Baxter Gives Up Fight For W R Grace's NMC Unit

Baxter International says it has withdrawn its offer to buy W R Grace's National Medical Care Unit, in a transaction that would have valued the business at $3.8 billion. This means that the counter-offer from Ger-many's Fresenius, which the Grace board favors, can now go ahead.

Vernon Loucks, chairman and chief executive of Baxter, in a letter to Grace's chairman, president and chief executive Albert Costello, said: "we have made a fair offer for NMC, which is substantially more favorable to the Grace shareholders than the Fresenius proposal. We will not increase our offer. Since Grace management continues to refuse to discuss our proposal and has determined to go forward with the Fresenius transaction, we hereby withdraw our proposal of January 31, 1996."

He added that Baxter's stock component of $1.8 billion exceeds by more than $500 million the value of the American Depos-itary Receipts to be issued by Fresenius and the contingent Grace preferred stock included in the Fresenius transaction.