Spain’s Grifols plans to buy US firm Talecris Biotherapeutics for $3.4 billion

Spain’s Grifols plans to buy Talecris for $3.4B

RESEARCH TRIANGLE PARK, N.C. — Spanish health care company Grifols plans to expand in the U.S. with the $3.4 billion purchase of plasma company Talecris Biotherapeutics.

Talecris develops treatments for immune deficiencies and hemophilia, among other therapeutic areas. It also operates a network of plasma collection centers through its Talecris Plasma Resources subsidiary.

Grifols, with operations in more than 90 countries, makes plasma derivatives, IV therapy, diagnostic systems and medical materials.

The companies expect operating savings of $230 million by creating a more efficient plasma collection network and improving other parts of the combined business.

The Spain-based firm will offer $19 in cash and a portion of its newly issued, nonvoting shares for each share of the Research Triangle Park, N.C., company. The companies said the deal’s implied price of $26.16 represents a 53 percent premium to the average closing price of Talecris shares over the past 30 days.

Talecris shares jumped $3.98, or 25 percent, to $19.90 in Monday afternoon trading, while broader trading exchanges fell slightly.

Formerly the blood plasma business of Bayer HealthCare, Talecris went public at $19 per share in October 2009 after a two-year pause as a private company. Since the IPO, shares have changed hands as low as $15.70, last month, and as high as $24.41, in January.

Cerberus Capital Management, a New York-based private equity firm, owns 49 percent of Talecris shares and said it plans to vote in favor of the deal, subject to certain conditions. Cerberus said the companies have complementary geographic footprints and “premium products” in distinct therapeutic categories.

“We had been very satisfied with the prospects of Talecris as a standalone entity, but the business logic behind the merger with Grifols is too compelling to ignore,” the investment firm said in a statement.

The deal is expected to close in the second half of this year. It is subject to antitrust and regulatory review, and shareholders from both companies still have to approve it. Grifols’ leading shareholders also have agreed to vote in favor of the deal.

Last year, CSL Ltd. of Australia and Talecris called off their merger after antitrust regulators said they would likely oppose the deal.

In a research note, Michael Weinstein, an analyst with JPMorgan, wrote that regarding the Grifols transaction, “We expect a lengthy Federal Trade Commission review and intense scrutiny given the agency’s recent allegations of price collusion in the (plasma proteins) industry.”

Talecris employs more than 4,500 people worldwide and operates regional headquarters in Toronto and Frankfurt, Germany. Last year, it earned $153.9 million, or $1.50 per share, more than double the previous year’s profit of $65.8 million. Revenue rose to $1.53 billion from $1.37 billion.

Grifols shares were down 6.5 percent at euro8.6 ($10.28) in afternoon trading in Madrid that saw most companies’ shares fall.