UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF THE
SECURITIES EXCHANGE ACT OF 1934
For the month June 2011
(Commission File No. 001-34473)
Grifols, S.A.
(Translation of registrants name into English)
Avinguda de la Generalitat, 152-158
Parc de Negocis Can Sant Joan
Sant Cugat del Valles 08174
Barcelona, Spain
(Address of registrants principal executive office)
Indicate by check mark whether the registrant files or will file annual reports
under cover Form 20-F or Form 40-F.
Form 20-F o Form 40-F o
Indicate by check mark if the registrant is submitting the Form 6-K in paper as
permitted by Regulation S-T Rule 101 (b) (1):
Yes o No þ
Indicate by check mark if the registrant is submitting the Form 6-K in paper as
permitted by Regulation S-T Rule 101 (b) (7):
Yes o No þ
Indicate by check mark whether the registrant by furnishing the information
contained in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of
1934.
Yes o No þ
If Yes is marked, indicate below the file number assigned to the
registrant in connection with Rule 12g3-2(b): 82-________.______________.
ANNOUNCEMENT
Grifols, S.A. (Grifols) and Talecris Biotherapeutics Holdings Corp.
(Talecris) announce that, on May 31, 2011, the US Federal Trade Commission (FTC)
accepted for public comment a Consent Agreement with Grifols and Talecris by
means of which the conditions for the merger transaction between both companies are agreed.
The Consent Agreement requires that, within ten (10) days after Grifols acquires Talecris, Grifols
must divest to the Italian company Kedrion S.p.A., in accordance with the Consent
Agreement
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the Melville, New York fractionation facility; |
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two plasma collection centers located in Mobile, Alabama, and Winston Salem, North
Carolina; |
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an agreed quantity of plasma; and |
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the exclusive right to sell in the United States the Factor VIII product sold under
Talecris brand name Koate. |
In addition, the Consent Agreement requires Grifols to enter into various agreements with
Kedrion to implement the Consent Agreement (collectively, the Divestiture Agreement),
including
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a 300,000 liters of plasma contract manufacturing agreement under which Grifols
will for seven (7) years manufacture for sale by Kedrion in the United States
Koate, private label IVIG and private label albumin; and |
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a five (5)-year option for Kedrion to purchase a non-exclusive license to Koate
intellectual property for use in Koate in United States. |
The Consent Agreement permits Grifols to lease the Melville facility from Kedrion
for up to four years pursuant to the Divestiture Agreement.
The Consent Agreement includes appointment of an independent Monitor to oversee Grifols
compliance with the Consent Agreement and requires Grifols to submit reports periodically
to the Commission setting forth in detail the manner and form in which Grifols intends to comply,
is complying, and has complied with the Consent Agreement.
As a result of this approval, the operations related to the acquisition of Talecris will start as
of today in Spain and in United States.
Grifols states that neither the Consent Agreement nor Divestiture Agreement 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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In Barcelona, on June 1, 2011
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Raimon Grifols Roura | | |
Secretary of the Board of Directors |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly
caused this report to be signed on its behalf by the undersigned, thereto duly authorized.
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Grifols, S.A.
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By: |
/s/ David I. Bell
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Name: |
David I. Bell |
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Title: |
Authorized Signatory |
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Date: June 1, 2011