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Other disclosures
12 Months Ended
Dec. 31, 2024
Additional information [abstract]  
Other disclosures
Other disclosures
5.1 Share-based payment schemes

Share-based payment expensed in the income statement
DKK million202420232022
Restricted stock units to employees380365265
Long-term share-based incentive programme (Management Board)314304250
Long-term share-based incentive programme (Management group below Management Board)1,4031,271819
Restricted stock units to individual employees192209205
Share-based payment expensed in the income statement2,2892,1491,539
Restricted stock units to employees
In connection with Novo Nordisk's 100 year anniversary and in appreciation of the efforts of employees during recent years, as of 1 February 2023, all eligible employees in the company were offered 74 restricted stock units. Each restricted stock unit gives the holder the right to receive one Novo Nordisk B share free of charge in August 2026, subject to continued employment. The cost of the DKK 1,331 million programme is amortised over the vesting period.
Long-term share-based incentive programme

Management Board
The LTIPs commenced in 2022, 2023 and 2024 have a three-year performance
period, subject to continued employment, and a subsequent two-year holding
period. Targets are set at the beginning of the performance period and include determination of threshold, on-target level of performance and level of performance to achieve maximum allocation of shares. The maximum share allocation at grant cannot exceed 30 months' base salary for the CEO, 24 months' base salary for executive vice presidents and up to 15.6
months' base salary for senior vice presidents. Hence the LTIP is capped at a number of shares at the time of grant. For 2024 onward, the Board sets both financial and non-financial targets for a three-year period which are linked to three-year average growth in sales, operating profit and non-financial performance. All targets are aligned to Novo Nordisk's Strategic Aspirations 2025: Purpose & Sustainability, Innovation & Therapeutic Focus, Commercial Execution and Financials. Target achievement is assessed by the Board.

The grant date of the 2024-programme was 31 January 2024, and the share price
used for the determining the grant date fair value of the award
(DKK 767) was the average share price for Novo Nordisk B shares on Nasdaq Copenhagen in the period 31 January 2024 to 13 February 2024, adjusted for the expected dividend. Based on
the split of participants at the grant date,
50% of the shares is allocated to members
of Executive Management and
50% to other members of the Management Board.

All restricted stock units and shares allocated to Management are settled by transfers of treasury shares at the time of vesting.


Management group below the Management Board
The Management group below the Management Board has a share-based
incentive programme with similar performance criteria as Management Board.
For 2024 onward, the Board sets both financial and non-financial targets for a
three-year period.

On 31 December 2024, a total of 13.3 million shares (18.9 million in 2023 and 21.4 million in 2022) were outstanding including all ongoing programmes.

ACCOUNTING POLICIES
Novo Nordisk operates equity-settled, share-based compensation plans.
The fair value of the employee services received in exchange for the grant of
shares is recognised as an expense and allocated over the vesting period.

The total amount to be expensed over the performance and vesting period is determined by reference to the fair value of the shares granted, excluding the
impact of any non-market vesting conditions. The fair value is fixed at the grant
date, and adjusted for expected dividends during the vesting period. Non-market vesting conditions are included in assumptions about the number of shares that
are expected to vest. At the end of each reporting period, Novo Nordisk revises its estimates of the number of shares expected to vest. Novo Nordisk recognises the impact of the revision of the original estimates, if any, in the income statement and in a corresponding adjustment to equity (change in proceeds) over the remaining vesting period. Adjustments relating to previous years are included in the income statement
in the year of adjustment.

General terms and conditions of 2022-2024 programmes
Employees' 100 year anniversary programmeManagement BoardManagement group below
Management Board
Individual employees
Year of launch2023202420232022202420232022202420232022
Preliminary number of shares to be allocated1 (million)
3.0 0.3 0.6 0.7 1.5 3.1 3.3 0.2 0.3 0.8 
Fair value per restricted stock unit at grant date (DKK)446 767 456 320 767 456 320 794 544 371 
Performance and vesting period2023 to 20262024 to 20262023 to 20252022 to 20242024 to 20262023 to 20252022 to 20242024 to 20272023 to 20262022 to 2025
Allocation dateAug 2026Feb 2027Feb 2026Feb 2025Feb 2027Feb 2026Feb 2025202720262025
Amortisation period3.5 years3 years3 years3 years3 years3 years3 years3 years3 years3 years
1. The number of shares to be allocated under the LTIPs to Management Board and management group below Management Board, respectively, may potentially be reduced or increased depending on whether Novo Nordisk's performance during the 3-year performance period is higher or lower compared to targets determined by the Board. The maximum number is capped.






























