The European Commission (EC) has granted approval for Novo Holdings' landmark $16.5 billion acquisition of Catalent, marking a crucial step forward in reshaping the pharmaceutical manufacturing landscape. The transaction, initially announced in February 2024, represents a significant consolidation in the pharmaceutical services sector.
The approval follows a positive shareholder vote on May 29 and sets the stage for a series of strategic transactions between Novo Holdings and Novo Nordisk. Under the agreement, Novo Holdings will acquire Catalent's entire operations, with plans to subsequently transfer three key manufacturing facilities to Novo Nordisk.
Strategic Manufacturing Site Transfers
The planned divestment includes three of Catalent's more than 50 global manufacturing sites to Novo Nordisk:
- Bloomington facility in Indiana, United States
- Brussels facility in Belgium
- Anagni facility in Italy
Transaction Impact and Leadership Perspective
Alessandro Maselli, CEO and president of Catalent, expressed optimism about the EC approval: "We are pleased to have received European Commission approval, which is a significant milestone toward completing our pending transaction with Novo Holdings." He emphasized the potential benefits of operating as a private company under Novo Holdings' support.
The acquisition is expected to enhance Catalent's strategic capabilities by leveraging Novo Holdings' substantial resources. This alignment aims to create increased value for stakeholders while improving outcomes for customers and patients served by both organizations.
Financial and Legal Framework
The transaction has been structured with comprehensive financial and legal support:
- Catalent received financial advice from Citi and JP Morgan
- Legal counsel was provided by Skadden, Arps, Slate, Meagher & Flom and Jones Day
- Novo Holdings was advised financially by Morgan Stanley & Co
- Legal guidance for Novo Holdings came from Goodwin Procter and Linklaters
Path to Completion
While the EC approval represents a significant milestone, the transaction's final closure remains subject to additional regulatory clearances and customary closing conditions in other jurisdictions. Novo Nordisk anticipates completing the acquisition by the end of 2024, pending satisfaction of all remaining requirements.
The transaction underscores Novo Holdings' commitment to its mission of improving health outcomes and societal sustainability while generating long-term returns. As the investment arm of the Novo Nordisk Foundation and controlling shareholder of Novo Nordisk and Novonesis, Novo Holdings maintains its independent operational status while pursuing strategic growth opportunities in the pharmaceutical sector.
