Catalent, Inc. (NYSE: CTLT), a prominent player in advancing global patient treatment solutions, and Novo Holdings, a holding and investment entity overseeing the assets of the Novo Nordisk Foundation, jointly declared a significant merger agreement. Novo Holdings is set to acquire Catalent in an all-cash transaction, valuing Catalent at $16.5 billion in enterprise value.

Key Transaction Details:

Novo Holdings will acquire all outstanding shares of Catalent at $63.50 per share in cash, representing a 16.5% premium over Catalent's closing stock price on February 2, 2024.

This purchase price also holds a notable 47.5% premium over the 60-day volume-weighted average price as of the same date and a substantial 39.1% premium over Catalent's closing stock price on August 28, 2023.

Of Catalent's 50+ global sites, Novo Holdings plans to divest three Catalent fill-finish sites and associated assets to Novo Nordisk, a company in which Novo Holdings has a controlling interest. These sites are located in Anagni, Italy; Bloomington, Indiana, USA; and Brussels, Belgium.

The transaction aligns with Novo Holdings' strategy of investing in established life science companies with robust long-term potential.

Comments from Stakeholders:

Alessandro Maselli, President and CEO of Catalent, expressed excitement about the partnership, highlighting Catalent's dedication to healthcare innovation and the prospect of leveraging Novo Holdings' substantial resources.

John Greisch, Executive Chair of the Catalent Board, emphasized the transaction's delivery of significant, certain, and premium value to stockholders, underlining Novo Holdings' belief in Catalent's vision.

Kasim Kutay, CEO of Novo Holdings, expressed enthusiasm about supporting Catalent's growth phase and shared belief in the strategic fit between the two entities.

Marc Steinberg from Elliott Investment Management L.P., a significant investor in Catalent, lauded the transaction as a maximization of value for Catalent stockholders.

Transaction Details and Timeline:

The merger is anticipated to conclude by the end of calendar year 2024, subject to customary closing conditions, Catalent stockholder approval, and regulatory clearances.

The Catalent Board unanimously recommends that stockholders vote in favor of the merger, following an evaluation of value-maximizing alternatives.

Post-merger closure, Catalent will cease trading on the New York Stock Exchange, transitioning into a privately held company.