5.2 Commitments

Contractual obligations not recognised in the balance sheet
DKK million (undiscounted)CurrentNon-currentTotal
2024
Leases1
288 3,893 4,181
Research and development obligations12,101 23,215 35,316
Research and development – potential milestone payments2
2,076 32,507 34,583
Commercial product launch – potential milestone payments2
384 16,543 16,927
Purchase obligations relating to investments in property, plant and equipment8,305 3,354 11,659
Purchase obligations relating to contract manufacturers8,925 62,136 71,061
Other purchase obligations10,531 8,463 18,994
Total obligations not recognised
in the balance sheet
42,610 150,111 192,721
2023
Leases1
144 2,053 2,197 
Research and development obligations8,678 13,235 21,913 
Research and development – potential milestone payments2
1,234 27,311 28,545 
Commercial product launch – potential milestone payments2
— 12,952 12,952 
Purchase obligations relating to investments in property, plant and equipment4,222 1,693 5,915 
Purchase obligations relating to contract manufacturers6,315 26,792 33,107
Other purchase obligations7,151 5,888 13,039 
Total obligations not recognised
in the balance sheet
27,744 89,924 117,668 
1. Predominantly relates to estimated variable property taxes, leases committed but not yet commenced and low value leases. 2. Potential milestone payments are associated with uncertainty because they are linked to successful achievements in research activities.



Contractual obligations
Research and development obligations include commitments relating to clinical trials, contingent payments related to achieving development milestones. Such amounts entail uncertainties in relation to the period in which payments are due because a proportion of the obligations are dependent on milestone achievements. Exercise fees and subsequent milestone payments under in-licensing option agreements are excluded, as Novo Nordisk is not contractually obligated to make such payments. Commercial product launch milestones include contingent payments solely related to achievement of a commercial product launch following regulatory approval. The increase in research and development obligation is driven by the general increase in business activities.

Commercial milestones, royalties and other payments based on a percentage of sales generated from sale of goods following marketing approval are excluded from the contractual commitments analysis because of their contingent nature, related to future sales.

Purchase obligations related to investments in property, plant and equipment primarily relates to production capacity expansion projects. Novo Nordisk expects
to fund these commitments with existing cash and cash flow from operations.

Purchase obligations related to contract manufacturers relate to commitments entered to secure future manufacturing capacity.

Other purchase obligations mainly consist of commitments related to promotional and media activities, professional and consulting activities and strategic sourcing contracts.

The contractual obligations not recognised in the balance sheet represent contractual payments and are not discounted and are not risk-adjusted.

Other guarantees
Other guarantees amount to DKK 2,380 million (DKK 1,878 million in 2023) and primarily relate to performance guarantees issued by Novo Nordisk.
5.3 Acquisition of businesses

Fair value recognised at date of acquisition
2024
DKK millionFill-finish sites (Catalent)Other acquisitionsTotal
Know-how41,10241,102
Intellectual property rights and other intangible assets31152363
Property, plant and equipment24,83960825,447
Deferred tax assets (liabilities), net992(7)985
Provisions(1,084)(1,084)
Other net assets1,290(2)1,288
Net identifiable assets acquired67,45065168,101
Goodwill15,2933015,323
Purchase price82,74368183,424
Settlement of pre-existing relationships(597)(597)
Cash consideration transferred82,14668182,827
Cash acquired(664)(664)
Cash used for acquisition of businesses; net of cash acquired81,48268182,163
Business combinations in 2024
Three fill-finish sites (Catalent)
On 18 December 2024, Novo Nordisk acquired three fill-finish sites from Novo Holdings A/S in connection with a transaction where Novo Holdings A/S acquired Catalent, Inc. (“Catalent”), a global contract development and manufacturing organisation.

The three fill-finish sites are specialised in the sterile filling of drugs and located in Bloomington (Indiana, US), Anagni (Italy) and Brussels (Belgium) and employ around 3,500 people.

