U.S.-based Catalent and its suitor Denmark-based Novo Holdings have fulfilled all regulatory closing conditions for their pending $16.5 billion transaction, without a challenge from the U.S. Federal Trade Commission (FTC), according to Catalent.
While the FTC does not comment on the status of pending mergers or acquisitions, the two companies said their transaction will take place in the coming days, an important step to transition Catalent to private ownership under Novo Holdings, the controlling shareholder of Novo Nordisk, the maker of widely accepted diabetes and weight loss GLP-1 drugs. The sale was approved December 5 by the European Commission (EC).
Catalent, a contract development and manufacturing organization (CDMO), has been a publicly traded company with revenues around $4.4 billion this year. The company operates 22 subsidiaries in countries across the world, including Belgium, China, France, Germany, Italy, Japan, Canada, and others, with a variety of operations throughout the U.S.
On December 5, Catalent and Novo Holdings issued a joint press release announcing that the EC had granted unconditional approval for sale. The EC concluded that the proposed merger would not raise competition concerns on any of the markets examined in the European Economic Area or on any substantial part of it.
In a separate transaction that will occur post-close, Novo Holdings intends to sell three Catalent fill-finish sites located in Anagni, Italy; Bloomington, IN; and Brussels, to Novo Nordisk. The three sites employ more than 3,000 people, and all have ongoing collaborations with Novo Nordisk. Novo Nordisk will acquire the sites for an upfront payment of $11 billion.
Those opposing the deal, such as Eli Lilly and Roche, said it will limit competition in the GLP-1 and cell therapy space.
In a statement, December 14, Novo Nordisk said the acquisition is expected to have a mid-single-digit negative impact on operating profit growth in 2025. Nearly simultaneously, Novo Nordisk announced it will build a new 8.5 billion Danish kroner ($1.2 billion) production facility in Denmark, to be completed in 2027. The site will accommodate multiple product types within rare disease, such as hemophilia, both now and in the future.
