Talecris Biotherapeutics, Inc. has signed a definitive merger agreement with CSL under which CSL has agreed to acquire Talecris for $3.1 billion in cash. This amount includes net debt, which as of June 30, 2008 was approximately $1.2 billion, implying an equity value as of that date of about $1.9 billion.

Talecris Biotherapeutics is a global biotherapeutic and biotechnology company that discovers, develops and produces critical care treatments for people with life-threatening disorders in a variety of therapeutic areas including immunology, pulmonology, and haemostasis.

The combination of Talecris and CSL will result: a combined company with one of the broadest portfolios in the plasma-derived therapeutics industry with key products in each plasma therapeutic area. One of the most robust and efficient plasma collection capabilities in the industry, to better assure supply of plasma for manufacturing essential therapies; expanded and integrated manufacturing with greater efficiency and improved ability to supply therapies; an enhanced R&D pipeline; operating efficiencies that will facilitate further investment in R&D, quality, compliance and plasma collection; and improved and more reliable supply of therapies to patients and customers through efficiencies, avoidance of capacity constraints and more assured plasma supply.

Closing of the transaction is subject to receipt of certain regulatory approvals, as well as other customary conditions. If the necessary approvals are not obtained within one year, either CSL or Talecris will have the right to terminate the transaction. 

Concurrently with execution of the merger agreement, Talecris and CSL have also entered into a separate plasma supply agreement under which CSL will supply Talecris with a significant amount of plasma through 2013, which will help Talecris assure an uninterrupted flow of products to its customers, distributors and patients and will also facilitate Talecris' efforts to build its plasma supply platform in a measured, quality-compliant manner. The additional plasma supply should enable Talecris to increase supplies of Gamunex (Immune Globulin Intravenous [Human], 10% Caprylate/Chromatography Purified) and other products to the marketplace in the near future.