Novo Nordisk and Novo Holdings are related parties. Novo Nordisk’s Board of Directors has approved the acquisition, finding it to be in the best interest of Novo Nordisk and its shareholders.
Strategic rationale
The acquisition of the fill-finish sites is aligned with Novo Nordisk’s strategy of reaching more people living with diabetes and obesity with current and future treatments. It is expected to enable an expansion of the manufacturing capacity
and provide future optionality and flexibility for Novo Nordisk’s existing supply network. The acquisition is expected to gradually increase Novo Nordisk's filling
and finish capacity.

Details of the acquisition
The total cash consideration transferred was USD 11,723 million (DKK 82,146 million including hedging effects).

The purchase price allocation for the acquisition is considered provisional since the transaction was closed only on 18 December 2024, leaving limited time to identify
and determine fair value of assets acquired and liabilities assumed.     

Know-how is primarily comprised of the documented processes and systems for efficient and large-scale production of GLP-1 products as well as know-how to expand capacity in an efficient way. The fair value of both property, plant and equipment and know-how incorporate a significant value of accelerated access to capacity as a reflection of the current shortage of fill-finish capacity and high demand for GLP-1 products in the market.

Goodwill primarily reflects the value of a highly-skilled assembled workforce in place
at the three fill-finish sites and expected synergies from Novo Nordisk’s existing know-how and production capabilities. Goodwill is fully allocated to the Diabetes and Obesity care segment.

Acquisition related costs of DKK 978 million are included in other operating income and expenses and a gain on pre-existing relationships of DKK 597 million is included
in cost of goods sold.

Had the business combination taken place on 1 January 2024, Net profit would have likely included additional net costs of around DKK 9 billion reflecting significant integration costs, amortisation of fair value adjustments made in purchase price allocation and interest expenses from planned borrowings incurred to finance the transaction. Net sales would have remained largely unchanged as revenues from existing manufacturing and development contracts are included in Other operating income and expenses as these are not part of the main revenue-generating activities of Novo Nordisk.

Other acquisitions
Other acquisitions of businesses in 2024 comprise the acquisition of a production
site in Ireland for a total purchase price
of DKK 681 million.



KEY ACCOUNTING ESTIMATES IN DETERMINING THE FAIR VALUE OF
ASSETS ACQUIRED IN A BUSINESS COMBINATION AND JUDGEMENT OF
WHETHER INTANGIBLE ASSETS ACQUIRED IN A BUSINESS COMBINATION
ARE SEPARATELY IDENTIFIABLE
Management makes judgements when determining whether intangible assets,
such as know-how related to large-scale production of GLP-1 products as well as
know-how to expand capacity in an efficient way, are separately identifiable. This involves assessing if the know-how meets the separability criterion, which means it can be separated from the acquiree and sold, transferred, licensed, rented, or exchanged independently.

The application of the acquisition method of accounting involves the use of significant estimates because the identifiable net assets of the acquiree are recognised at their fair value for which observable market prices are typically not available. This is particularly relevant for assets which require use of valuation techniques typically based on estimates of present value of future uncertain cash flows.

The fair value is based on assumptions made by market participants, which in this business combination is assessed to be a company with similar needs and capacity
to acquire assets of the same nature and size as those of the acquired business.

The valuation of know-how identified in the acquisition is based on the multi-period excess earnings method, which is used to value unique assets that generate earnings. The economic benefit of the know-how is comprised by net cash flows attributable to the asset which also includes the benefit of accelerated access to production capacity compared to a greenfield construction scenario without the know-how required for commercial production at scale. The net present value of future estimated cash flows is based on projections of sales volumes and prices, valuation period and royalty rates.

The valuation of property, plant and equipment identified in the acquisition of the three fill-finish sites is mainly based on the depreciated replacement cost method in combination with the present value of accelerated access to production facilities. The depreciated replacement cost method reflects adjustments for physical deterioration as well as functional and economic obsolescence. Land has been valued using the market approach based on comparable transactions.

ACCOUNTING POLICIES
The acquisition method of accounting is used to account for all business combinations.

