CSL Ltd. and Talecris Biotherapeutics, Inc. have terminated the merger agreement announced on August 12, 2008, under which CSL agreed to acquire Talecris for $3.1 billion in cash. As part of terminating the agreement, CSL will pay Talecris a $75 million breakup fee. The plasma supply contract the parties entered into in connection with the merger agreement will remain in effect.
Dr. Brian McNamee, chief executive officer and managing director of CSL, said, "We are disappointed that the U.S. Federal Trade Commission (FTC) resolved to block the transaction. As we have previously stated, we fundamentally disagree with the FTC case and matters included in their complaint. Although we continue to believe in the many customer benefits and significant financial synergies that supported the transaction, 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 stakeholders.”
Lawrence D. Stern, Talecris' chairman and chief executive officer, said, "After discussions with CSL, we have mutually agreed that litigation regarding the antitrust issue was not the path forward. Based on a careful analysis of the situation and all alternatives available, we believe that termination of the merger agreement is in the best interest of all parties. We are disappointed that patients will not benefit from the efficiencies we saw in the proposed combination. Through the process, we developed an even greater appreciation for CSL's competencies, professionalism and integrity, and we wish Brian and his team well in their future endeavors."