Novo Holdings agrees to buy Catalent for $16.5 billion to expand Wegovy supply

Novo Holdings, the investment arm of the Novo Nordisk Foundation, agreed on February 5, 2024 to buy contract manufacturer Catalent for $16.5 billion, an all-cash deal aimed at easing the supply bottleneck for the weight-loss drug Wegovy ^[1][2]. Novo Holdings will pay $63.50 per Catalent share, a 16.5% premium to Catalent's closing price on February 2, 2024 and a 47.5% premium to its 60-day volume-weighted average price, according to Catalent ^[2]. The company put the equity purchase at $11.5 billion before including debt ^[1].

Novo Holdings owns 76.9% of the voting shares in Novo Nordisk, the maker of Wegovy and Ozempic ^[1]. After the merger closes, it plans to sell three Catalent fill-finish sites to Novo Nordisk for $11 billion: Anagni, Italy; Brussels, Belgium; and Bloomington, Indiana ^[1][2]. Fill-finish is the step where a drug is put into its final container — for Wegovy, an injection pen — and it has to be done under sterile conditions ^[1]. Catalent's Belgian and U.S. plants already do fill-finish work for Wegovy but will eventually stop producing drugs for other pharmaceutical companies, Reuters reported ^[1].

Kasim Kutay, CEO of Novo Holdings, described the capacity as a "key strategic consideration for Novo Nordisk particularly when (...) making sure there is broader rollout for Ozempic and Wegovy" ^[1]. The deal is expected to complete toward the end of 2024, and Novo Nordisk has said it anticipates the added plants will help increase its filling capacity from 2026 ^[1]. The company said buying the sites would have a low single-digit percentage negative impact on its operating profit growth in 2024 and 2025 ^[1].

Catalent has more than 50 global sites; Novo Nordisk is acquiring three of them, which a person familiar with the matter said should keep antitrust concerns limited because only one of the three is in the United States ^[1][2]. Reuters reported that Novo Nordisk shares rose 3.63% in Copenhagen on the news, while Catalent shares rose as much as 10% to a more than nine-month high in New York ^[1]. Novo Nordisk competes with Eli Lilly's Zepbound, and analysts have estimated the obesity drug market could be worth as much as $100 billion by the end of the decade ^[1].

Why it matters for patients

Wegovy's limited supply has been a practical problem for people trying to start or stay on the drug, and fill-finish capacity is one reason output has been constrained ^[1]. Bringing those three plants under Novo Nordisk's control is intended to add capacity and give the drugmaker more say over its supply chain, which Reuters reported could help it avoid the manufacturing quality problems Catalent caused in 2022 ^[1]. Catalent's Brussels plant repeatedly breached U.S. sterile-safety rules in 2021 and 2022, and staff failed to perform required quality checks, according to Reuters, which cited regulatory documents ^[1].

None of this changes the drug itself, its approved uses, its price, or whether a particular insurance plan covers it, and no source states that the deal will make Wegovy easier to find for any individual patient. It also does not affect Rybelsus, the oral form of semaglutide, or tirzepatide products such as Mounjaro and Zepbound. The addition of the Italian plant, along with the two sites already doing Wegovy work, "will help the drugmaker boost Wegovy output quicker than expected," JP Morgan analysts said in a note cited by Reuters ^[1]. Reuters also reported that it was not immediately clear which other pharmaceutical clients might be affected by the sale of the three sites to Novo Nordisk ^[1].

What happens next

The announcement was subject to Catalent stockholder approval and required regulatory approvals, and Catalent said the board unanimously recommended that stockholders vote in favor ^[2]. Elliott Investment Management, a significant Catalent investor, agreed to vote its shares in favor ^[2]. Novo Holdings announced that the acquisition was completed on December 18, 2024, at the same total enterprise value of about $16.5 billion, with the three fill-finish sites in Anagni, Bloomington, and Brussels going to Novo Nordisk ^[3]. Catalent is now a private company and its shares no longer trade on the New York Stock Exchange ^[2]. Novo Nordisk has said the added capacity should begin contributing from 2026 ^[1]. How much that lifts Wegovy supply in the United States, and on what timeline, has not been disclosed in these announcements.