The purchase price for a business comprises the fair values of the assets transferred, liabilities incurred to the former owners including warrant holders of the acquired business and the fair value of any asset or liability resulting from a contingent consideration arrangement. Any amount of the purchase price which effectively comprises a settlement of a pre-existing relationship is not part of the exchange for the acquiree and is therefore not included in the consideration for the purpose of applying the acquisition method. Settlements of pre-existing relationships are
accounted for as separate transactions in accordance with the relevant IFRS Accounting Standards.

Identifiable assets and liabilities and contingent liabilities assumed are measured
at fair value at the date of acquisition by applying relevant valuation methods. Acquisition-related costs are expensed as incurred. Goodwill is recognised at the excess of purchase price over the fair value of net identifiable assets acquired and liabilities assumed.
5.4 Related party transactions
Material transactions with related parties
DKK million202420232022
Novo Holdings A/S
Purchase of Novo Nordisk B shares10,1648,7756,984
Acquisition of fill-finish sites (note 5.3)82,146
Dividend payment to Novo Holdings A/S12,5029,0287,207
Services provided by Novo Nordisk(33)(17)(24)
Novonesis Group
Services provided by Novo Nordisk(48)(48)(78)
Services provided by Novonesis11711292
Altasciences Group
Services provided by Altasciences14622970
Other subsidiaries of Novo Holding A/S
Services provided to Novo Nordisk93
NNIT Group
Services provided by NNIT257436660

Novo Nordisk A/S is controlled by Novo Holdings A/S (incorporated in Denmark), which owns 28.1% of the share capital in Novo Nordisk A/S, representing 77.3% of the total number of votes. The remaining shares are widely held. The ultimate parent of the Group is the Novo Nordisk Foundation (incorporated in Denmark). Both entities are considered related parties.

Novonesis Group, Altasciences Company Inc., and other subsidiaries of Novo Holdings A/S are considered related parties to Novo Nordisk A/S. As an associated company of Novo Nordisk A/S, NNIT Group is also considered related party.
In 2024, Novo Nordisk A/S acquired 12.6 million B shares, worth DKK 10,164 million, from Novo Holdings A/S as part of the DKK 20,000 million share repurchase programme. The transaction price for each transaction was calculated as the average market price in the open window period following the announcements of the financial results for the first and third quarters in 2024.

Remuneration to Executive Management and Board of Directors
DKK million202420232022
Salary and short-term incentive180173141
Pension181713
Benefits1
55199
Long-term incentive2
11212197
Executive Management in total3
365330260
Fees to Board of Directors4
232220
Total388352280
1. In 2024, an amount of DKK 45.4 million relates to recruitment arrangements as well as
a conditional amount payable at the end of employment. 2. Refer to note 5.1 for further
information on share-based payment schemes. 3. Total remuneration for persons registered as members of Executive Management with the Danish Business Authority amounts to DKK 88 million (DKK 195 million in 2023 and DKK 175 million in 2022). 4. All members of the Board of Directors
are registered with the Danish Business Authority.
There were no transactions with the Board of Directors or Executive Management besides remuneration.

There were no material unsettled balances with related parties at the end of the year.
5.5 Fees to statutory auditors

DKK million202420232022
Statutory audit1
353038
Audit-related services532
Tax advisory services983
Other services131812
Total fees to statutory auditors625955
1. Statutory audit fees in 2024 include DKK 5 million of additional fees mainly related to business acquisitions. Statutory audit fees in 2022 include DKK 9 million of additional fee related to 2021.
Fees for services other than statutory audit of the financial statements amount to DKK 27 million (DKK 29 million in 2023 and DKK 17 million in 2022).

In 2024, Deloitte Statsautoriseret Revisionspartnerselskab provided other services than statutory audit in the amount of DKK 6 million (DKK 18 million in 2023 and
DKK 12 million in 2022) which relate to tax services relating to acquisitions, tax compliance, financial due diligence, management consulting, educational training and other assurance assessments and opinions.
5.6 General accounting policies

Principles of consolidation
The Consolidated financial statements incorporate the financial statements of the parent company Novo Nordisk A/S and entities controlled by Novo Nordisk A/S. Control exists when Novo Nordisk has effective power over the entity and has the right to variable returns from the entity. The results of subsidiaries acquired or disposed of during the year are included in the consolidated income statement from the effective date of acquisition and up to the effective date of disposal.

