Grifols, S.A. ("Grifols") and Talecris Biotherapeutics Holdings Corporation ("Talecris"), announced today that they have signed a "Consent Agreement" with the Staff of the Bureau of Competition of the US Federal Trade Commission (FTC) by means of which the conditions for the merger transaction between both companies are agreed. The Consent Agreement is subject to approval of the FTC Commissioners, who will be reviewing the matter.
To satisfy the Consent Agreement conditions, Grifols has signed agreements for the sale of assets and entered into certain commercial, lease and manufacturing agreements with the Italian company Kedrion, for up to seven (7) years.
These agreements refer to four main areas:
- Kedrion and Grifols enter into a contract manufacturing agreement to fractionate and purify Kedrion's plasma to deliver IVIG and Albumin under Kedrion's private label, and Factor VIII under the trade name Koate, all of them for sale only in the US.
- Grifols sells to Kedrion the Melville fractionation facility. Grifols will manage the facility for up to a four-year period under a lease agreement with Kedrion.
- Grifols sells to Kedrion the Talecris' FVIII US business (Koate).
- Grifols sells to Kedrion two Plasma Collection Centers.
Grifols states that neither the Consent Agreement nor the agreements signed with Kedrion will affect the operating synergies that Grifols expects to achieve at the combined company with the merger transaction.
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