Catalent (CTLT), Novo Nordisk (NVO) receive second request from FTC
Catalent (NYSE: CTLT) disclosed:
As previously reported, on February 5, 2024, Catalent, Inc., a Delaware corporation (“Catalent”), entered into an Agreement and Plan of Merger (the “Merger Agreement”), with Creek Parent, Inc. (“Parent”), a Delaware corporation and a wholly owned subsidiary of Novo Holdings A/S (“Novo Holdings”), and Creek Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”). The Merger Agreement provides that, upon the terms and subject to the conditions set forth therein and in accordance with the General Corporation Law of the State of Delaware, Merger Sub will be merged with and into Catalent (the “Merger”), with Catalent surviving the Merger as a wholly owned subsidiary of Parent.
On May 2, 2024, Catalent and the Novo Nordisk Foundation (as the ultimate parent entity of Novo Holdings and Novo Nordisk A/S) each received a request for additional information and documentary materials (the “Second Request”) from the United States Federal Trade Commission (“FTC”) in connection with the Merger. The Second Request was issued under the notification requirements of the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (“HSR Act”). The effect of the Second Request is to extend the waiting period imposed by the HSR Act until 30 days after Catalent and the Novo Nordisk Foundation have substantially complied with the request, unless that period is extended voluntarily by the parties or terminated sooner by the FTC.
Catalent and the Novo Nordisk Foundation are in the process of gathering information and documentary materials responsive to the Second Request and intend to continue to cooperate with the FTC in an effort to obtain antitrust regulatory clearance for the Merger as expeditiously as possible. The Merger remains subject to the expiration or termination of the waiting period under the HSR Act, approvals, clearances, and expirations or terminations of any applicable waiting periods under applicable antitrust and foreign investment regimes in certain non-U.S. jurisdictions, as well as other customary closing conditions. Catalent and Novo Holdings expect to close the Merger towards the end of calendar year 2024.