Functional and presentation currency
Items included in the financial statements of Novo Nordisk's entities are measured using the currency of the primary economic environment in which the entity operates (functional currency). The Consolidated financial statements are presented in Danish kroner (DKK), which is also the functional and presentation currency of the parent company.

Translation of transactions and balances
Foreign currency transactions are translated into the functional currency using the prevailing exchange rates at the transaction dates. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities are recognised in the income statement. Foreign currency differences arising from the translation of effective qualifying cash flow hedges are recognised in other comprehensive income.

Translation of Group companies
Financial statements of foreign subsidiaries are translated into DKK at the exchange rates prevailing at the end of the reporting period for balance sheet items, and at average exchange rates for income statement items. All effects of exchange rate adjustments are recognised in other comprehensive income.

Cash flow statement
The Cash flow statement is presented in accordance with the indirect method commencing with net profit for the year.








5.7 Companies in the Novo Nordisk Group
Activity: Sales and marketing Production
Research and development Services/investments
Company and countryActivity
Parent company
Novo Nordisk A/S, Denmark
Subsidiaries by geographical area
Company and countryPercentage of shares ownedActivity
North America Operations
Inversago Pharma Inc., Canada100
Novo Nordisk Canada Inc., Canada100
Novo Nordisk North America Operations A/S, Denmark100
Novo Nordisk Inc., US100
Novo Nordisk Pharmaceutical Industries LP, US100
Novo Nordisk Pharmatech US, Inc., US100
Novo Nordisk Pharma, Inc., US100
NN Corporate Development US, Inc., US100
NN Research & Development US, Inc., US100
Novo Nordisk US Bio Production, Inc., US100
Novo Nordisk US Holdings Inc., US100
Dicerna Pharmaceuticals, Inc., US100
Emisphere Technologies, Inc., US100
Forma Therapeutics, Inc., US100
Catalent Indiana LLC, US 100
Region International Operations
Novo Nordisk Pharmaceuticals A/S, Denmark100
Novo Nordisk Pharma Operations A/S, Denmark100
Novo Nordisk Region AAMEO and LATAM A/S, Denmark100
Novo Nordisk Region Europe A/S, Denmark100
Novo Nordisk Region Japan & Korea A/S, Denmark100
Region EMEA
Aldaph SpA, Algeria100
Novo Nordisk Pharma GmbH, Austria100
S.A. Novo Nordisk Pharma N.V., Belgium100
Catalent Belgium S.A, Belgium 100
Novo Nordisk Pharma d.o.o., Bosnia and Herzegovina100
Novo Nordisk Pharma EAD, Bulgaria100
Novo Nordisk Hrvatska d.o.o., Croatia100
Novo Nordisk s.r.o., Czech Republic100
Novo Nordisk Production Czech s.r.o, Czech Republic100
Novo Nordisk Denmark A/S, Denmark100
Novo Nordisk Pharmatech A/S, Denmark100
Novo Nordisk Egypt LLC, Egypt100
Novo Nordisk Egypt Pharmaceuticals Ltd., Egypt100
Company and countryPercentage of shares ownedActivity
Novo Nordisk Estonia OÜ, Estonia100
Novo Nordisk Farma OY, Finland100
Biocorp Production S.A., France100
Novo Nordisk, France100
Novo Nordisk Production SAS, France100
Novo Nordisk Pharma GmbH, Germany100
Cardior Pharmaceuticals GmbH, Germany100
Novo Nordisk Hellas Epe., Greece100
Novo Nordisk Hungária Kft., Hungary100
Novo Nordisk Limited, Ireland100
