Biopharmaceutical Firm Drops Attempted Acquisition of Competitor

This posting was written by Jeffrey May, Editor of CCH Trade Regultion Reporter.

CSL Limited and Talecris Biotherapeutics Holdings Corporation announced on June 9 their decision to abandon a proposed combination in light of an FTC challenge to the transaction.

The FTC moved to block CSL’s proposed $3.1 billion acquisition of Talecris on the ground that the transaction would substantially reduce competition in the U.S. markets for four plasma-derivative protein therapies: Immune globulin (Ig), Albumin, Rho-D, and Alpha-1.

In addition to issuing an administrative complaint, the Commission sought a preliminary injunction in the federal district court in Washington, D.C., to stop the transaction pending completion of the administrative trial.

FTC Bureau of Competition Director Richard Feinstein called the decision to drop the deal “a tremendous victory for the patients who rely on these lifesustaining treatments.” He added that Commission staff “was fully prepared to demonstrate the anticompetitive harm that would have resulted from this acquisition.”

Dr. Brian McNamee, CEO and Managing Director of CSL, said that, while the company disagreed with the FTC case and matters included in their complaint, “CSL’s Board of Directors did not believe that entering into a protracted litigation process with the FTC, with its inherent risks, substantial costs, and lengthy distraction of CSL management and staff from planning and running our businesses, would be in the best interests of our takeholders.”

Under the merger agreement, CSL is required pay Talecris a $75 million break fee.

The FTC news release on the development appears here on the Commission’s website. CSL Limited’s announcement appears here on the company website.