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Talecris-Grifols deal wins initial FTC approval

Talecris Biotherapeutics' $4 billion takeover by Grifols SA of Spain has won tentative approval from U.S. antitrust regulators, after the companies agreed to sell some assets.

Company officials have been in negotiations for months with the U.S. Federal Trade Commission, which wants to ensure the deal doesn't lead to higher prices for specialized drugs made from blood plasma.

Under a consent agreement with the FTC announced this morning, the companies agreed to sell Talecris' plant in Melville, N.Y., a division that makes a plasma-derived drug to treat hemophilia and two plasma collection centers.

The deal, first announced in June, creates a new corporate parent for Talecris, North Carolina's largest biotechnology company. Based in Research Triangle Park, Talecris employs more than 2,200 people in the Triangle, mostly at a massive drug factory in Clayton.

Grifols CEO expects FTC approval for Talecris deal

The head of Spain's Grifols is optimistic his company's $4 billion takeover of Talecris Biotherapeutics will win approval from U.S. antitrust regulators.

Grifols and Talecris, which is based in Research Triangle Park, both make medicines from blood plasma. The Federal Trade Commission is reviewing the proposed union to make sure it doesn't lead to higher prices for such drugs. The FTC blocked an earlier Talecris takeover by an Australian company because of antitrust concerns.

“I have in my bag $4 billion sitting and waiting to be invested,” CEO Victor Grifols said at an event in Madrid, Bloomberg News reported. “I don’t know when we’ll receive the green light from the FTC. I’m sure we’ll get it, but it’s a very long process. As soon as we get approval we are going to invest it.”

Grifols and Talecris have extended the deadline for their deal to June 30, which would be more than a year after it was announced.

The fact that Grifols' CEO is discussing it suggests an FTC decision could be coming soon.

Feds probing more states' Blue Cross plans, paper says

Antitrust regulators have expanded a probe of Blue Cross health insurance plans' contracts with hospitals to several more states, including North Carolina, the Wall Street Journal reports.

The investigation is looking into whether Blue Cross plans forced hospitals to sign contracts that stifle competition from rival insurers and raise prices for patients. The so-called "most-favored nation" clauses have been a focus of a U.S. Justice Department lawsuit filed last fall against Blue Cross Blue Shield of Michigan.

The federal investigators have sent civil subpoenas to Blue plans in other states, including Ohio, Kansas, Virginia and North Carolina, the Wall Street Journal reports.

Lew Borman, a spokesman for Blue Cross and Blue Shield of North Carolina, declined to comment. The Chapel Hill company is this state's largest health insurer, with 3.7 million members.

Talecris sets shareholder date, as FTC review continues

Talecris Biotherapeutics has set a date next month for shareholders to vote on its proposed $4 billion takeover by Grifols of Spain, although the deal still could run into roadblocks with U.S. antitrust regulators.

Investors will meet on Jan. 21 at the Research Triangle Park Marriott, near the company's RTP headquarters, Talecris reported in a filing with the Securities and Exchange Commission.

In the filing, Talecris and Grifols also disclose that they have agreed not to close the deal until after Feb. 17, unless the Federal Trade Commission approves the deal earlier. The companies "continue to cooperate with the FTC in its investigation of the proposed Talecris-Grifols merger."

Talecris takeover may hit FTC opposition, report says

Shares of Talecris Biotherapeutics fell today after a report that federal antitrust regulators may seek to block the company's $4 billion acquisition by Grifols of Spain.

The Deal Pipeline reported that the Federal Trade Commission is preparing a lawsuit to stop the union, citing an unnamed antitrust lawyer in Washington. The FTC, which blocked a previous buyout of Talecris, is again worried that a takeover would hurt competition in the market for medicines made from blood plasma, and lead to higher prices for patients, according to the report.

The Deal Pipeline is an information service that tracks acquisitions for investors and other clients.

An FTC spokesman declined to comment. Both companies said they had no knowledge of FTC plans to oppose the transaction.

Talecris to get big break-up fees if Grifols' deal is scrapped

The Spanish company that plans to buy Talecris Biotherapeutics for $4 billion will owe some hefty break-up fees if it scraps the deal.

If Grifols drops the acquisition because it's blocked by antitrust regulators or the company can't raise the necessary financing, it will owe Talecris $375 million, according to filing with the Securities and Exchange Commission.

Such fees are standard clauses for a merger involving publicly traded companies.

But Grifols' potential payout is much higher than the $75 million break-up fee Talecris received last year. It got the money when its $3.1 billion buyout by CSL Ltd. of Australia was called off after that deal ran into opposition from U.S. antitrust regulators.

Vitamin makers to pay N.C., other states $25 million

More than a dozen vitamin makers will pay North Carolina and 21 other states $25 million to settle claims they conspired to raise prices.

North Carolina will receive $1.7 million from the settlement, which alleged price fixing between 1988 and 2000 for vitamins made by Akzo Nobel and other companies. The companies fixed prices of vitamins they sold to food processors and drug manufacturers, the states charged.

"Conspiring to overcharge customers is the wrong way to do business," said N.C. attorney general Roy Cooper, in a prepared statement.

The settlement follows a $225 million agreement reached in 2000 that involved the same vitamins but different manufacturers.

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