0000950170-24-137713.txt : 20241218 0000950170-24-137713.hdr.sgml : 20241218 20241218125921 ACCESSION NUMBER: 0000950170-24-137713 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20241218 FILED AS OF DATE: 20241218 DATE AS OF CHANGE: 20241218 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CLASSON ROLF A CENTRAL INDEX KEY: 0001030325 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36587 FILM NUMBER: 241558401 MAIL ADDRESS: STREET 1: C/O CATALENT, INC. STREET 2: 14 SCHOOLHOUSE ROAD CITY: SOMERSET STATE: NJ ZIP: 08873 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Catalent, Inc. CENTRAL INDEX KEY: 0001596783 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] ORGANIZATION NAME: 03 Life Sciences IRS NUMBER: 208737688 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 BUSINESS ADDRESS: STREET 1: 14 SCHOOLHOUSE ROAD CITY: SOMERSET STATE: NJ ZIP: 08873 BUSINESS PHONE: (732) 537-6200 MAIL ADDRESS: STREET 1: 14 SCHOOLHOUSE ROAD CITY: SOMERSET STATE: NJ ZIP: 08873 FORMER COMPANY: FORMER CONFORMED NAME: PTS Holdings Corp. DATE OF NAME CHANGE: 20140113 4 1 ownership.xml 4 X0508 4 2024-12-18 true 0001596783 Catalent, Inc. CTLT 0001030325 CLASSON ROLF A C/O CATALENT, INC. 14 SCHOOLHOUSE ROAD SOMERSET NJ 08873 true false false false false Common Stock 2024-12-18 4 D false 47984 D 0 D On December 18, 2024, Creek Parent, Inc., a Delaware corporation ("Parent"), acquired the Issuer pursuant to that certain Agreement and Plan of Merger entered into by and among the Issuer, Parent and Creek Merger Sub, Inc., a Delaware corporation and a wholly owned Subsidiary of Parent ("Merger Sub"), dated as of February 5, 2024 (the "Merger Agreement"). In accordance with the Merger Agreement, Merger Sub merged with and into the Issuer, with the Issuer surviving such merger as a wholly-owned subsidiary of Parent (the "Merger"). Includes restricted stock units ("RSUs"). At the effective time of the Merger (the "Effective Time"), each outstanding share of the Issuer's common stock (other than certain excluded shares) automatically converted into the right to receive $63.50 in cash, without interest (the "Merger Consideration"). At the Effective Time, each RSU, whether or not vested, outstanding immediately prior to the Effective Time vested (if unvested) and was cancelled and converted into the right to receive an amount in cash, without interest, equal to the product of (i) the total number of shares of Issuer common stock subject to the RSU multiplied by (ii) the Merger Consideration, except for certain RSUs granted following the date of the Merger Agreement which were converted at the Effective Time into restricted cash awards equal to the product of (a) the Merger Consideration multiplied by (b) the number of shares of Issuer common stock subject to such award and otherwise remain subject to their terms, including vesting and acceleration terms. /s/ Joseph A. Ferraro, attorney-in-fact 2024-12-18