to Address Alere’s Operational Needs:

ISS: “Along with its new strategy, the company announced it had created a new
COO position and hired an executive with “global operational experience
integrating large, complex acquisitions.” Given that closing such acquisitions
has been the company’s strategy for more than a decade, from 2001 through 2013
(in a recent presentation to investors, the board explained that “the
formation of Alere is largely completed”), the open question is not whether
such a position is necessary at the company, but why it wasn’t necessary as
much as a decade earlier? Hiring a post-merger integration specialist after
the decade-long acquisition spree has been completed, rather than at the
outset of that acquisition strategy, raises significant concerns about the
board’s attentiveness to the needs of the strategy itself, let alone the
evolution and performance of the business over that decade. Perhaps,
shareholders might now wonder, if such a person had been in place from the
beginning—and certainly by the time of the large Matria acquisition—would the
company have lost 22% of its value over the five years prior to the
dissidents’ arrival?”

On Alere’s Reactive, Defensive Replacement of Incumbent Nominees:

ISS: “That the four directors whose skills are no longer appropriate to the
company’s challenges are all in the same class, however—let alone the one
class standing for election in a proxy contest—begs the question of the
board’s attentiveness to its own renewal.”

ISS: “Given the changes in the company’s business over the last 12 years—new
healthcare regulations, entering the Health Management business, acquiring
over 100 companies—shareholders may wonder why the board has not evolved
alongside the company.”

ISS: “The attempt at self-renewal itself, even if late, is thus as concerning,
for what it signals about the board’s attentiveness, as it is commendable, for
taking at least one step to address the issue of director skill mix. Given
that shareholders now have a choice between two entirely new slates of “fresh
perspective” nominees, however, the more compelling distinction between
otherwise well-qualified slates is whether the nominees owe their candidacies
to the incumbent board and its advisors, or to shareholders who are trying to
shake up a stale board.”

GL: “Additionally, having reviewed the events leading up to this proxy
contest, we believe that the board’s nomination of the Management Nominees was
more of a reactionary step to the Dissident’s proxy contest as opposed to a
truly proactive action.”

On Alere Entrenchment and How to Achieve Real Board Independence:

GL: “Here, we question whether the Company’s independent directors truly have
enough say and authority over board matters given the fact that the Company
has not separated its chairman and CEO roles. Moreover, the Company has not
appointed an independent lead or presiding director, instead the
non-management directors merely select a director to preside at each executive
session. We view a single independent chairman or presiding director as being
better able to oversee the executives of the Company and set a pro-shareholder
agenda without management, and consequently, without conflicts that an
executive insider or affiliated director might face.”

ISS: “shareholders may also want to note that 3 of the 4 incumbent directors
being replaced have been on the company’s board for the 12 years since the
company’s inception. Of the remaining 6 incumbents, 5 have served for 10 years
or more.”

Conclusions on Voting for Coppersmith Nominees on the BLUE Proxy Card:

ISS: “Given the extent of ALR’s underperformance as compared to its peers and
relevant indices, the board’s apparent disregard of the need to adapt and
evolve its own composition over time, and the high quality candidates selected
by the dissidents, all three nominees, Hartman, Martin, and Lande appear
well-suited to address the need for change the dissidents have articulated.”

GL: “In light of the Company’s poor performance and the entrenched nature of
the incumbent board, we believe that the Company and shareholders could
benefit from board-level participation of fresh, independent voices. The
incumbent directors also believe that new independent directors could be
beneficial for the board as a whole and the Company. Nonetheless, given our
concerns regarding certain of the new Management Nominees (particularly Mr.
McKillop), we believe that shareholders could benefit from supporting the
election of two Dissident Nominees, namely Theodore Martin and Jerome Lande.”

Coppersmith Capital urges Alere’s stockholders to vote the BLUE proxy card for
the election of Coppersmith’s three highly-qualified and independent
candidates to Alere’s Board of Directors at its upcoming annual meeting of
stockholders on Wednesday, August 7, 2013.

(1) Permission to use quotations was neither sought nor obtained.

Contact:

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