Novo Nordisk Production Ireland Ltd., Ireland100
Novo Nordisk Ltd, Israel100
Novo Nordisk S.P.A., Italy100
Catalent Anagni S.R.L, Italy100
Novo Nordisk Kazakhstan LLP, Kazakhstan100
Novo Nordisk Kenya Ltd., Kenya100
Novo Nordisk Latvia SIA, Latvia100
Novo Nordisk Pharma SARL, Lebanon100
UAB Novo Nordisk Pharma, Lithuania100
Novo Nordisk Farma dooel, North Macedonia100
Novo Nordisk Pharma SAS, Morocco100
Novo Nordisk B.V., Netherlands100
Novo Nordisk Finance (Netherlands) B.V., Netherlands100
Novo Nordisk Pharma Limited, Nigeria100
Novo Nordisk Norway AS, Norway100
Novo Nordisk Pharmaceutical Services Sp. z.o.o., Poland100
Novo Nordisk Pharma Sp.z.o.o., Poland100
Novo Nordisk Portugal, Lda., Portugal100
Novo Nordisk Farma S.R.L., Romania100
Novo Nordisk Limited Liability Company, Russia100
Novo Nordisk Production Support LLC, Russia100
Novo Nordisk Saudi for Trading, Saudi Arabia100
Novo Nordisk Pharma d.o.o. Belgrade (Serbia), Serbia100
Novo Nordisk Slovakia s.r.o., Slovakia100
Novo Nordisk, d.o.o., Slovenia100
Novo Nordisk (Pty) Limited, South Africa100
Novo Nordisk Pharma S.A., Spain100
Novo Nordisk Scandinavia AB, Sweden100
Novo Nordisk Health Care AG, Switzerland100
Novo Nordisk Pharma AG, Switzerland100
Novo Nordisk Tunisie SARL, Tunisia100
Novo Nordisk Saglik Ürünleri Tic. Ltd. Sti., Turkey100
Novo Nordisk Ukraine, LLC, Ukraine100
Novo Nordisk Pharma Gulf FZE, United Arab Emirates100
Novo Nordisk Limited, UK100
Novo Nordisk Research Centre Oxford Limited, UK100
Company and countryPercentage of shares ownedActivity
Region China
Novo Nordisk (China) Pharmaceuticals Co. Ltd., China100
Novo Nordisk (Shanghai) Pharma Trading Co., Ltd., China100
Novo Nordisk Region China A/S, Denmark100
Novo Nordisk Hong Kong Limited, Hong Kong100
Novo Nordisk Pharma (Taiwan) Ltd., Taiwan100
Beijing Novo Nordisk Pharmaceuticals Science & Technology Co., Ltd., China100
Region Rest of World
Novo Nordisk Pharma Argentina S.A., Argentina100
Novo Nordisk Pharmaceuticals Pty. Ltd., Australia100
Novo Nordisk Pharma (Private) Limited, Bangladesh100
Novo Nordisk Produção Farmacêutica do Brasil Ltda., Brazil100
Novo Nordisk Farmacêutica do Brasil Ltda., Brazil100
Novo Nordisk Farmacéutica Limitada, Chile100
Novo Nordisk Colombia SAS, Colombia100
Novo Nordisk India Private Limited, India100
Novo Nordisk Service Centre (India) Pvt. Ltd., India100
PT. Novo Nordisk Indonesia, Indonesia100
Novo Nordisk Pars Co. (PJS), Iran100
Novo Nordisk Pharma Ltd., Japan100
Novo Nordisk Pharma (Malaysia) Sdn Bhd, Malaysia100
Novo Nordisk Pharma Operations Sdn Bhd, Malaysia100
Novo Nordisk Mexico S.A. de C.V., Mexico100
Novo Nordisk Service Centre Mexico, Sociedad Anonim, Mexico100
Novo Nordisk Pharmaceuticals Ltd., New Zealand100
Novo Nordisk Pharma (Private) Limited, Pakistan100
Novo Nordisk Panama S.A., Panama100
Novo Nordisk Peru S.A.C., Peru100
Novo Nordisk Pharmaceuticals (Philippines) Inc., Philippines100
Novo Nordisk Pharma (Singapore) Pte Ltd., Singapore100
Novo Nordisk Pharma Korea Ltd., South Korea100
Novo Nordisk Lanka (PVT) Ltd, Sri Lanka100
Novo Nordisk Pharma (Thailand) Ltd., Thailand100
Novo Nordisk Vietnam Ltd., Vietnam100
Other subsidiaries and associated companies
NNE A/S, Denmark100
NNIT A/S, Denmark18 
CS Solar Fund XIV, LLC, US99 
Companies without significant activities are not included in the list.
NNE A/S subsidiaries are not included in the list.